Matador Resources Co - Quarter Report: 2025 June (Form 10-Q)

Lease and well equipment inventory Prepaid expenses and other current assets Total current assets Property and equipment, at costOil and natural gas properties, full-cost methodEvaluated Unproved and unevaluated Midstream properties Other property and equipment Less accumulated depletion, depreciation and amortization()()Net property and equipment Other assetsDerivative instruments Other long-term assets Total other assets Total assets$ $ LIABILITIES AND SHAREHOLDERS’ EQUITYCurrent liabilitiesAccounts payable$ $ Accrued liabilities Royalties payable Amounts due to affiliates Derivative instruments Advances from joint interest owners Other current liabilities Total current liabilities Long-term liabilitiesBorrowings under Credit Agreement Borrowings under San Mateo Credit Facility Senior unsecured notes payable Asset retirement obligations Derivative instruments Deferred income taxes Other long-term liabilities Total long-term liabilities Commitments and contingencies (see Note 10)Shareholders’ equity

Common stock - $ par value, shares authorized; and shares issued;

and and shares outstanding, respectively

Additional paid-in capital Retained earnings

Treasury stock, at cost, and shares, respectively

()()Total Matador Resources Company shareholders’ equity Non-controlling interest in subsidiaries Total shareholders’ equity Total liabilities and shareholders’ equity$ $

The accompanying notes are an integral part of these financial statements.

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Matador Resources Company and Subsidiaries

CONDENSED CONSOLIDATED STATEMENTS OF INCOME — UNAUDITED

(In thousands, except per share data)

) ) ) )


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Revenues
Oil and natural gas revenues	$		$		$		$
Third-party midstream services revenues
Sales of purchased natural gas

Realized gain on derivatives
Unrealized loss on derivatives	()		()		()		()
Total revenues
Expenses
Production taxes, transportation and processing
Lease operating
Plant and other midstream services operating
Purchased natural gas
Depletion, depreciation and amortization
Accretion of asset retirement obligations

General and administrative
Total expenses
Operating income
Other income (expense)

Interest expense	()		()		()		()

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The accompanying notes are an integral part of these financial statements.

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED

NOTE 1 —

NOTE 2 —

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED — CONTINUED

NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Continued

$ $ $ Divestitures during period()Accretion expense Ending asset retirement obligations

Less: current asset retirement obligations(1)

()Long-term asset retirement obligations$

_______________

(1)Included in accrued liabilities in the Company’s interim unaudited condensed consolidated balance sheet at June 30, 2025.

NOTE 5 —

$ San Mateo Credit Facility due 2029 Senior unsecured notes:

% senior notes due 2028 (the “2028 Notes”)

% senior notes due 2032 (the “2032 Notes”)

% senior notes due 2033 (the “2033 Notes”)

Issuance costs and discounts, net()()Total senior unsecured notes payable Total long-term debt$ $

Credit Agreements

MRC Energy Company

At June 30, 2025, the Company had $ million in borrowings outstanding under the Company’s reserves-based revolving credit facility (the “Credit Agreement”) and approximately $ million in outstanding letters of credit issued pursuant to the Credit Agreement. Since June 30, 2025, the Company repaid $ million of borrowings under the Credit Agreement, and at July 22, 2025, the Company had $ million in borrowings outstanding under the Credit Agreement.

The outstanding borrowings under the Credit Agreement mature on March 22, 2029. The borrowing base under the Credit Agreement is determined semi-annually as of May 1 and November 1 by the lenders based primarily on the estimated value of the Company’s proved oil and natural gas reserves at December 31 and June 30 of each year, respectively. The Company and the lenders may each request an unscheduled redetermination of the borrowing base once between scheduled redetermination dates.

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED — CONTINUED

NOTE 5 — DEBT — Continued

billion, and the Company kept the elected borrowing commitments at $ billion. This May 2025 reaffirmation of the borrowing base constituted the regularly scheduled May 1 redetermination.

The Credit Agreement requires the Company to maintain (i) a current ratio, which is defined as (x) total consolidated current assets plus the unused availability under the Credit Agreement divided by (y) total consolidated current liabilities less current maturities of debt, of not less than at the end of each fiscal quarter, and (ii) a debt to EBITDA ratio, which is defined as debt outstanding (net of up to the greater of $ million or % of the elected borrowing commitments of unrestricted cash and cash equivalents), divided by a rolling four quarter EBITDA calculation, of or less at the end of each fiscal quarter. The Company believes that it was in compliance with the terms of the Credit Agreement at June 30, 2025.

San Mateo Midstream, LLC

At June 30, 2025, San Mateo had $ million in borrowings outstanding under its secured revolving credit facility (the “San Mateo Credit Facility”) and approximately $ million in outstanding letters of credit issued pursuant to the San Mateo Credit Facility. Since June 30, 2025, San Mateo repaid $ million of borrowings under the San Mateo Credit Facility, and at July 22, 2025, San Mateo had $ million in borrowings outstanding under the San Mateo Credit Facility.

In June 2025, San Mateo and certain of its lenders modified the San Mateo Credit Facility to (i) increase the lender commitments from $ million to $ million and (ii) add one new bank to San Mateo’s lending group. The San Mateo Credit Facility includes an accordion feature, which provides for potential increases in lender commitments of up to $ billion. The San Mateo Credit Facility is non-recourse with respect to Matador and its other subsidiaries but is guaranteed by San Mateo’s subsidiaries and secured by substantially all of San Mateo’s assets, including real property. The outstanding borrowings under the San Mateo Credit Facility mature on November 26, 2029.

The San Mateo Credit Facility requires San Mateo to maintain a debt to EBITDA ratio, which is defined as total consolidated funded indebtedness outstanding (as defined in the San Mateo Credit Facility) divided by a rolling four quarter EBITDA calculation, of or less, subject to certain exceptions. The San Mateo Credit Facility also requires San Mateo to maintain an interest coverage ratio, which is defined as a rolling four quarter EBITDA calculation divided by San Mateo’s consolidated interest expense for such period, of or more. The San Mateo Credit Facility also restricts the ability of San Mateo to distribute cash to its members if San Mateo’s debt to EBITDA ratio is greater than or San Mateo’s liquidity is less than % of the lender commitments under the San Mateo Credit Facility. The Company believes that San Mateo was in compliance with the terms of the San Mateo Credit Facility at June 30, 2025.

NOTE 6 —

million and $ million and a deferred income tax provision of $ million and $ million for the three and six months ended June 30, 2025, respectively. The Company recorded a current income tax provision of $ million and $ million and a deferred income tax provision of $ million and $ million for the three and six months ended June 30, 2024, respectively.

The Company’s effective income tax rate of % and % for the three months ended June 30, 2025 and 2024, respectively, and % for each of the six months ended June 30, 2025 and 2024, differed from the U.S. federal statutory rate due primarily to state taxes in New Mexico.

On July 4, 2025, the President of the United States signed into law the One Big Beautiful Bill Act. The legislation, among other things, makes permanent, extends or modifies certain provisions under the 2017 Tax Cuts and Jobs Act, including a permanent extension of 100% bonus depreciation for certain capital expenditures and immediate deduction of domestic research or experimental expenditures. Pursuant to ASC Topic 740, Income Taxes, the effects of changes in tax law are recognized in the period of enactment. As such, this legislation is not reflected in the Company’s unaudited condensed consolidated financial statements for the periods ended June 30, 2025. The Company is currently evaluating the full impact of this new legislation on its consolidated financial statements.

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED — CONTINUED

NOTE 7 —

service-based restricted stock units to be settled in cash, which are liability instruments, and performance-based stock units and service-based shares of restricted stock, which are equity instruments. The performance-based stock units vest in an amount between and % of the target units granted based on the Company’s relative total shareholder return over the period ending December 31, 2027, as compared to a designated peer group. The service-based restricted stock and restricted stock units vest over a period. The fair value of these awards was approximately $ million on their respective grant dates.

Common Stock Dividend

Matador’s Board of Directors (the “Board”) declared a quarterly cash dividend of $ per share of common stock in each of the first and second quarters of 2025. The first quarter dividend, which totaled $ million, was paid on March 14, 2025 to shareholders of record as of February 28, 2025. The second quarter dividend, which totaled $ million, was paid on June 6, 2025 to shareholders of record as of May 9, 2025. On July 15, 2025, the Board declared a quarterly cash dividend of $ per share of common stock payable on September 5, 2025 to shareholders of record as of August 15, 2025.

Share Repurchase Program

On April 16, 2025, the Board authorized a share repurchase program (the “Share Repurchase Program”) of up to $ million of common stock. These repurchases may be conducted through a variety of methods, including open market purchases, 10b5-1 trading plans, privately negotiated transactions or other means.

During the three and six months ended June 30, 2025, the Company repurchased shares of common stock under the Share Repurchase Program at a weighted average price of $ per common share for a total cost of $ million.

San Mateo Distributions and Contributions

During the three months ended June 30, 2025 and 2024, San Mateo distributed $ million and $ million, respectively, to the Company and $ million and $ million, respectively, to a subsidiary of Five Point Infrastructure LLC (previously, Five Point Energy LLC) (“Five Point”), the Company’s joint venture partner in San Mateo. During the six months ended June 30, 2025 and 2024, San Mateo distributed $ million and $ million, respectively, to the Company and $ million and $ million, respectively, to a subsidiary of Five Point. During the three and six months ended June 30, 2025, there were contributions to San Mateo by either the Company or Five Point. During the three months ended June 30, 2024, the Company contributed $ million and Five Point contributed $ million of cash to San Mateo. During the six months ended June 30, 2024, the Company contributed $ million and Five Point contributed $ million of cash to San Mateo.

