OCCIDENTAL PETROLEUM CORP /DE/ - Quarter Report: 2025 March (Form 10-Q)

The accompanying notes are an integral part of these Consolidated Condensed Financial Statements.


Consolidated Condensed Statements of Equity			Occidental Petroleum Corporation and Subsidiaries

Equity Attributable to Common Stock

millions, except per-share amounts

Preferred Stock

Common Stock

Treasury Stock

Additional Paid-in Capital

Retained Earnings

Accumulated Other Comprehensive Income

Non-controlling Interests

Total Equity

Balance as of December 31, 2023

()

Net income

—

Other comprehensive income, net of tax

—

Dividends on common stock,

$ per share

—

()

—

()

Dividends on preferred stock,

$ per share

—

()

—

()

Shareholder warrants exercised

—

Issuance of common stock and
other, net of cancellations

—

()

—

()

Noncontrolling interest contributions, net

—

Balance as of March 31, 2024

()


		Equity Attributable to Common Stock
millions, except per-share amounts	Preferred Stock	Common Stock	Treasury Stock		Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Non-controlling Interest	Total Equity
Balance as of December 31, 2024	$	$	$	()	$	$	$	$	$
Net income	—	—	—		—		—
Other comprehensive loss, net of tax	—	—	—		—	—	()	—	()
Dividends on common stock, $ per share	—	—	—		—	()	—	—	()
Dividends on preferred stock, $ per share	—	—	—		—	()	—	—	()



Shareholder warrants exercised	—	—	—			—	—	—

Issuance of common stock and other, net of cancellations	—		—			—	—	—


Other noncash charges to income
Changes in operating assets and liabilities:
Increase in trade receivables	()	()
Increase in inventories	()	()
(Increase) decrease in other current assets	()
Decrease in accounts payable and accrued liabilities	()	()
Increase in current domestic and foreign income taxes
Net cash provided by operating activities

CASH FLOW FROM INVESTING ACTIVITIES
Capital expenditures	()	()
Change in capital accrual
Purchases of assets, businesses and equity investments, net	()	()
Proceeds from sales of assets and equity investments, net
Equity investments and other, net	()	()
Net cash used by investing activities	()	()

CASH FLOW FROM FINANCING ACTIVITIES
Payments of long-term debt, net	()
Proceeds from issuance of common stock
Cash dividends paid on common and preferred stock	()	()
Contributions from noncontrolling interest
Other financing, net	()	()
millions	2025	2024
Income tax payments	$	$

(a) Includes other net revenues from the midstream and marketing segment and chemical segment.

$ $ $ NGL Gas Other Segment total$ $ $ $ Chemical$ $ $ $ Midstream and marketing$ $ $ $ Eliminations$ $ $()$()Consolidated$ $ $()$ millionsUnited StatesInternationalEliminationsTotalThree months ended March 31, 2024Oil and gasOil$ $ $ $ NGL Gas Other Segment total$ $ $ $ Chemical$ $ $ $ Midstream and marketing$ $ $ $ Eliminations$ $ $()$()Consolidated$ $ $()$

$ Materials and supplies Commodity inventory and finished goods Revaluation to LIFO()()

Total

$ $

% senior notes due 2025$ $

% senior notes due 2025

% senior notes due 2026

Two-year term loan due 2026 (% and % as of March 31, 2025 and December 31, 2024, respectively)

% debentures due 2026

% senior notes due 2027

% debentures due 2027

% senior notes due 2027

% debentures due 2028

% senior debentures due 2028

% senior notes due 2028

% debentures due 2029

% senior notes due 2029

Variable rate bonds due 2030 (% and % as of March 31, 2025 and December 31, 2024, respectively)

% senior notes due 2030

% senior notes due 2031

% senior notes due 2032

% senior notes due 2034

% senior notes due 2036

Zero Coupon senior notes due 2036

% loan due 2039 (CAD denominated)

% senior notes due 2039

% senior notes due 2040

% senior notes due 2044

% senior notes due 2045

% senior notes due 2046

(continued on next page)

% senior notes due 2047

% senior notes due 2048

% senior notes due 2049

% senior notes due 2054

% debentures due 2096

Total borrowings at face value$ $

The following table summarizes Occidental's outstanding debt, including finance lease liabilities:


millions	March 31, 2025	December 31, 2024
Total borrowings at face value	$	$
Adjustments to book value:
Unamortized premium, net
Debt issuance costs	()	()
Net book value of debt	$	$
Long-term finance leases
Current finance leases
Total debt and finance leases	$	$
Less: current finance leases	()	()
Less: current maturities of long-term debt	()	()
Long-term debt, net	$	$

DEBT ACTIVITY

In the three months ended March 31, 2025, Occidental used cash on hand and proceeds from asset sales to redeem $ million of senior notes due 2025 and repaid $ million of the term loan due 2026.

