DVN

MKT CAP $54.9BP/E 11.8DIV YIELD 2.09%FCF YIELD 8.56%REV TTM $19.7B +14.6%NET INCOME $3.3B +15.2%NET DEBT $10.4B52W 32.01 – 52.07SEC XBRL · TTM TO Invalid Date

How DVN rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025

Text kept

46%

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490

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Dropped

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Length

+1,019

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New in FY2025

The Manager of the Group has approximately 20 years of industry experience, a degree in engineering and is a licensed professional engineer.
During 2025, we engaged DeGolyer and MacNaughton to audit 91% of our proved reserves.
Additionally, our Board of Directors has a Safety, Operations and Resource Committee that provides additional oversight of our reserves process.
The committee consists of five independent members of our Board of Directors who collectively have skills and backgrounds that are relevant to the reserves estimation processes, reporting systems and disclosure requirements.
Beginning in 2024, the Williston Basin was added as a significant field while the Anadarko Basin was removed due to the acquisition of the Williston Basin business of Grayson Mill in the third quarter of 2024.
Production Year Ended December 31, Oil (MMBbls) Gas (Bcf) NGLs (MMBbls) Total (MMBoe) 2025 Delaware Basin Williston Basin Total 2024 Delaware Basin Williston Basin Total 2023 Delaware Basin Anadarko Basin Total Average Sales Price Year Ended December 31, Oil (Per Bbl) Gas (Per Mcf) NGLs (Per Bbl) Production Cost (Per Boe) (1) 2025 Delaware Basin $ 63.52 $ 1.54 $ 19.50 $ 8.34 Williston Basin $ 60.37 $ (0.06 ) $ 9.57 $ 9.85 Total $ 62.77 $ 1.67 $ 18.28 $ 8.98 2024 Delaware Basin $ 74.75 $ 0.59 $ 20.27 $ 7.95 Williston Basin $ 69.15 $ (0.34 ) $ 8.76 $ 11.61 Total $ 73.78 $ 0.91 $ 20.20 $ 8.76 2023 Delaware Basin $ 76.24 $ 1.70 $ 20.54 $ 7.67 Anadarko Basin $ 75.48 $ 2.34 $ 22.82 $ 9.30 Total $ 75.98 $ 1.83 $ 20.48 $ 8.87 (1) Represents production expense per Boe excluding production and property taxes.
Development Wells (1) Exploratory Wells (1) Total Wells (1) Year Ended December 31, Productive Dry Productive Dry Productive Dry Total 2025 (2) 266.1 — 70.5 — 336.6 — 336.6 2024 290.8 — 47.2 — 338.0 — 338.0 2023 293.0 0.7 42.2 — 335.2 0.7 335.9 (1) Well counts represent net wells completed during each year.
(2) As of December 31, 2025, there were 473 gross and 255 net wells that have been spud and are in the process of drilling, completing or waiting on completion.
Productive Wells The following table sets forth our producing wells as of December 31, 2025.
Oil Wells Natural Gas Wells Total Wells Gross (1)(3) Net (2) Gross (1)(3) Net (2) Gross (1)(3) Net (2) Total 15,035 5,748 3,514 1,581 18,549 7,329 (1) Gross wells are the sum of all wells in which we own a working interest.
(3) Includes 18 and 32 gross oil and gas wells, respectively, which had multiple completions.
We are the operator of approximately 7,785 gross wells.
Acreage Statistics The following table sets forth our developed and undeveloped lease and mineral acreage as of December 31, 2025.
The acreage in the table below does not include any material net acres subject to leases that are scheduled to expire during 2026, 2027 and 2028.
For the net acres that are set to expire by December 31, 2028, we anticipate performing operational and administrative actions to continue the lease terms for portions of the acreage that we intend to further assess.
Developed Undeveloped Total Gross (1) Net (2) Gross (1) Net (2) Gross (1) Net (2) (Thousands) Total 1,730 1,059 3,188 1,310 4,918 2,369 (1) Gross acres are the sum of all acres in which we own a working interest.
As of January 2026, our production was sold under the following contract terms.
As of December 31, 2025, we were committed to deliver the following fixed quantities of production.
For more information on our environmental capital expenditures specifically, see the sustainability and EHS discussion earlier in this report.
In recent years, federal and state policy makers and regulators have increasingly implemented or proposed new laws and regulations designed to reduce methane and other GHG emissions, which have included mandates for new leak detection and retrofitting requirements, stricter emission standards and a fee on methane emissions.
The rules have been subject to legal challenge, and may also be repealed or modified by the current U.S. administration, though we cannot predict the substance or timing of such changes, if any.
For example, over the last five years, monthly NYMEX WTI oil and NYMEX Henry Hub gas prices ranged from highs of over $120 per Bbl and $9.50 per MMBtu, respectively, to lows of under $50 per Bbl and $1.60 per MMBtu, respectively.