Performance Incentives

Five Point paid the Company $ million and $ million of performance incentives during the three months ended June 30, 2025 and 2024, respectively. Five Point paid the Company $ million and $ million of performance incentives during the six months ended June 30, 2025 and 2024, respectively. These performance incentives are recorded when received, net of the $ million and $ million deferred tax impact to the Company for the three months ended June 30, 2025 and 2024, respectively, and $ million and $ million deferred tax impact to the Company for the six months ended June 30, 2025 and 2024, respectively, in “Additional paid-in capital” in the Company’s interim unaudited condensed consolidated balance sheets. These performance incentives for the three and six months ended June 30, 2025 and 2024 are also denoted as “Contributions related to formation of San Mateo” under “Financing activities” in the Company’s interim unaudited condensed consolidated statements of cash flows and changes in shareholders’ equity.

NOTE 8 —

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED — CONTINUED

NOTE 8 — DERIVATIVE FINANCIAL INSTRUMENTS — Continued

$ $ $ Natural Gas01/01/2026 - 12/31/2026 $ $ $ Total open costless collar contracts$

The following is a summary of the Company’s open basis differential swap contracts at June 30, 2025.

Commodity

Calculation Period

Notional Quantity (MMBtu)

Fixed Price
($/MMBtu)

Fair Value of
Asset
(Liability)
(thousands)

Natural Gas Basis Differential

07/01/2025 - 12/31/2025

()

Natural Gas Basis Differential

01/01/2026 - 12/31/2026

()

Total open basis differential swap contracts

()

The Company’s derivative financial instruments are subject to master netting arrangements, and the Company’s counterparties allow for cross-commodity master netting provided the settlement dates for the commodities are the same. The Company does not present different types of commodities with the same counterparty on a net basis in its interim unaudited condensed consolidated balance sheets.

$()$ Other assets () Current liabilities() ()Long-term liabilities() ()Total$()$ $()December 31, 2024Current assets$ $()$ Current liabilities() Total$ $ $

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED — CONTINUED

NOTE 8 — DERIVATIVE FINANCIAL INSTRUMENTS — Continued

$ $ $ Realized gain on derivatives OilRevenues: Unrealized gain (loss) on derivatives () ()Natural GasRevenues: Unrealized (loss) gain on derivatives() () Unrealized loss on derivatives()()()()Total$()$()$()$()

NOTE 9 —

$ $ $ Natural gas costless collars Natural gas basis differential swaps () ()Total$ $()$ $()

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED — CONTINUED

NOTE 9 — FAIR VALUE MEASUREMENTS — Continued

$ $ $ Natural gas basis differential swaps Total$ $ $ $

Additional disclosures related to derivative financial instruments are provided in Note 8.

Other Fair Value Measurements

At June 30, 2025 and December 31, 2024, the carrying values reported on the interim unaudited condensed consolidated balance sheets for accounts receivable, prepaid expenses and other current assets, accounts payable, accrued liabilities, royalties payable, amounts due to affiliates, advances from joint interest owners and other current liabilities approximated their fair values due to their short-term maturities.

At June 30, 2025 and December 31, 2024, the carrying value of borrowings under the Credit Agreement and the San Mateo Credit Facility approximated their fair value as both are subject to short-term floating interest rates that reflect market rates available to the Company at the time and are classified at Level 2 in the fair value hierarchy.

At June 30, 2025 and December 31, 2024, the fair value of the 2028 Notes was $ million and $ million, respectively, based on quoted market prices, which represent Level 1 inputs in the fair value hierarchy.

At June 30, 2025 and December 31, 2024, the fair value of the 2032 Notes was $ million and $ million, respectively, based on quoted market prices, which represent Level 1 inputs in the fair value hierarchy.

At June 30, 2025 and December 31, 2024, the fair value of the 2033 Notes was $ million and $ million, respectively, based on quoted market prices, which represent Level 1 inputs in the fair value hierarchy.

Certain assets and liabilities are measured at fair value on a nonrecurring basis, including assets and liabilities acquired in a business combination, lease and well equipment inventory when the market value is determined to be lower than the cost of the inventory and other property and equipment that are reduced to fair value when they are impaired or held for sale.

NOTE 10 —

million and $ million for services under these agreements during the three months ended June 30, 2025 and 2024, respectively, and $ million and $ million for services under these agreements during the six months ended June 30, 2025 and 2024, respectively. Certain of these agreements contain minimum volume commitments. If the Company does not meet the minimum volume commitments under these agreements, it will be required to pay certain deficiency fees. If the Company ceased operations in the areas subject to these agreements at June 30, 2025, the total deficiencies required to be paid by the Company under these agreements would be approximately $ million.

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED — CONTINUED

NOTE 10 — COMMITMENTS AND CONTINGENCIES — Continued

, fixed-fee oil transportation, oil, natural gas and produced water gathering and produced water disposal agreements. In addition, the Company dedicated to San Mateo its current and certain future leasehold interests in the Rustler Breaks asset area and acreage in the Greater Stebbins Area and Stateline asset area pursuant to , fixed-fee natural gas processing agreements. In 2024, the Company also dedicated to San Mateo certain of its current and future leasehold interests in the Ranger and Antelope Ridge asset areas pursuant to 15-year, fixed-fee natural gas gathering, compression, treating and processing agreements (collectively with the transportation, gathering, produced water disposal and natural gas processing agreements, the “Operational Agreements”). San Mateo provides the Company with firm service under each of the Operational Agreements in exchange for certain minimum volume commitments. The remaining minimum contractual obligation under the Operational Agreements at June 30, 2025 was approximately $ million.

Legal Proceedings

The Company is a party to several legal proceedings encountered in the ordinary course of its business. While the ultimate outcome and impact on the Company cannot be predicted with certainty, in the opinion of management, it is remote that these legal proceedings will have a material adverse impact on the Company’s financial condition, results of operations or cash flows.

NOTE 11 —

$ Accrued midstream properties costs Accrued lease operating expenses Accrued interest on debt Accrued asset retirement obligations Accrued partners’ share of joint interest charges Accrued payable related to purchased natural gas Other Total accrued liabilities$ $

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED — CONTINUED

NOTE 11 — SUPPLEMENTAL DISCLOSURES — Continued

$ Cash paid for interest expense, net of amounts capitalized$ $ (Decrease) increase in asset retirement obligations related to mineral properties$()$ Increase in asset retirement obligations related to midstream properties$ $ (Decrease) increase in liabilities for drilling, completion and equipping capital expenditures$()$ Increase in liabilities for acquisition of oil and natural gas properties$ $ Increase (decrease) in liabilities for midstream properties capital expenditures$ $()Stock-based compensation expense recognized as a liability$ $ Transfer of inventory to oil and natural gas properties$()$()

The following table provides a reconciliation of cash and restricted cash recorded in the interim unaudited condensed consolidated balance sheets to cash and restricted cash as presented on the interim unaudited condensed consolidated statements of cash flows (in thousands).


	Six Months Ended June 30,
	2025	2024
Cash	$	$
Restricted cash
Total cash and restricted cash	$	$

NOTE 12 —

business segments: (i) exploration and production and (ii) midstream. The exploration and production segment is engaged in the exploration, development, production and acquisition of oil and natural gas resources in the United States and is currently focused primarily on the oil and liquids-rich portion of the Wolfcamp and Bone Spring plays in the Delaware Basin in Southeast New Mexico and West Texas. The Company also has operations in the Haynesville shale and Cotton Valley plays in Northwest Louisiana. The midstream segment conducts midstream operations in support of, and provides flow assurance for, the Company’s exploration, development and production operations and provides natural gas processing, oil transportation services, oil, natural gas and produced water gathering services and produced water disposal services to third parties. The majority of the Company’s midstream operations in the Delaware Basin are conducted through San Mateo.

The Company’s chief operating decision maker (“CODM”) is the Chairman and Chief Executive Officer. The CODM uses operating income to assess income generated from each segment to allocate resources by either reinvesting profits as midstream or drilling and completion capital expenditures, or for determining the appropriate amounts for acquisition spend, the repayment of debt and the payment of dividends.

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED — CONTINUED

NOTE 12 — SEGMENT INFORMATION — Continued

$ $ $ $ Midstream services revenues () Sales of purchased natural gas Realized gain on derivatives Unrealized loss on derivatives() ()

Operating expense(1)

()

Other expenses(2)

()

Operating income(3)

$ $ $()$ $

Total assets(4)

$ $ $ $ $

Capital expenditures(5)

$ $ $ $ $

_____________________

(1)Includes lease operating expense for the exploration and production segment and plant and other midstream operating expense for the midstream segment.

(2)Includes depletion, depreciation and amortization expenses of $ million and $ million for the exploration and production and midstream segments, respectively. Also includes corporate depletion, depreciation and amortization expenses of $ million. Other expenses for each reportable segment also include (i) production taxes, transportation and processing, (ii) general and administrative expenses, (iii) accretion of asset retirement obligations and (iv) purchased natural gas.