Subsequent to March 31, 2025, but before the date of this filing, Occidental used proceeds from asset sales and the warrant exercise to pay all remaining current maturities of $ billion and long-term maturities of $ million, leaving principal debt outstanding of $ billion.

FAIR VALUE OF DEBT

The estimated fair value of Occidental’s debt as of March 31, 2025 and December 31, 2024, the majority of which was classified as Level 1, was $ billion and $ billion, respectively.

billion. The CrownRock Acquisition qualified as a business combination and was accounted for using the acquisition method of accounting. For the three months ended March 31, 2025, there were no material changes to the allocation presented in the 2024 Form 10-K. As of March 31, 2025, Occidental has substantially completed the allocation of the consideration; however, Occidental continues to finalize customary purchase price adjustments, which are not expected to be material.

Net income attributable to common stockholders$ Net income attributable to common stockholders per share—basic$ Net income attributable to common stockholders per share—diluted$

DIVESTITURES

During the first quarter of 2025, Occidental sold non-core proved and unproved royalty and mineral interests in the DJ Basin for approximately $ million and certain non-core Permian Basin assets for approximately $ million. The difference in the assets' net book value and adjusted purchase price was treated as a normal retirement, and as a result no gain or loss was recognized.

per barrel and $ per Mcf for crude oil and natural gas, respectively. The weighted-average settlement price was $ per barrel and $ per Mcf for crude oil and natural gas, respectively, as of December 31, 2024. Derivative instruments that are not designated as hedging instruments are required to be recorded on the balance sheet at fair value. Changes in fair value will impact Occidental’s earnings through mark-to-market adjustments until the physical commodity is delivered or the financial instrument is settled. Net gains and losses associated with marketing derivative instruments are recognized currently in net sales.)()Natural gas commodity contractsVolume (Bcf)()()

$ $ $()$ Other long-term assets Accrued liabilities()() ()Deferred credits and other liabilities - other () December 31, 2024Marketing DerivativesOther current assets$ $ $ $()$ Other long-term assets () Accrued liabilities()() ()Deferred credits and other liabilities - other () ()))))

(a) $ million of cash was received in the first three months of 2025 from the exercise of common stock warrants.

(b) Consists of issuances under the 2015 long-term incentive plan, the OPC savings plan and the dividend reinvestment plan.

As of March 31, 2025, Occidental had million outstanding warrants with a strike of $ per share and million of Berkshire warrants with a strike of $ per share.

On March 3, 2025, Occidental announced an offer to exercise its outstanding publicly traded warrants, each exercisable at $, at a temporarily reduced price of $ per share with an expiration date of March 31, 2025. In April 2025, Occidental issued million shares of stock in return for proceeds of approximately $ million. The incremental fair value of the warrants related to the change in exercise price will be recognized as an equity issuance cost in the second quarter of 2025. The proceeds from the warrant exercise were used to repay near-term debt maturities (See Note 4 - Long Term Debt).

segments: oil and gas, chemical and midstream and marketing. Income taxes, interest income, interest expense, environmental remediation expenses and unallocated corporate expenses are included under corporate and eliminations. Intersegment sales eliminate upon consolidation and are generally made at prices approximating those that the selling entity would be able to obtain in third-party transactions.

Occidental’s President and CEO is the CODM and is ultimately responsible for allocating resources and assessing the performance of each operating segment. For all reporting segments the CODM utilizes segment income (loss) from continuing operations before income taxes to measure performance, as well as allocate resources (including financial or capital resources) for each segment, predominantly in the annual budget and forecasting process.

$ Chemical segment Midstream and marketing segment()()Corporate and eliminations()()Interest and debt expense, net()()

Income from continuing operations before income taxes

$ $

Income tax expense

()()

Income from continuing operations

$ $ Discontinued operations, net of tax Net income$ $ Less: Net income attributable to noncontrolling interest() Less: Preferred stock dividends ()()Net income attributable to common stockholders$ $

$ Gains (losses) on sale of assets and other, net() Total$ $ Significant segment expenses

Oil and gas lease operating expense

Transportation and gathering expense Other operating and non-operating expense Taxes other than on income Depreciation, depletion and amortization

Other segment expenses (a)

Total$ $ Segment income before other items$ $ Losses from equity investments and other ()Segment income from continuing operations before taxes$ $

(a) Other segment expenses include selling, general and administrative expense and exploration expense.