Such volatility is likely to continue in the future due to numerous factors beyond our control, including, but not limited to: • the domestic and worldwide supply of and demand for oil, gas and NGLs; • volatility and trading patterns in the commodity-futures markets; • climate change incentives and conservation and environmental protection efforts; • production levels of members of OPEC, Russia, the U.S. or other producing countries; • geopolitical risks, including the conflict between Russia and Ukraine, the Israel-Gaza and Hezbollah conflicts and hostilities in Yemen and the Red Sea, as well as other hostilities or political and civil unrest in the Middle East, Africa, Europe and South America, including Venezuela; • adverse weather conditions, natural disasters and other catastrophic events, such as tornadoes, earthquakes, hurricanes and acts of terrorism; • pandemics (such as COVID-19) and epidemics of infectious diseases and other public health events, as well as any related governmental actions; • regional pricing differentials, including in the Delaware Basin and other areas of our operations; • differing quality of production, including NGL content of gas produced; • the level of imports and exports of oil, gas and NGLs and the level of global oil, gas and NGL inventories; • the price and availability of alternative energy sources; • technological advances affecting energy consumption and production, including with respect to electric vehicles; • stockholder activism or activities by non-governmental organizations to restrict the exploration and production of oil and natural gas in order to reduce GHG emissions; • the overall economic environment, including inflationary pressures, fluctuations in interest rates, economic slowdowns or recessions; • market and geopolitical uncertainty as a result of shifts or potential further shifts in domestic and international policies; • changes in trade relations and policies, such as (i) the imposition of new or increased tariffs or other trade protection measures by the U.S., China or other countries, (ii) environmental performance standards or similar fossil fuel import restrictions in certain international markets, (iii) economic sanctions, including embargoes, on Russia or other producing countries or (iv) restrictions on oil, gas and NGL exports by the U.S.; and • other governmental regulations and taxes.
Moreover, any bankruptcy involving, or any misconduct or other improper activities committed by, our business partners or other counterparties could negatively impact the value of our investments, as well as our own business or reputation.
For example, we experienced some increase in operating costs throughout 2025 due to the economic uncertainty in global trade arising from geopolitical events and shifting trade policies.
While we actively work to mitigate the impact of these potential risks through operational efficiencies gained from the scale of our operations as well as by leveraging long-standing relationships with our suppliers, the ultimate impacts remain uncertain.
While Congress and the current U.S. administration have taken various actions to slow or limit the availability of funding under the IRA, some of these efforts have been challenged and the ultimate effect of the IRA remains uncertain.
For example, OBBB includes provisions that roll back certain aspects of the IRA, which could further restrict access to funding and incentives.
Moreover, non-governmental organizations, trade groups and other private parties have filed lawsuits challenging leasing, permitting and other regulatory decisions relating to our and other industry participants’ oil and gas development on federal lands, which, if successful, could hinder or delay development activities or otherwise adversely impact operations.
While it is not possible at this time to predict the ultimate impact of these actions or any other future regulatory changes, including any potential actions by the current U.S. administration, any additional restrictions or burdens on our ability to operate on federal lands could adversely impact our business in the Delaware and Powder River Basins, as well as other areas where we operate under federal leases.
For example, the IRA included a 15% CAMT on certain financial statement income.
Any incremental taxes attributable to CAMT or any other tax law changes, or a change in our current interpretation thereof, could be significant and adversely impact our financial condition, results of operations and cash flows.
Relatedly, the IRA imposed a new charge or fee with respect to excess methane emissions from certain petroleum and natural gas facilities starting in 2024 and annually increasing through 2026.
Although the current U.S. administration delayed the imposition of the fee until 2034, we cannot predict whether this or any future administration may seek to revise or repeal this delay or the timing of any such actions.
In addition, the SEC finalized rules in March 2024 that would have required public companies to include extensive climate-related disclosures in their SEC filings.
In April 2024, the SEC stayed the effectiveness of these rules pending the completion of a judicial review of certain legal challenges, and the current U.S. administration has declined to defend the rules in the legal challenges, which has resulted in a stay of the challenges that will remain in effect until the rules are withdrawn or the government resumes its defense of the rules.
The European Union has also adopted a set of policy initiatives, including the Corporate Sustainability Reporting Directive and the Corporate Sustainability Due Diligence Directive, which impose expansive sustainability reporting and due diligence requirements for both European Union and certain non-European Union companies.
While we are still assessing the applicability of the European Union directives, we would expect to incur substantial additional compliance costs to the extent these or similar disclosure requirements apply to us.
The current U.S. administration re-withdrew the United States from the Paris Agreement in January 2025, and, in January 2026, the current U.S. administration announced that the United States was withdrawing from the United Nations Framework Convention on Climate Change and the various climate-related programs under this Framework.
As a result, the United States’ participation in future United Nations climate-related efforts is unclear.