(3)Includes $ million in net income attributable to non-controlling interest in subsidiaries related to the midstream segment.

(4)Excludes intercompany receivables and investments in subsidiaries.

(5)Includes $ million attributable to land and seismic acquisition expenditures related to the exploration and production segment and $ million in capital expenditures attributable to non-controlling interest in subsidiaries related to the midstream segment.

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED — CONTINUED

NOTE 12 — SEGMENT INFORMATION — Continued

$ $ $ $ Midstream services revenues () Sales of purchased natural gas Realized gain on derivatives Unrealized loss on derivatives() ()

Operating expense(1)

()

Other expenses(2)

()

Operating income(3)

$ $ $()$ $

Total assets(4)

$ $ $ $ $

Capital expenditures(5)

$ $ $ $ $

_____________________

(1)Includes lease operating expense for the exploration and production segment and plant and other midstream operating expense for the midstream segment.

(3)Includes $ million in net income attributable to non-controlling interest in subsidiaries related to the midstream segment.

(4)Excludes intercompany receivables and investments in subsidiaries.

Exploration and Production

Consolidations and Eliminations

Consolidated Company

Midstream

Corporate

Six Months Ended June 30, 2025

Oil and natural gas revenues

Midstream services revenues

()

Sales of purchased natural gas

Realized gain on derivatives

Unrealized loss on derivatives

()

Operating expense(1)

()

Other expenses(2)

()

Operating income(3)

()

Total assets(4)

Capital expenditures(5)

_____________________

(1)Includes lease operating expense for the exploration and production segment and plant and other midstream operating expense for the midstream segment.

(2)Includes depletion, depreciation and amortization expenses of $ million and $ million for the exploration and production and midstream segments, respectively. Also includes corporate depletion, depreciation and amortization expenses of $ million. Other expenses for each reportable segment also includes (i) production taxes, transportation and processing, (ii) general and administrative expenses, (iii) accretion of asset retirement obligations and (iv) purchased natural gas.

(3)Includes $ million in net income attributable to non-controlling interest in subsidiaries related to the midstream segment.

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Matador Resources Company and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS —

UNAUDITED — CONTINUED

NOTE 12 — SEGMENT INFORMATION — Continued

million attributable to land and seismic acquisition expenditures related to the exploration and production segment and $ million in capital expenditures attributable to non-controlling interest in subsidiaries related to the midstream segment.

Exploration and Production

Consolidations and Eliminations

Consolidated Company

Midstream

Corporate

Six Months Ended June 30, 2024

Oil and natural gas revenues

()

Midstream services revenues

()

Sales of purchased natural gas

Realized gain on derivatives

Unrealized loss on derivatives

()

Operating expense(1)

()

Other expenses(2)

()

Operating income(3)

()

Total assets(4)

Capital expenditures(5)

_____________________

(1)Includes lease operating expense for the exploration and production segment and plant and other midstream operating expense for the midstream segment.

(3)Includes $ million in net income attributable to non-controlling interest in subsidiaries related to the midstream segment.

(4)Excludes intercompany receivables and investments in subsidiaries.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our interim unaudited condensed consolidated financial statements and related notes thereto contained herein and the consolidated financial statements and related notes thereto contained in our Annual Report on Form 10-K for the year ended December 31, 2024 (the “Annual Report”) filed with the Securities and Exchange Commission (the “SEC”) on February 25, 2025, along with Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in the Annual Report. The Annual Report is accessible on the SEC’s website at www.sec.gov and on our website at www.matadorresources.com. Our discussion and analysis includes forward-looking information that involves risks and uncertainties and should be read in conjunction with the “Risk Factors” section of the Annual Report and the section entitled “Cautionary Note Regarding Forward-Looking Statements” below for information about the risks and uncertainties that could cause our actual results to be materially different than our forward-looking statements.

In this Quarterly Report on Form 10-Q (this “Quarterly Report”), (i) references to “we,” “our” or the “Company” refer to Matador Resources Company and its subsidiaries as a whole (unless the context indicates otherwise), (ii) references to “Matador” refer solely to Matador Resources Company, (iii) references to “San Mateo” refer to San Mateo Midstream, LLC, collectively with its subsidiaries, (iv) references to “Ameredev” refer to Ameredev Stateline II, LLC, and (v) references to the “Ameredev Acquisition” refer to the acquisition of Ameredev from affiliates of EnCap Investments L.P., including (a) certain oil and natural gas producing properties and undeveloped acreage located in Lea County, New Mexico and Loving and Winkler Counties, Texas, and (b) an approximate 19% stake in the parent company of Piñon Midstream, LLC, which was completed by a subsidiary of the Company on September 18, 2024. For certain oil and natural gas terms used in this Quarterly Report, please see the “Glossary of Oil and Natural Gas Terms” included with the Annual Report.

Cautionary Note Regarding Forward-Looking Statements

Certain statements in this Quarterly Report constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Additionally, forward-looking statements may be made orally or in press releases, conferences, reports, on our website or otherwise, in the future by us or on our behalf. Such statements are generally identifiable by the terminology used such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecasted,” “hypothetical,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “should,” “would” or other similar words, although not all forward-looking statements contain such identifying words.

By their very nature, forward-looking statements require us to make assumptions that may not materialize or that may not be accurate. Forward-looking statements are subject to known and unknown risks and uncertainties and other factors that may cause actual results, levels of activity and achievements to differ materially from those expressed or implied by such statements. Such factors include those described in the “Risk Factors” section of the Annual Report, as well as the following factors, among others: general economic conditions; our ability to execute our business plan, including whether our drilling program is successful; changes in oil, natural gas and natural gas liquids (“NGL”) prices and the demand for oil, natural gas and NGLs; our ability to replace reserves and efficiently develop current reserves; the operating results of our midstream business’s oil, natural gas and water gathering and transportation systems, pipelines and facilities, the acquiring of third-party business and the drilling of any additional salt water disposal wells; costs of operations; delays and other difficulties related to producing oil, natural gas and NGLs; delays and other difficulties related to regulatory and governmental approvals and restrictions; impact on our operations due to seismic events; availability of sufficient capital to execute our business plan, including from future cash flows, capital markets, available borrowing capacity under our revolving credit facilities and otherwise; our ability to make acquisitions on economically acceptable terms; our ability to integrate acquisitions; the operating results of and availability of any potential distributions from our joint ventures; weather and environmental conditions; disruption from our acquisitions making it more difficult to maintain business and operational relationships; significant transaction costs associated with our acquisitions; the risk of litigation and/or regulatory actions related to our acquisitions; and the other factors discussed below and elsewhere in this Quarterly Report and in other documents that we file with or furnish to the SEC, all of which are difficult to predict. Forward-looking statements may include statements about:

•our business strategy;

•our estimated future reserves and the present value thereof, including whether or not a full-cost ceiling impairment could be realized;

•our cash flows and liquidity;

•the amount, timing and payment of dividends, if any;

•our financial strategy, budget, projections and operating results;

•the supply and demand of oil, natural gas and NGLs;

•oil, natural gas and NGL prices, including our realized prices thereof;

•the timing and amount of future production of oil and natural gas;

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•the availability of drilling and production equipment;

•the availability of oil storage capacity;

•the availability of oil field labor;

•the amount, nature and timing of capital expenditures, including future exploration and development costs;

•the availability and terms of capital;

•our drilling of wells;

•our ability to negotiate and consummate acquisition and divestiture opportunities;

•the integration of acquisitions with our business;

•government regulation and taxation of the oil and natural gas industry;

•tariffs and trade restrictions;

•our marketing of oil and natural gas;

•our exploitation projects or property acquisitions;

•the ability of our midstream business to construct, maintain and operate midstream pipelines and facilities, including the operation of cryogenic natural gas processing plants and the drilling of additional salt water disposal wells;

•the ability of our midstream business to attract third-party volumes;

•our costs of exploiting and developing our properties and conducting other operations;

•general economic conditions;

•competition in the oil and natural gas industry, including in both the exploration and production and midstream segments;

•the effectiveness of our risk management and hedging activities;

•our technology;

•environmental liabilities;

•our initiatives and efforts relating to environmental, social and governance matters;

•counterparty credit risk;

•geopolitical instability and developments in oil-producing and natural gas-producing countries;

•our future operating results;

•the impact of the Inflation Reduction Act of 2022;

•the impact of the One Big Beautiful Bill Act of 2025 (the “OBBBA”); and

•our plans, objectives, expectations and intentions contained in this Quarterly Report or in our other filings with the SEC that are not historical.

Although we believe that the expectations conveyed by the forward-looking statements in this Quarterly Report are reasonable based on information available to us on the date hereof, no assurances can be given as to future results, levels of activity, achievements or financial condition.

You should not place undue reliance on any forward-looking statement and should recognize that the statements are predictions of future results, which may not occur as anticipated. Actual results could differ materially from those anticipated in the forward-looking statements and from historical results, due to the risks and uncertainties described above, as well as others not now anticipated. The impact of any one factor on a particular forward-looking statement is not determinable with certainty as such factors are interdependent upon other factors. The foregoing statements are not exclusive and further information concerning us, including factors that potentially could materially affect our financial results, may emerge from time to time. We undertake no obligation to update forward-looking statements to reflect actual results or changes in factors or assumptions affecting such forward-looking statements, except as required by law, including the securities laws of the United States and the rules and regulations of the SEC.