CHEMICAL SEGMENT


	Three months ended
millions	March 31, 2025	March 31, 2024
Revenues and other income
Net sales	$	$
Gains on sale of assets and other income, net
Total	$	$
Significant segment expenses
Cost of sales
Depreciation, depletion and amortization
Other segment expenses (a)
Total	$	$
Segment income before other items	$	$
Income from equity investments and other
Segment income from continuing operations before taxes	$	$

(a) Other segment expenses include other operating and non-operating expense and selling, general and administrative expense.

$ Gains on sale of assets and other income, net Total$ $ Significant segment expensesCost of sales Other operating and non-operating expense Depreciation, depletion and amortization

Other segment expenses (a)

Total$ $ Segment losses before other items$()$()

Income from equity investments and other

Segment losses from continuing operations before taxes$()$()

$ $ Three months endedmillionsMarch 31, 2025December 31, 2024— Three months endedMarch 31, 2025December 31, 2024Three months endedMarch 31, 2025December 31, 2024Three months endedmillions, except percentagesMarch 31, 2025December 31, 2024%

Occidental estimates its annual effective income tax rate in recording its quarterly provision for income taxes in the various jurisdictions in which Occidental operates, adjusted for certain discrete items. Each quarter, Occidental updates these rates and records a cumulative adjustment to its income taxes by applying the rates to the pre-tax income excluding certain discrete items. Occidental’s quarterly estimate of its effective tax rates can vary significantly based on various forecasted items, including future commodity prices, capital expenditures, expenses for which tax benefits are not recognized and the geographic mix of pre-tax income and losses.

The worldwide effective tax rates for the periods presented in the table above are primarily driven by Occidental's jurisdictional mix of income. U.S. income is taxed at a U.S. federal statutory rate of 21%, while international income is subject to tax at statutory rates as high as 55%.

INFLATION REDUCTION ACT AND PILLAR TWO

For more information on the potential impacts to Occidental related to the IRA and Pillar Two initiative, see Note 7 - Income Taxes.


LIQUIDITY AND CAPITAL RESOURCES

SOURCES AND USES OF CASH

As of March 31, 2025, Occidental's sources of liquidity included $2.6 billion of cash and cash equivalents, $4.15 billion of borrowing capacity under its RCF, and $600 million of available borrowing capacity on its receivables securitization facility. In February 2024, Occidental entered into a Third Amended and Restated Credit Agreement for the RCF extending the maturity date to June 30, 2028, and in May 2024, Occidental amended the RCF to increase its borrowing capacity by an additional $150 million to $4.15 billion. In July 2024, Occidental amended and extended the maturity date of its existing receivables securitization facility to July 30, 2027, maintaining $600 million of available borrowing capacity. There were no borrowings outstanding on Occidental's RCF or receivables securitization facility as of March 31, 2025.

Operating Cash Flows

Operating cash flow from continuing operations was $2.1 billion for the three months ended March 31, 2025, compared to $2.0 billion for the three months ended March 31, 2024. The increase in operating cash flow from continuing operations, compared to the same period in 2024, was primarily due to higher sales volumes, including volumes from the CrownRock Acquisition and GOA, offset primarily by higher use of working capital due to timing of federal tax payments and other current payables.

Investing Cash Flows

Occidental’s net cash used by investing activities was $0.7 billion for the three months ended March 31, 2025, compared to $1.8 billion for the three months ended March 31, 2024. Investing activities included $1.3 billion in divestitures of non-core oil and gas assets. See Note 5 - Acquisitions and Divestitures in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q for additional information.

Capital expenditures, of which the majority were for the oil and gas segment, were $1.9 billion for the three months ended March 31, 2025, compared to $1.8 billion for the three months ended March 31, 2024.

Financing Cash Flows

Occidental’s net cash used by financing activities was $0.9 billion for the three months ended March 31, 2025, which included payments of long-term debt of $0.5 billion and payments of common and preferred dividends of $0.4 billion. See Note 4 - Long-Term Debt in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q.

Cash used in financing activities for the three months ended March 31, 2024 was $0.3 billion, which was primarily related to cash dividends.

Occidental’s Zero Coupons can be put to Occidental in October of each year, in whole or in part, for the then accreted value of the outstanding Zero Coupons. The Zero Coupons can next be put to Occidental in October 2025, which, if put in whole, would require a payment of approximately $381 million at such date. Occidental currently has the ability to meet this obligation and may use available capacity under the RCF and other committed facilities to satisfy the put should it be exercised.