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Gone since FY2024

The Manager of the Group has over 15 years of industry experience, a degree in engineering and is a licensed professional engineer.
During 2024, we engaged DeGolyer and MacNaughton to audit 89% of our proved reserves.
Additionally, our Board of Directors has a Reserves Committee that provides additional oversight of our reserves process.
The committee consists of four independent members of our Board of Directors who collectively have skills and backgrounds that are relevant to the reserves estimation processes, reporting systems and disclosure requirements.
Beginning in 2024, the Williston Basin has been added as a significant field while the Anadarko Basin has been removed due to the acquisition of the Williston Basin business of Grayson Mill in the third quarter of 2024.
Production Year Ended December 31, Oil (MMBbls) Gas (Bcf) NGLs (MMBbls) Total (MMBoe) 2024 Delaware Basin Williston Basin Total 2023 Delaware Basin Anadarko Basin Total 2022 Delaware Basin Anadarko Basin Total Average Sales Price Year Ended December 31, Oil (Per Bbl) Gas (Per Mcf) NGLs (Per Bbl) Production Cost (Per Boe) (1) 2024 Delaware Basin $ 74.75 $ 0.59 $ 20.27 $ 7.95 Williston Basin $ 69.15 $ (0.34 ) $ 8.76 $ 11.61 Total $ 73.78 $ 0.91 $ 20.20 $ 8.76 2023 Delaware Basin $ 76.24 $ 1.70 $ 20.54 $ 7.67 Anadarko Basin $ 75.48 $ 2.34 $ 22.82 $ 9.30 Total $ 75.98 $ 1.83 $ 20.48 $ 8.87 2022 Delaware Basin $ 94.87 $ 5.44 $ 34.33 $ 6.58 Anadarko Basin $ 93.41 $ 6.36 $ 36.40 $ 10.10 Total $ 94.11 $ 5.47 $ 34.18 $ 7.92 (1) Represents production expense per Boe excluding production and property taxes.
Development Wells (1) Exploratory Wells (1) Total Wells (1) Year Ended December 31, Productive Dry Productive Dry Productive Dry Total 2024 (2) 290.8 — 47.2 — 338.0 — 338.0 2023 293.0 0.7 42.2 — 335.2 0.7 335.9 2022 263.8 — 47.3 — 311.1 — 311.1 (1) Well counts represent net wells completed during each year.
(2) As of December 31, 2024, there were 402 gross and 194 net wells that have been spud and are in the process of drilling, completing or waiting on completion.
Productive Wells The following table sets forth our producing wells as of December 31, 2024.
Oil Wells Natural Gas Wells Total Wells Gross (1)(3) Net (2) Gross (1)(3) Net (2) Gross (1)(3) Net (2) Total 15,062 5,479 3,840 1,679 18,902 7,158 (1) Gross wells are the sum of all wells in which we own a working interest.
(3) Includes 16 and 34 gross oil and gas wells, respectively, which had multiple completions.
We are the operator of approximately 8,132 gross wells.
Acreage Statistics The following table sets forth our developed and undeveloped lease and mineral acreage as of December 31, 2024.
The acreage in the table below does not include any material net acres subject to leases that are scheduled to expire during 2025, 2026 and 2027.
For the net acres that are set to expire by December 31, 2027, we anticipate performing operational and administrative actions to continue the lease terms for portions of the acreage that we intend to further assess.
Developed Undeveloped Total Gross (1) Net (2) Gross (1) Net (2) Gross (1) Net (2) (Thousands) Total 1,834 1,054 3,196 1,316 5,030 2,370 (1) Gross acres are the sum of all acres in which we own a working interest.
As of January 2025, our production was sold under the following contract terms.
As of December 31, 2024, we were committed to deliver the following fixed quantities of production.
For more information on our environmental capital expenditures specifically, see the environmental, social and governance discussion earlier in this report.
In recent years, federal and state policy makers and regulators have increasingly implemented or proposed new laws and regulations designed to reduce methane emissions and other GHG, which have included mandates for new leak detection and retrofitting requirements, stricter emission standards and a fee on methane emissions.