Overview

We are an independent energy company engaged in the exploration, development, production and acquisition of oil and natural gas resources in the United States, with an emphasis on oil and natural gas shale and other unconventional plays. Our current operations are focused primarily on the oil and liquids-rich portion of the Wolfcamp and Bone Spring plays in the Delaware Basin in Southeast New Mexico and West Texas. We also have operations in the Haynesville shale and Cotton Valley plays in Northwest Louisiana. Additionally, we conduct midstream operations in support of, and to provide flow assurance for, our exploration, development and production operations and provide natural gas processing, oil transportation services, oil, natural gas and produced water gathering services and produced water disposal services to third parties.

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Second Quarter Highlights

For the three months ended June 30, 2025, our total oil equivalent production was 19.0 million BOE, and our average daily oil equivalent production was 209,013 BOE per day, of which 122,875 Bbl per day, or 59%, was oil and 516.8 MMcf per day, or 41%, was natural gas. Our average daily oil production of 122,875 Bbl per day for the three months ended June 30, 2025 increased 29% year-over-year from 95,488 Bbl per day for the three months ended June 30, 2024. Our average daily natural gas production of 516.8 MMcf per day for the three months ended June 30, 2025 increased 33% year-over-year from 388.9 MMcf per day for the three months ended June 30, 2024.

The Delaware Basin contributed approximately 100% of our daily oil production and approximately 97% of our daily natural gas production in the second quarter of 2025, as compared to approximately 99% of our daily oil production and approximately 95% of our daily natural gas production in the second quarter of 2024.

For the second quarter of 2025, we reported net income attributable to Matador shareholders of $150.2 million, or $1.21 per diluted common share, on a GAAP basis, as compared to net income attributable to Matador shareholders of $228.8 million, or $1.83 per diluted common share, for the second quarter of 2024. For the second quarter of 2025, our Adjusted EBITDA, a non-GAAP financial measure, was $594.2 million, as compared to Adjusted EBITDA of $578.1 million during the second quarter of 2024.

For the six months ended June 30, 2025, we reported net income attributable to Matador shareholders of $390.3 million, or $3.12 per diluted common share, on a GAAP basis, as compared to net income attributable to Matador shareholders of $422.5 million, or $3.45 per diluted common share, for the six months ended June 30, 2024. For the six months ended June 30, 2025, our Adjusted EBITDA, a non-GAAP financial measure, was $1.24 billion, as compared to Adjusted EBITDA of $1.08 billion during the six months ended June 30, 2024.

For a definition of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to our net income and net cash provided by operating activities, see “—Liquidity and Capital Resources—Non-GAAP Financial Measures.” For more information regarding our financial results for the three and six months ended June 30, 2025, see “—Results of Operations” below.

Operations Update

We began 2025 operating nine drilling rigs in the Delaware Basin and expect to operate eight drilling rigs by August 1, 2025. We have built significant optionality into our drilling program, which should generally allow us to decrease or increase the number of rigs we operate as necessary based on changing commodity prices and other factors.

Capital Resources Update

In February and April 2025, Matador’s Board of Directors (the “Board”) declared quarterly cash dividends of $0.3125 per share of common stock. On July 15, 2025, the Board declared a quarterly cash dividend of $0.3125 per share of common stock payable on September 5, 2025 to shareholders of record as of August 15, 2025.

On April 16, 2025, the Board authorized a share repurchase program (the “Share Repurchase Program”) of up to $400.0 million of common stock. During the three and six months ended June 30, 2025, the Company repurchased 1,095,667 shares of common stock under the Share Repurchase Program at a weighted average price of $40.37 per common share for a total cost of $44.2 million.

At June 30, 2025, we had (i) $390.0 million in borrowings outstanding under our secured revolving credit facility (the “Credit Agreement”), (ii) approximately $52.9 million in outstanding letters of credit issued pursuant to the Credit Agreement, (iii) $500.0 million of outstanding 6.875% senior notes due 2028 (the “2028 Notes”), (iv) $900.0 million of outstanding 6.50% senior notes due 2032 (the “2032 Notes”) and (v) $750.0 million of outstanding 6.25% senior notes due 2033 (the “2033 Notes”). Since June 30, 2025, we repaid $30.0 million of borrowings under the Credit Agreement, and at July 22, 2025, we had $360.0 million in borrowings outstanding under the Credit Agreement.

In June 2025, San Mateo and certain of its lenders modified San Mateo’s secured revolving credit facility (the “San Mateo Credit Facility”) to (i) increase the lender commitments from $800.0 million to $850.0 million and (ii) add one new bank to San Mateo’s lending group. At June 30, 2025, San Mateo had $778.0 million in borrowings outstanding under the San Mateo Credit Facility and approximately $15.4 million in outstanding letters of credit issued pursuant to the San Mateo Credit Facility. Since June 30, 2025, San Mateo repaid $85.0 million of borrowings under the San Mateo Credit Facility, and at July 22, 2025, San Mateo had $693.0 million in borrowings outstanding under the San Mateo Credit Facility.

Critical Accounting Policies

There have been no changes to our critical accounting policies and estimates from those set forth in the Annual Report.

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Recent Accounting Pronouncements

See Note 2 to the interim unaudited condensed consolidated financial statements in this Quarterly Report for a description of recent accounting pronouncements.

Results of Operations

Revenues

The following table summarizes our unaudited revenues and production data for the periods indicated:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Operating Data
Revenues (in thousands)(1)
Oil	$	719,380	$	705,550	$	1,468,701	$	1,304,064
Natural gas	96,394		70,729		256,991		175,755
Total oil and natural gas revenues	815,774		776,279		1,725,692		1,479,819
Third-party midstream services revenues	42,007		32,651		75,506		65,008
Sales of purchased natural gas	67,897		46,265		130,653		95,711

Realized gain on derivatives	6,947		3,770		9,661		4,045
Unrealized loss on derivatives	(37,313)		(11,829)		(32,242)		(9,754)
Total revenues	$	895,312	$	847,136	$	1,909,270	$	1,634,829
Net Production Volumes(1)
Oil (MBbl)(2)	11,182		8,689		21,535		16,404
Natural gas (Bcf)(3)	47.0		35.4		92.2		70.9
Total oil equivalent (MBOE)(4)	19,020		14,588		36,897		28,216
Average daily production (BOE/d)(5)	209,013		160,305		203,851		155,032
Average Sales Prices
Oil, without realized derivatives (per Bbl)	$	64.34	$	81.20	$	68.20	$	79.50
Oil, with realized derivatives (per Bbl)	$	64.34	$	81.20	$	68.20	$	79.50
Natural gas, without realized derivatives (per Mcf)	$	2.05	$	2.00	$	2.79	$	2.48
Natural gas, with realized derivatives (per Mcf)	$	2.20	$	2.11	$	2.89	$	2.54

_________________

(1)We report our production volumes in two streams: oil and natural gas, including both dry and liquids-rich natural gas. Revenues associated with NGLs are included with our natural gas revenues.

(2)One thousand Bbl of oil.

(3)One billion cubic feet of natural gas.

(4)One thousand Bbl of oil equivalent, estimated using a conversion ratio of one Bbl of oil per six Mcf of natural gas.

(5)Barrels of oil equivalent per day, estimated using a conversion ratio of one Bbl of oil per six Mcf of natural gas.

Three Months Ended June 30, 2025 as Compared to Three Months Ended June 30, 2024

Oil and natural gas revenues. Our oil and natural gas revenues increased $39.5 million, or 5%, to $815.8 million for the three months ended June 30, 2025, as compared to $776.3 million for the three months ended June 30, 2024. Our oil revenues increased $13.8 million, or 2%, to $719.4 million for the three months ended June 30, 2025, as compared to $705.6 million for the three months ended June 30, 2024. The increase in oil revenues resulted from a 29% increase in our oil production to 11.2 million Bbl for the three months ended June 30, 2025, as compared to 8.7 million Bbl for the three months ended June 30, 2024, which was partially offset by a 21% decrease in the weighted average oil price realized for the three months ended June 30, 2025 to $64.34 per Bbl, as compared to $81.20 per Bbl for the three months ended June 30, 2024. Our natural gas revenues increased $25.7 million, or 36%, to $96.4 million for the three months ended June 30, 2025, as compared to $70.7 million for the three months ended June 30, 2024. The increase in natural gas revenues primarily resulted from a 33% increase in our natural gas production to 47.0 Bcf for the three months ended June 30, 2025, as compared to 35.4 Bcf for the three months ended June 30, 2024.

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Third-party midstream services revenues. Our third-party midstream services revenues increased $9.4 million, or 29%, to $42.0 million for the three months ended June 30, 2025, as compared to $32.7 million for the three months ended June 30, 2024. Third-party midstream services revenues are those revenues from midstream operations related to third parties, including working interest owners in our operated wells. This increase was primarily attributable to (i) an increase in our third-party natural gas gathering and processing revenues to $24.2 million for the three months ended June 30, 2025, as compared to $15.9 million for the three months ended June 30, 2024, and (ii) an increase in our oil transportation revenues to $5.8 million for the three months ended June 30, 2025, as compared to $3.4 million for the three months ended June 30, 2024.