As of the date of this filing, Occidental was in compliance with all covenants in its financing agreements. As of the date of this filing, Occidental has no debt maturities due in 2025, $2.9 billion in 2026, $1.5 billion in 2027 and $17.7 billion thereafter. Occidental currently expects its cash on hand, operating cash flows and funds available from the RCF and other committed facilities to be sufficient to meet its near-term debt maturities, operating expenditures, capital expenditures and other obligations for the next 12 months from the date of this filing.

Occidental or its subsidiaries have provided financial assurances through a combination of cash, letters of credit and surety bonds. As of March 31, 2025, Occidental had not issued any letters of credit under the RCF or other committed facilities. For additional information, see Risk Factors in Part I, Item 1A of Occidental’s 2024 Form 10-K.


ENVIRONMENTAL LIABILITIES AND EXPENDITURES

Occidental’s operations are subject to stringent federal, regional, state, provincial, tribal, local and international laws and regulations related to improving or maintaining environmental quality. Occidental’s environmental compliance costs have generally increased over time and are expected to rise in the future. Occidental factors environmental expenditures for its operations as an integral part of its business planning process.

The laws that require or address environmental remediation, including CERCLA and similar federal, regional, state, provincial, tribal, local and international laws, may apply retroactively and regardless of fault, the legality of the original activities or the current ownership or control of sites. Occidental or certain of its subsidiaries participate in or actively monitor a range of remedial activities and government or private proceedings under these laws with respect to alleged past practices at Third-Party, Currently Operated, and Closed or Non-Operated Sites, which categories may include NPL Sites. Remedial activities may include one or more of the following: investigation involving sampling, modeling, risk assessment or monitoring; cleanup measures including removal, treatment or disposal; or operation and maintenance of remedial systems. The environmental proceedings seek funding or performance of remediation and, in some cases, compensation for alleged property damage, natural resource damages, punitive damages, civil penalties, injunctive relief and government oversight costs.

See Note 8 - Environmental Liabilities and Expenditures in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q and the Environmental Liabilities and Expenditures section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in the 2024 Form 10-K for additional information regarding Occidental’s environmental liabilities and expenditures.


LAWSUITS, CLAIMS, COMMITMENTS AND CONTINGENCIES

Occidental accrues reserves for outstanding lawsuits, claims and proceedings when it is probable that a liability has been incurred and the liability can be reasonably estimated. Occidental has disclosed its reserve balances for environmental remediation matters and its estimated range of reasonably possible additional losses for such matters. See Note 8 - Environmental Liabilities and Expenditures and Note 9 - Lawsuits, Claims, Commitments and Contingencies in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q for further information.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

For the three months ended March 31, 2025, there were no material changes in the information required to be provided under Item 305 of Regulation S-K included under Item 7A, Quantitative and Qualitative Disclosures About Market Risk in the 2024 Form 10-K.

Item 4. Controls and Procedures

Occidental's President and Chief Executive Officer and its Senior Vice President and Chief Financial Officer supervised and participated in Occidental's evaluation of the effectiveness of its disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this report. Based upon that evaluation, Occidental's President and Chief Executive Officer and Senior Vice President and Chief Financial Officer concluded that Occidental's disclosure controls and procedures were effective as of March 31, 2025.

There has been no change in Occidental’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended March 31, 2025 that has materially affected, or is reasonably likely to materially affect, Occidental’s internal control over financial reporting.

Part II Other Information

Item 1. Legal Proceedings

Occidental has elected to use a $1 million threshold for disclosing certain proceedings arising under federal, state or local environmental laws when a governmental authority is a party and potential monetary sanctions are involved. For information regarding legal proceedings, see Note 9 - Lawsuits, Claims, Commitments and Contingencies in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q.

Item 1A. Risk Factors

There have been no material changes from the risk factors included under Part I, Item 1A of Occidental’s 2024 Form 10-K for the year ended December 31, 2024.

Item 5. Other Information

During the three months ended March 31, 2025, no director or Section 16 officer of Occidental or any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K).

Item 6. Exhibits





31.1*			Certification of CEO Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*			Certification of CFO Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1**			Certifications of CEO and CFO Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*			Inline XBRL Instance Document.

101.SCH*			Inline XBRL Taxonomy Extension Schema Document.

101.CAL*			Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.LAB*			Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE*			Inline XBRL Taxonomy Extension Presentation Linkbase Document.

101.DEF*			Inline XBRL Taxonomy Extension Definition Linkbase Document.

104*			Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

* Filed herewith.

** Furnished herewith.


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.


			OCCIDENTAL PETROLEUM CORPORATION


May 7, 2025			/s/ Christopher O. Champion
			Christopher O. Champion
			Vice President, Chief Accounting Officer and Controller

OCCIDENTAL PETROLEUM CORP /DE/ - Quarter Report: 2025 March (Form 10-Q)

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