The rules have been subject to legal challenge, and may also be repealed or modified by the Trump Administration, though we cannot predict the substance or timing of such changes, if any.
For example, over the last five years, monthly NYMEX WTI oil and NYMEX Henry Hub gas prices ranged from highs of over $120 per Bbl and $9.50 per MMBtu, respectively, to lows of under $30 per Bbl and $1.50 per MMBtu, respectively.
Such volatility is likely to continue in the future due to numerous factors beyond our control, including, but not limited to: • the domestic and worldwide supply of and demand for oil, gas and NGLs; • volatility and trading patterns in the commodity-futures markets; • climate change incentives and conservation and environmental protection efforts; • production levels of members of OPEC, Russia, the U.S. or other producing countries; • geopolitical risks, including the conflict between Russia and Ukraine, the Israel-Gaza and Hezbollah conflicts and hostilities in Yemen and the Red Sea, as well as other hostilities or political and civil unrest in the Middle East, Africa, Europe and South America; • adverse weather conditions, natural disasters and other catastrophic events, such as tornadoes, earthquakes, hurricanes and acts of terrorism; • pandemics (such as COVID-19) and epidemics of infectious diseases and other public health events, as well as any related governmental actions; • regional pricing differentials, including in the Delaware Basin and other areas of our operations; • differing quality of production, including NGL content of gas produced; • the level of imports and exports of oil, gas and NGLs and the level of global oil, gas and NGL inventories; • the price and availability of alternative energy sources; • technological advances affecting energy consumption and production, including with respect to electric vehicles; • stockholder activism or activities by non-governmental organizations to restrict the exploration and production of oil and natural gas in order to reduce GHG emissions; • the overall economic environment, including inflationary pressures and fluctuations in interest rates; • market and geopolitical uncertainty as a result of shifts or potential further shifts in domestic and international policies following the 2024 U.S. presidential and congressional elections; • changes in trade relations and policies, such as (i) the imposition of tariffs by the U.S., China or other countries, (ii) environmental performance standards or similar fossil fuel import restrictions in certain international markets, (iii) economic sanctions, including embargoes, on Russia or other producing countries or (iv) restrictions on oil, gas and NGL exports by the U.S.; and • other governmental regulations and taxes.
Moreover, any bankruptcy involving, or any misconduct or other improper activities committed by, our business partners or other counterparties could negatively impact our own business or reputation.
For example, we experienced higher operating costs throughout 2023 due to steep cost inflation.
Although cost inflation moderated somewhat in 2024, such inflationary pressures could continue or increase in 2025.
Moreover, non-governmental organizations, trade groups and other private parties have filed lawsuits challenging leasing, permitting and other regulatory decisions relating to our and other industry participants’ oil and gas development on federal lands, which, if successful, could further hinder development activities or otherwise adversely impact operations.