Sales of purchased natural gas. Our sales of purchased natural gas increased $21.6 million, or 47%, to $67.9 million for the three months ended June 30, 2025, as compared to $46.3 million for the three months ended June 30, 2024. This increase was primarily the result of a 35% increase in natural gas price realized in those sales and a 9% increase in natural gas volumes sold. Sales of purchased natural gas reflect those natural gas purchase transactions that we periodically enter into with third parties whereby we purchase natural gas and (i) subsequently sell the natural gas to other purchasers or (ii) process the natural gas at San Mateo’s cryogenic natural gas processing plants and subsequently sell the residue natural gas and NGLs to other purchasers. These revenues, and the expenses related to these transactions included in “Purchased natural gas,” are presented on a gross basis in our interim unaudited condensed consolidated statements of income.

Realized gain on derivatives. Our realized gain on derivatives was $6.9 million for the three months ended June 30, 2025, as compared to a realized gain of $3.8 million for the three months ended June 30, 2024. We realized a net gain of $6.9 million related to our natural gas basis differential swap contracts for the three months ended June 30, 2025, resulting primarily from natural gas basis differentials that were below the fixed prices of certain of our natural gas basis differential swap contracts. For the three months ended June 30, 2024, we realized a net gain of $3.8 million related to our natural gas basis differential swap contracts, resulting primarily from natural gas basis differentials that were below the fixed prices of certain of our natural gas basis differential swap contracts. We realized an average gain on our natural gas derivatives of approximately $0.15 per Mcf produced during the three months ended June 30, 2025, as compared to an average gain of approximately $0.11 per Mcf produced during the three months ended June 30, 2024.

Unrealized loss on derivatives. During the three months ended June 30, 2025, the aggregate net fair value of our open oil and natural gas costless collars and natural gas basis differential swap contracts changed to a net liability of $16.3 million from a net asset of $21.0 million at March 31, 2025, resulting in an unrealized loss on derivatives of $37.3 million for the three months ended June 30, 2025. During the three months ended June 30, 2024, the aggregate net fair value of our open natural gas basis differential swap contracts changed to a net liability of $7.1 million from a net asset of $4.7 million at March 31, 2024, resulting in an unrealized loss on derivatives of $11.8 million for the three months ended June 30, 2024.

Six Months Ended June 30, 2025 as Compared to Six Months Ended June 30, 2024

Oil and natural gas revenues. Our oil and natural gas revenues increased $245.9 million, or 17%, to $1.73 billion for the six months ended June 30, 2025, as compared to $1.48 billion for the six months ended June 30, 2024. Our oil revenues increased $164.6 million, or 13%, to $1.47 billion for the six months ended June 30, 2025, as compared to $1.30 billion for the six months ended June 30, 2024. This increase in oil revenues resulted from a 31% increase in our oil production to 21.5 million Bbl for the six months ended June 30, 2025, as compared to 16.4 million Bbl for the six months ended June 30, 2024, which was partially offset by a 14% decrease in the weighted average oil price realized for the six months ended June 30, 2025 to $68.20 per Bbl, as compared to $79.50 per Bbl for the six months ended June 30, 2024. Our natural gas revenues increased by $81.2 million, or 46%, to $257.0 million for the six months ended June 30, 2025, as compared to $175.8 million for the six months ended June 30, 2024. The increase in natural gas revenues resulted from a 30% increase in our natural gas production to 92.2 Bcf for the six months ended June 30, 2025, as compared to 70.9 Bcf for the six months ended June 30, 2024 and a 13% increase in the weighted average natural gas price realized for the six months ended June 30, 2025 to $2.79 per Mcf, as compared to a weighted average natural gas price of $2.48 per Mcf for the six months ended June 30, 2024.

Third-party midstream services revenues. Our third-party midstream services revenues increased $10.5 million, or 16%, to $75.5 million for the six months ended June 30, 2025, as compared to $65.0 million for the six months ended June 30, 2024. This increase was primarily attributable to (i) an increase in our third-party natural gas gathering and processing revenues to $38.9 million for the six months ended June 30, 2025, as compared to $31.0 million for the six months ended June 30, 2024, and (ii) an increase in our oil transportation revenues to $11.3 million for the six months ended June 30, 2025, as compared to $6.5 million for the six months ended June 30, 2024, which were partially offset by a decrease in our third-party water disposal revenues to $25.3 million for the six months ended June 30, 2025, as compared to $27.5 million for the six months ended June 30, 2024.

Sales of purchased natural gas. Our sales of purchased natural gas increased $34.9 million, or 37%, to $130.7 million for the six months ended June 30, 2025, as compared to $95.7 million for the six months ended June 30, 2024. This increase was the result of a 38% increase in natural gas price realized.

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Realized gain on derivatives. Our realized gain on derivatives was $9.7 million for the six months ended June 30, 2025, as compared to a realized gain of $4.0 million for the six months ended June 30, 2024. We realized a net gain of $9.7 million related to our natural gas basis differential swap contracts for the six months ended June 30, 2025, resulting primarily from natural gas basis differentials that were below the fixed prices of our natural gas basis differential swap contracts. For the six months ended June 30, 2024, we realized a net gain of $4.0 million related to our natural gas basis differential swap contracts, resulting primarily from natural gas basis differentials that were below the fixed prices of our natural gas basis differential swap contracts. We realized an average gain on our natural gas derivatives of approximately $0.10 per Mcf produced during the six months ended June 30, 2025, as compared to an average gain of approximately $0.06 per Mcf produced during the six months ended June 30, 2024.

Unrealized loss on derivatives. During the six months ended June 30, 2025, the aggregate net fair value of our open oil costless collar and natural gas basis differential swap contracts changed to a net liability of $16.3 million from a net asset of $16.0 million at December 31, 2024, resulting in an unrealized loss on derivatives of $32.2 million for the six months ended June 30, 2025. During the six months ended June 30, 2024, the aggregate net fair value of our open oil costless collar and natural gas basis differential swap contracts changed to a net liability of $7.1 million from a net asset of $2.7 million at December 31, 2023, resulting in an unrealized loss on derivatives of $9.8 million for the six months ended June 30, 2024.

Expenses

The following table summarizes our unaudited operating expenses and other income (expense) for the periods indicated:


	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands, except expenses per BOE)	2025		2024		2025		2024

Expenses
Production taxes, transportation and processing	$	82,783	$	76,812	$	176,628	$	146,965
Lease operating	105,720		79,030		212,286		155,325
Plant and other midstream services operating	45,645		37,258		98,558		76,881
Purchased natural gas	35,944		35,240		90,077		74,672
Depletion, depreciation and amortization	302,602		225,934		584,493		438,245
Accretion of asset retirement obligations	1,767		1,329		3,494		2,602

General and administrative	32,187		27,913		65,919		57,566
Total expenses	606,648		483,516		1,231,455		952,256
Operating income	288,664		363,620		677,815		682,573
Other income (expense)

Interest expense	(53,345)		(35,986)		(102,834)		(75,548)

Other income (expense)	3,502		(2,121)		9,008		(1,544)
Total other expense	(49,843)		(38,107)		(93,826)		(77,092)
Income before income taxes	238,821		325,513		583,989		605,481
Income tax provision (benefit)
Current	23,089		30,104		46,070		47,376
Deferred	33,373		47,882		93,313		97,388
Total income tax provision	56,462		77,986		139,383		144,764
Net income	182,359		247,527		444,606		460,717
Net income attributable to non-controlling interest in subsidiaries	(32,134)		(18,758)		(54,296)		(38,219)
Net income attributable to Matador Resources Company shareholders	$	150,225	$	228,769	$	390,310	$	422,498
Expenses per BOE
Production taxes, transportation and processing	$	4.35	$	5.27	$	4.79	$	5.21
Lease operating	$	5.56	$	5.42	$	5.75	$	5.50
Plant and other midstream services operating	$	2.40	$	2.55	$	2.67	$	2.72
Depletion, depreciation and amortization	$	15.91	$	15.49	$	15.84	$	15.53
General and administrative	$	1.69	$	1.91	$	1.79	$	2.04

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Three Months Ended June 30, 2025 as Compared to Three Months Ended June 30, 2024

Production taxes, transportation and processing. Our production taxes and transportation and processing expenses increased $6.0 million, or 8%, to $82.8 million for the three months ended June 30, 2025, as compared to $76.8 million for the three months ended June 30, 2024. The increase was primarily attributable to a $4.4 million increase in production taxes to $64.5 million for the three months ended June 30, 2025, as compared to $60.1 million for the three months ended June 30, 2024, and a $1.6 million increase in transportation and processing expenses to $18.3 million for the three months ended June 30, 2025, as compared to $16.7 million for the three months ended June 30, 2024. This increase in production taxes and transportation and processing expenses is primarily due to the increase in oil and natural gas revenues between the two periods. On a unit-of-production basis, our production taxes and transportation and processing expenses decreased 17% to $4.35 per BOE for the three months ended June 30, 2025, as compared to $5.27 per BOE for the three months ended June 30, 2024. This decrease per BOE was primarily attributable to a 21% decrease in realized oil prices and a 30% increase in our total oil equivalent production between the two periods.

Lease operating. Our lease operating expenses increased $26.7 million, or 34%, to $105.7 million for the three months ended June 30, 2025, as compared to $79.0 million for the three months ended June 30, 2024. Our lease operating expenses on a unit-of-production basis increased 3% to $5.56 per BOE for the three months ended June 30, 2025, as compared to $5.42 per BOE for the three months ended June 30, 2024. These increases were primarily attributable to the increased number of wells being operated by us, including 204 wells from the Ameredev Acquisition, and other operators (where we own a working interest) for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024.

Plant and other midstream services operating. Our plant and other midstream services operating expenses increased $8.4 million, or 23%, to $45.6 million for the three months ended June 30, 2025, as compared to $37.3 million for the three months ended June 30, 2024. This increase was primarily attributable to increased throughput volumes from Matador and other San Mateo customers, which resulted in increased expenses associated with our expanded pipeline operations of $23.3 million for the three months ended June 30, 2025, as compared to $13.4 million for the three months ended June 30, 2024, which was partially offset by decreased expenses associated with our commercial produced water disposal operations of $12.9 million for the three months ended June 30, 2025, as compared to $16.6 million for the three months ended June 30, 2024.

Depletion, depreciation and amortization. Our depletion, depreciation and amortization expenses increased $76.7 million, or 34%, to $302.6 million for the three months ended June 30, 2025, as compared to $225.9 million for the three months ended June 30, 2024, primarily as a result of a 30% increase in our total oil equivalent production for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024. On a unit-of-production basis, our depletion, depreciation and amortization expenses increased 3% to $15.91 per BOE for the three months ended June 30, 2025, as compared to $15.49 per BOE for the three months ended June 30, 2024.

General and administrative. Our general and administrative expenses increased $4.3 million, or 15%, to $32.2 million for the three months ended June 30, 2025, as compared to $27.9 million for the three months ended June 30, 2024, primarily due to increased compensation expenses for our existing employees as well as the addition of new employees to support the continued growth in our land, geoscience, drilling, completion, production, midstream and administration functions. Our general and administrative expenses decreased by 12% on a unit-of-production basis to $1.69 per BOE for the three months ended June 30, 2025, as compared to $1.91 per BOE for the three months ended June 30, 2024, primarily as a result of a 30% increase in our total oil equivalent production between the two periods.

Interest expense. For the three months ended June 30, 2025, we incurred total interest expense of $59.6 million. We capitalized $6.2 million of our interest expense on certain qualifying projects for the three months ended June 30, 2025 and expensed the remaining $53.3 million to operations. For the three months ended June 30, 2024, we incurred total interest expense of $45.3 million. We capitalized $9.3 million of our interest expense on certain qualifying projects for the three months ended June 30, 2024 and expensed the remaining $36.0 million to operations. The increase in interest expense for the three months ended June 30, 2025 was primarily attributable to an increase in our total senior notes outstanding to $2.15 billion at June 30, 2025, as compared to $1.40 billion at June 30, 2024.

Income tax provision. We recorded a current income tax provision of $23.1 million and a deferred income tax provision of $33.4 million for the three months ended June 30, 2025. We recorded a current income tax provision of $30.1 million and a deferred income tax provision of $47.9 million for the three months ended June 30, 2024. Our effective income tax rates of 27% and 25% for the three months ended June 30, 2025 and 2024, respectively, differed from the U.S. federal statutory rate due primarily to state taxes in New Mexico.

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Six Months Ended June 30, 2025 as Compared to Six Months Ended June 30, 2024

Production taxes, transportation and processing. Our production taxes, transportation and processing expenses increased $29.7 million, or 20%, to $176.6 million for the six months ended June 30, 2025, as compared to $147.0 million for the six months ended June 30, 2024. This increase was primarily attributable to a $22.5 million increase in production taxes to $136.6 million for the six months ended June 30, 2025, as compared to $114.1 million for the six months ended June 30, 2024, primarily due to the increase in oil and natural gas revenues between the two periods. On a unit-of-production basis, our production taxes, transportation and processing expenses decreased 8% to $4.79 per BOE for the six months ended June 30, 2025, as compared to $5.21 per BOE for the six months ended June 30, 2024. This decrease per BOE was primarily attributable to a 14% decrease in realized oil prices and a 31% increase in our total oil equivalent production between the two periods.

Lease operating expenses. Our lease operating expenses increased $57.0 million, or 37%, to $212.3 million for the six months ended June 30, 2025, as compared to $155.3 million for the six months ended June 30, 2024. Our lease operating expenses per unit of production increased 5% to $5.75 per BOE for the six months ended June 30, 2025, as compared to $5.50 per BOE for the six months ended June 30, 2024. These increases were primarily attributable to the increased number of wells being operated by us, including 204 wells from the Ameredev Acquisition, and operated by other operators (where we own a working interest) and to operating cost inflation for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024.

Plant and other midstream services operating. Our plant and other midstream services operating expenses increased $21.7 million, or 28%, to $98.6 million for the six months ended June 30, 2025, as compared to $76.9 million for the six months ended June 30, 2024. This increase was primarily attributable to increased throughput volumes from Matador and other San Mateo customers, which resulted in increased expenses associated with our expanded pipeline operations of $49.4 million for the six months ended June 30, 2025, as compared to $29.6 million for the six months ended June 30, 2024.

Depletion, depreciation and amortization. Our depletion, depreciation and amortization expenses increased $146.2 million, or 33%, to $584.5 million for the six months ended June 30, 2025, as compared to $438.2 million for the six months ended June 30, 2024, primarily as a result of the approximate 31% increase in our total oil equivalent production for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024. On a unit-of-production basis, our depletion, depreciation and amortization expenses increased 2% to $15.84 per BOE for the six months ended June 30, 2025, as compared to $15.53 per BOE for the six months ended June 30, 2024, primarily as a result of the Ameredev Acquisition.

General and administrative. Our general and administrative expenses increased $8.4 million, or 15%, to $65.9 million for the six months ended June 30, 2025, as compared to $57.6 million for the six months ended June 30, 2024, primarily as a result of increased payroll for our existing employees as well as with additional employees joining Matador to support our increased land, geoscience, drilling, completion, production, midstream and administration functions as a result of our continued growth. Our general and administrative expenses decreased by 12% on a unit-of-production basis to $1.79 per BOE for the six months ended June 30, 2025, as compared to $2.04 per BOE for the six months ended June 30, 2024, primarily as a result of the approximate 31% increase in our total oil equivalent production between the two periods.

Interest expense. For the six months ended June 30, 2025, we incurred total interest expense of approximately $117.8 million. We capitalized approximately $14.9 million of our interest expense on certain qualifying projects for the six months ended June 30, 2025 and expensed the remaining $102.8 million to operations. For the six months ended June 30, 2024, we incurred total interest expense of approximately $90.7 million. We capitalized approximately $15.2 million of our interest expense on certain qualifying projects for the six months ended June 30, 2024 and expensed the remaining $75.5 million to operations. The increase in interest expense for the six months ended June 30, 2025 was primarily attributable to an increase in our total senior notes outstanding to $2.15 billion at June 30, 2025, as compared to $1.40 billion at June 30, 2024.

Income tax provision. We recorded a current income tax provision of $46.1 million and a deferred income tax provision of $93.3 million for the six months ended June 30, 2025. We recorded a current income tax provision of $47.4 million and a deferred income tax provision of $97.4 million for the six months ended June 30, 2024. Our effective income tax rates of 26% for each of the six months ended June 30, 2025 and 2024 differed from the U.S. federal statutory rate due primarily to state taxes in New Mexico.

Liquidity and Capital Resources

Our primary use of capital has been, and we expect will continue to be during the remainder of 2025 and for the foreseeable future, for the acquisition, exploration and development of oil and natural gas properties and for midstream investments. We expect to fund our 2025 capital expenditures through a combination of cash on hand, operating cash flows and performance incentives paid to us by Five Point Infrastructure LLC (previously, Five Point Energy LLC) or its affiliates. If capital expenditures were to exceed our operating cash flows during the remainder of 2025, we expect to fund any such excess

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capital expenditures, including for significant acquisitions, through borrowings under the Credit Agreement or the San Mateo Credit Facility (assuming availability under such facilities) or through other capital sources, including borrowings under expanded or additional credit arrangements, the sale or joint venture of midstream assets, oil and natural gas producing assets, leasehold interests or mineral interests and potential issuances of equity, debt or convertible securities, none of which may be available on satisfactory terms or at all. Our future success in growing proved reserves and production will be highly dependent on our ability to generate operating cash flows and access outside sources of capital.

In February and April 2025, the Board declared quarterly cash dividends of $0.3125 per share of common stock. On July 15, 2025, the Board declared a quarterly cash dividend of $0.3125 per share of common stock payable on September 5, 2025 to shareholders of record as of August 15, 2025.

On April 16, 2025, the Board authorized the Share Repurchase Program of up to $400.0 million of common stock. These repurchases may be conducted through a variety of methods, including open market purchases, 10b5-1 trading plans, privately negotiated transactions or other means. The timing and number of shares that we may purchase is subject to a variety of factors, including our stock price, market conditions, trading volume and other uses for our free cash flow. There can be no assurance regarding the exact number of shares to be repurchased by the Company, if any. Depending on market conditions and other factors, these repurchases may be commenced or suspended at any time or periodically without prior notice, and the Share Repurchase Program does not obligate the Company to acquire any amount of common stock. During the second quarter of 2025, we repurchased 1,095,667 shares of our common stock under the Share Repurchase Program at an average price of $40.37 per share, for a total cost of $44.2 million.