While it is not possible at this time to predict the ultimate impact of these actions or any other future regulatory changes, including any potential actions by the Trump Administration, any additional restrictions or burdens on our ability to operate on federal lands could adversely impact our business in the Delaware and Powder River Basins, as well as other areas where we operate under federal leases.
For example, the IRA included a 15% CAMT on certain financial statement income, and the Organization for Economic Co-operation and Development has adopted a set of model international tax rules known as the “Pillar Two” framework, a central component of which is the imposition of a global minimum corporate tax rate of 15% on certain multinational enterprises.
While we are still assessing the potential impacts of the CAMT and the Pillar Two rules to our business, any incremental taxes attributable to CAMT, Pillar Two or any other tax law changes, or a change in our current interpretation thereof, could be significant and adversely impact our financial condition, results of operations and cash flows.
Relatedly, the IRA imposed a new charge or fee with respect to excess methane emissions from certain petroleum and natural gas facilities starting in 2024 and annually increasing through 2026, and we cannot predict whether or how the Trump Administration may seek to revise or repeal these rules or the timing of any such actions.
In addition, the SEC finalized rules in March 2024 that require public companies to include extensive climate-related disclosures in their SEC filings, such as new disclosures on (i) material Scope 1 and 2 GHG emissions, including an independent assurance report, and (ii) financial statement information regarding the effects of severe weather events and other natural conditions.
In April 2024, the SEC stayed the effectiveness of these rules pending the completion of a judicial review of certain legal challenges.
The European Union has also recently adopted a set of policy initiatives, including the Corporate Sustainability Reporting Directive and the Corporate Sustainability Due Diligence Directive, which impose expansive sustainability reporting and due diligence requirements for both European Union and certain non-European Union companies.
While we are still assessing the applicability of the European Union directives and California legislation and are awaiting resolution of the review of the SEC climate change rules, we would expect to incur substantial additional compliance costs to the extent these or similar disclosure requirements apply to us.
The Trump Administration re-withdrew the United States from the Paris Agreement in January 2025, and the United States’ participation in future United Nations climate-related efforts is unclear.
These and other initiatives could negatively impact our business through restrictions or cancellations of oil and natural gas activities, greater costs of compliance or consumption (thereby reducing demand for our products) or an impairment in our ability to continue our operations in an economic manner.
Our Environmental Performance Targets and Other ESG Initiatives May Expose Us to Risks We have developed, and may continue to develop, voluntary targets related to our ESG initiatives, including our environmental performance targets and strategy.
Moreover, as emission measurement protocols mature and related technologies continue to develop, we may be required to revise our emissions estimates and reduction goals or otherwise revise the strategies outlined in our ESG initiatives.
If our ESG initiatives do not meet our investors’ or other stakeholders’ evolving expectations and standards, investment in us may be viewed as less attractive and our reputation and business may be adversely impacted.

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Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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