The Credit Agreement requires us to maintain (i) a current ratio, which is defined as (x) total consolidated current assets plus the unused availability under the Credit Agreement divided by (y) total consolidated current liabilities less current maturities of debt, of not less than 1.0 at the end of each fiscal quarter, and (ii) a debt to EBITDA ratio, which is defined as debt outstanding (net of up to the greater of $150.0 million or 10% of the elected borrowing commitments of unrestricted cash and cash equivalents), divided by a rolling four quarter EBITDA calculation, of 3.5 or less at the end of each fiscal quarter. We believe that we were in compliance with the terms of the Credit Agreement at June 30, 2025.

At June 30, 2025, we had cash totaling $10.5 million and restricted cash totaling $76.3 million, which was primarily associated with San Mateo. By contractual agreement, the cash in the accounts held by our less-than-wholly-owned subsidiaries is not to be commingled with our other cash and is to be used only to fund the capital expenditures and operations of these less-than-wholly-owned subsidiaries.

At June 30, 2025, we had (i) $500.0 million of outstanding 2028 Notes, (ii) $900.0 million of outstanding 2032 Notes, (iii) $750.0 million of outstanding 2033 Notes, (iv) $390.0 million in borrowings outstanding under the Credit Agreement and (v) approximately $52.9 million in outstanding letters of credit issued pursuant to the Credit Agreement. Since June 30, 2025, we repaid $30.0 million of borrowings under the Credit Agreement, and at July 22, 2025, we had $360.0 million in borrowings outstanding under the Credit Agreement.

In June 2025, San Mateo and certain of its lenders modified the San Mateo Credit Facility to (i) increase the lender commitments from $800.0 million to $850.0 million and (ii) add one new bank to San Mateo’s lending group. At June 30, 2025, San Mateo had $778.0 million in borrowings outstanding under the San Mateo Credit Facility and approximately $15.4 million in outstanding letters of credit issued pursuant to the San Mateo Credit Facility. Since June 30, 2025, San Mateo repaid $85.0 million of borrowings under the San Mateo Credit Facility, and at July 22, 2025, San Mateo had $693.0 million in borrowings outstanding under the San Mateo Credit Facility. The outstanding borrowings under the San Mateo Credit Facility mature on November 26, 2029. The San Mateo Credit Facility includes an accordion feature, which provides for potential increases in lender commitments to up to $1.05 billion. The San Mateo Credit Facility is non-recourse with respect to Matador and its other subsidiaries but is guaranteed by San Mateo’s subsidiaries and secured by substantially all of San Mateo’s assets, including real property. The San Mateo Credit Facility requires San Mateo to maintain a debt to EBITDA ratio, which is defined as total consolidated funded indebtedness outstanding (as defined in the San Mateo Credit Facility) divided by a rolling four quarter EBITDA calculation, of 5.00 or less, subject to certain exceptions. The San Mateo Credit Facility also requires San Mateo to maintain an interest coverage ratio, which is defined as a rolling four quarter EBITDA calculation divided by San Mateo’s consolidated interest expense for such period, of 2.50 or more. The San Mateo Credit Facility also restricts the ability of San Mateo to distribute cash to its members if San Mateo’s debt to EBITDA ratio is greater than 4.50 or San Mateo’s liquidity is less than 10% of the lender commitments under the San Mateo Credit Facility. We believe that San Mateo was in compliance with the terms of the San Mateo Credit Facility at June 30, 2025.

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We expect that development of our Delaware Basin assets will be the primary focus of our operations and capital expenditures for the remainder of 2025. We began 2025 operating nine drilling rigs in the Delaware Basin. In response to market and commodity price volatility in the beginning of the second quarter, we contractually released our ninth drilling rig and expect to operate eight drilling rigs by August 1, 2025. We have built significant optionality into our drilling program, which should generally allow us to decrease or increase the number of rigs we operate as necessary based on changing commodity prices and other factors. At July 22, 2025, our estimated drilling, completing and equipping (“D/C/E”) capital expenditures for 2025 remained $1.18 to $1.37 billion. At July 22, 2025, our estimated midstream capital expenditures for 2025 remained $120.0 to $180.0 million, which includes our proportionate share of San Mateo’s estimated 2025 capital expenditures as well as the estimated 2025 capital expenditures for other wholly-owned midstream projects. The midstream capital expenditure budget includes 51% of the costs associated with San Mateo’s construction of an additional natural gas processing plant with a designed inlet capacity of 200 MMcf per day, including a nitrogen rejection unit and additional related facilities, to expand its Marlan cryogenic natural gas processing plant (the “Marlan Processing Plant Expansion”), which came online in the second quarter of 2025. Substantially all of these 2025 estimated capital expenditures are expected to be allocated to (i) the further delineation and development of our leasehold position, (ii) the construction, installation and maintenance of midstream assets and (iii) our participation in certain non-operated well opportunities. Our 2025 Delaware Basin operated drilling program is expected to focus on the continued development of our various asset areas throughout the Delaware Basin, with a continued emphasis on drilling and completing a high percentage of longer horizontal wells.

We intend to continue evaluating the opportunistic acquisition of producing properties, acreage and mineral interests and midstream assets, principally in the Delaware Basin. Purchase price multiples and per-acre prices can vary significantly based on the asset or prospect. As a result, it is difficult to estimate these capital expenditures with any degree of certainty; therefore, we have not provided estimated capital expenditures related to acquiring producing properties, acreage and mineral interests and midstream assets for 2025.

As we have done in recent years, we may divest portions of our non-core assets as well as consider monetizing other assets, such as certain midstream assets and mineral and royalty interests, as value-creating opportunities arise. Divestitures and other types of monetizations are difficult to estimate with any degree of certainty. Therefore, we have not provided estimated proceeds related to divestitures or monetizations for 2025.

Our 2025 capital expenditures may be adjusted as business conditions warrant, and the amount, timing and allocation of such expenditures is largely discretionary and within our control. The aggregate amount of capital we will expend may fluctuate materially based on market conditions, the actual costs to drill, complete and place on production operated or non-operated wells, our drilling results, the actual costs and scope of our midstream activities, the ability of our joint venture partners to meet their capital obligations, other opportunities that may become available to us and our ability to obtain capital. When oil or natural gas prices decline, or costs increase significantly, we have the flexibility to defer a significant portion of our capital expenditures until later periods to conserve cash or to focus on projects that we believe have the highest expected returns and potential to generate near-term cash flows. We routinely monitor and adjust our capital expenditures in response to changes in prices, availability of financing, drilling, completion and acquisition costs, industry conditions, the timing of regulatory approvals, the availability of rigs, success or lack of success in our exploration and development activities, contractual obligations, drilling plans for properties we do not operate and other factors both within and outside our control.

Exploration and development activities are subject to a number of risks and uncertainties, which could cause these activities to be less successful than we anticipate. A significant portion of our anticipated cash flows from operations for the remainder of 2025 is expected to come from producing wells and development activities on currently proved properties in the Delaware Basin and the Haynesville shale in Northwest Louisiana. Our existing operated and non-operated wells may not produce at the levels we are forecasting or may be temporarily shut in or restricted due to low commodity prices, and our exploration and development activities in these areas may not be as successful as we anticipate. Additionally, our anticipated cash flows from operations are based upon current expectations of oil and natural gas prices for 2025 and the hedges we currently have in place. For further discussion of our expectations of such commodity prices, see “—General Outlook and Trends” below. At times, we use commodity derivative financial instruments to mitigate our exposure to fluctuations in oil, natural gas and NGL prices and to partially offset reductions in our cash flows from operations resulting from declines in commodity prices. See Note 8 to the interim unaudited condensed consolidated financial statements in this Quarterly Report for a summary of our open derivative financial instruments.

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Our unaudited cash flows for the six months ended June 30, 2025 and 2024 are presented below:


	Six Months Ended June 30,
(In thousands)	2025		2024
Net cash provided by operating activities	$	1,228,906	$	1,061,489
Net cash used in investing activities	(1,006,674)		(1,120,147)
Net cash (used in) provided by financing activities	(230,188)		16,263
Net change in cash and restricted cash	$	(7,956)	$	(42,395)
Adjusted EBITDA attributable to Matador Resources Company shareholders(1)	$	1,238,468	$	1,083,443

__________________

(1)Adjusted EBITDA is a non-GAAP financial measure. For a definition of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to our net income and net cash provided by operating activities, see “—Non-GAAP Financial Measures” below.

Net Cash Provided by Operating Activities

Net cash provided by operating activities increased $167.4 million to $1.23 billion for the six months ended June 30, 2025 from $1.06 billion for the six months ended June 30, 2024. Excluding changes in operating assets and liabilities, net cash provided by operating activities increased $151.6 million to $1.18 billion for the six months ended June 30, 2025 from $1.02 billion for the six months ended June 30, 2024. This increase was primarily attributable to increased oil and natural gas production and higher realized natural gas prices for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024, partially offset by lower realized oil prices. Changes in our operating assets and liabilities between the two periods resulted in an increase of $15.8 million in net cash provided by operating activities for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024.

Net Cash Used in Investing Activities

Net cash used in investing activities decreased $113.5 million to $1.01 billion for the six months ended June 30, 2025 from $1.12 billion for the six months ended June 30, 2024. This decrease in net cash used in investing activities was primarily due to (i) a decrease between the periods of $131.0 million in expenditures related to the acquisition of oil and natural gas properties, (ii) a decrease between the periods of $95.3 million in expenditures related to the Ameredev Acquisition and (iii) an increase between the periods of $21.4 million related to proceeds from the sale of assets. These decreases in cash used in investing activities were partially offset by an increase between the periods of $133.8 million in D/C/E capital expenditures primarily attributable to our operated and non-operated drilling, completion and equipping activities in the Delaware Basin.

Net Cash (Used in) Provided by Financing Activities

Net cash used in financing activities increased $246.5 million to $230.2 million for the six months ended June 30, 2025 from net cash provided by financing activities of $16.3 million for the six months ended June 30, 2024. This increase in net cash used in financing activities between the periods was primarily due to (i) a $529.9 million decrease in net proceeds from debt and equity offerings in the prior period, (ii) an increase in cash used to repurchase common stock in the current period of $44.2 million, (iii) an increase in net distributions related to San Mateo of $32.2 million, and (iv) an increase in dividends paid of $29.4 million. These increases in net cash used in financing activities were partially offset by (i) a decrease in net repayments under the Credit Agreement of $199.5 million, (ii) an increase in net borrowings of $173.0 million under the San Mateo Credit Facility, and (iii) an $11.0 million decrease in costs to amend credit facilities.

See Note 5 to the interim unaudited condensed consolidated financial statements in this Quarterly Report for a summary of our debt, including the Credit Agreement, the San Mateo Credit Facility, the 2028 Notes, the 2032 Notes and the 2033 Notes.

Non-GAAP Financial Measures

We define Adjusted EBITDA as earnings before interest expense, income taxes, depletion, depreciation and amortization, accretion of asset retirement obligations, property impairments, unrealized derivative gains and losses, non-recurring transaction costs for certain acquisitions, certain other non-cash items and non-cash stock-based compensation expense and net gain or loss on asset sales and impairment. Adjusted EBITDA is not a measure of net income or cash flows as determined by GAAP. Adjusted EBITDA is a supplemental non-GAAP financial measure that is used by management and external users of our consolidated financial statements, such as industry analysts, investors, lenders and rating agencies.

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Management believes Adjusted EBITDA is necessary because it allows us to evaluate our operating performance and compare the results of operations from period to period without regard to our financing methods or capital structure. We exclude the items listed above from net income in calculating Adjusted EBITDA because these amounts can vary substantially from company to company within our industry depending upon accounting methods and book values of assets, capital structures and the method by which certain assets were acquired.

Adjusted EBITDA should not be considered an alternative to, or more meaningful than, net income or net cash provided by operating activities as determined in accordance with GAAP or as a primary indicator of our operating performance or liquidity. Certain items excluded from Adjusted EBITDA are significant components of understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure. Our Adjusted EBITDA may not be comparable to similarly titled measures of another company because all companies may not calculate Adjusted EBITDA in the same manner.

The following table presents our calculation of Adjusted EBITDA and the reconciliation of Adjusted EBITDA to the GAAP financial measures of net income and net cash provided by operating activities, respectively.


	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2025		2024		2025		2024
Unaudited Adjusted EBITDA Reconciliation to Net Income
Net income attributable to Matador Resources Company shareholders	$	150,225	$	228,769	$	390,310	$	422,498
Net income attributable to non-controlling interest in subsidiaries	32,134		18,758		54,296		38,219
Net income	182,359		247,527		444,606		460,717
Interest expense	53,345		35,986		102,834		75,548
Total income tax provision	56,462		77,986		139,383		144,764
Depletion, depreciation and amortization	302,602		225,934		584,493		438,245
Accretion of asset retirement obligations	1,767		1,329		3,494		2,602

Unrealized gain on derivatives	37,313		11,829		32,242		9,754
Non-cash stock-based compensation expense	4,572		2,974		8,460		5,812

Non-recurring (income) expense	(2,300)		2,933		(5,586)		2,933
Consolidated Adjusted EBITDA	636,120		606,498		1,309,926		1,140,375
Adjusted EBITDA attributable to non-controlling interest in subsidiaries	(41,875)		(28,425)		(71,458)		(56,932)
Adjusted EBITDA attributable to Matador Resources Company shareholders	$	594,245	$	578,073	$	1,238,468	$	1,083,443


	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2025		2024		2025		2024
Unaudited Adjusted EBITDA Reconciliation to Net Cash Provided by Operating Activities
Net cash provided by operating activities	$	501,027	$	592,927	$	1,228,906	$	1,061,489
Net change in operating assets and liabilities	65,540		(50,841)		(53,845)		(38,049)
Interest expense, net of non-cash portion	49,672		31,044		95,498		65,962
Current income tax provision	23,089		30,104		46,070		47,376
Other non-cash and non-recurring (income) expense	(3,208)		3,264		(6,703)		3,597
Adjusted EBITDA attributable to non-controlling interest in subsidiaries	(41,875)		(28,425)		(71,458)		(56,932)
Adjusted EBITDA attributable to Matador Resources Company shareholders	$	594,245	$	578,073	$	1,238,468	$	1,083,443

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For the three months ended June 30, 2025, net income attributable to Matador shareholders decreased $78.5 million to $150.2 million, as compared to $228.8 million for the three months ended June 30, 2024. The decrease in net income attributable to Matador shareholders primarily resulted from a $76.7 million increase in depletion, depreciation and amortization expenses, a $26.7 million increase in lease operating expenses, a $17.4 million increase in interest expense and lower realized oil prices for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024. These decreases were partially offset by a $21.5 million decrease in the income tax provision between the two periods, increased oil and natural gas production and higher realized natural gas prices for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024.

For the six months ended June 30, 2025, net income attributable to Matador shareholders decreased $32.2 million to $390.3 million, as compared to net income attributable to Matador shareholders of $422.5 million for the six months ended June 30, 2024. The decrease in net income attributable to Matador shareholders primarily resulted from a $146.2 million increase in depletion, depreciation and amortization expenses, a $57.0 million increase in lease operating expenses, a $29.7 million increase in production taxes, transportation and processing expenses, a $27.3 million increase in interest expense, a $22.5 million increase in unrealized loss on derivatives, a $21.7 million increase in plant and other midstream services operating expenses and lower realized oil prices for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024. These decreases were partially offset by increased oil and natural gas production and higher realized natural gas prices for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024.

Adjusted EBITDA, a non-GAAP financial measure, increased $16.2 million to $594.2 million for the three months ended June 30, 2025, as compared to $578.1 million for the three months ended June 30, 2024. This increase was primarily attributable to increased oil and natural gas production and higher realized natural gas prices, partially offset by lower realized oil prices, for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024.

Adjusted EBITDA, a non-GAAP financial measure, increased $155.0 million to $1.24 billion for the six months ended June 30, 2025, as compared to $1.08 billion for the six months ended June 30, 2024. This increase is primarily attributable to increased oil and natural gas production and higher realized natural gas prices, partially offset by lower realized oil prices, for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024.

Off-Balance Sheet Arrangements

From time to time, we enter into off-balance sheet arrangements and transactions that can give rise to material off-balance sheet obligations. As of June 30, 2025, the material off-balance sheet arrangements and transactions that we have entered into include (i) non-operated drilling commitments, (ii) firm gathering, transportation, processing, fractionation, sales and disposal commitments and (iii) contractual obligations for which the ultimate settlement amounts are not fixed and determinable, such as derivative contracts that are sensitive to future changes in commodity prices or interest rates, gathering, treating, transportation and disposal commitments on uncertain volumes of future throughput, open delivery commitments and indemnification obligations following certain divestitures. Other than the off-balance sheet arrangements described above, we have no transactions, arrangements or other relationships with unconsolidated entities or other persons that are reasonably likely to materially affect our liquidity or availability of or requirements for capital resources. See “—Obligations and Commitments” below and Note 10 to the interim unaudited condensed consolidated financial statements in this Quarterly Report for more information regarding our off-balance sheet arrangements. Such information is incorporated herein by reference.

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Obligations and Commitments

We had the following material contractual obligations and commitments at June 30, 2025:


	Payments Due by Period
(In thousands)	Total		Less Than 1 Year		1 - 3 Years		3 - 5 Years		More Than 5 Years
Contractual Obligations
Borrowings, including letters of credit(1)	$	1,236,308	$	—	$	—	$	1,236,308	$	—
Senior unsecured notes(2)	2,150,000		—		500,000		—		1,650,000
Office leases	90,341		936		10,780		11,437		67,188
Non-operated drilling commitments(3)	49,115		49,115		—		—		—
Drilling rig contracts(4)	25,962		25,962		—		—		—
Asset retirement obligations(5)	123,557		6,597		4,345		1,433		111,182
Transportation, gathering, processing and disposal agreements with non-affiliates(6)	719,355		114,040		287,687		137,860		179,768
Transportation, gathering, processing and disposal agreements with San Mateo(7)	773,340		793		199,260		165,272		408,015
Midstream contracts(8)	37,031		37,031		—		—		—

SIGNATURES

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


		MATADOR RESOURCES COMPANY

Date: July 25, 2025	By:	/s/ Joseph Wm. Foran
		Joseph Wm. Foran
		Chairman and Chief Executive Officer


Date: July 25, 2025	By:	/s/ William D. Lambert
		William D. Lambert
		Executive Vice President, Chief Financial Officer and Head of Strategy

Matador Resources Co - Quarter Report: 2025 June (Form 10-Q)

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