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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

☑

Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

☐

Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended

December 31, ~~2024~~2025

For the transition period from to

Commission File Number 1-9210

Occidental Petroleum Corporation

(Exact name of registrant as specified in its charter)

State or other jurisdiction of incorporation or organization

Delaware

I.R.S. Employer Identification No.

95-4035997

Address of principal executive offices

5 Greenway Plaza, Suite 110

Houston,

Texas

Zip Code

77046

Registrant’s telephone number, including area code

(713)

215-7000

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


Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Stock, $0.20 par value	OXY	New York Stock Exchange
Warrants to Purchase Common Stock, $0.20 par value	OXY WS	New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☑ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☑

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

☑

Accelerated Filer

☐

Emerging Growth Company

☐

Non-Accelerated Filer

☐

Smaller Reporting Company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☑

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☑

The aggregate market value of the registrant’s Common Stock held by nonaffiliates of the registrant was approximately $5941.24 billion computed by reference to the closing price on the New York Stock Exchange of $6342.0301 per share of Common Stock on June 2830, ~~2024~~2025.

As of January 31, ~~2025~~2026, there were ~~938~~986,~~500~~266,~~965~~656 shares of Common Stock outstanding, par value $0.20 per share.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive Proxy Statement, relating to its ~~2025~~2026 Annual Meeting of Stockholders, are incorporated by reference into Part III of this Form 10-K.

TABLE OF CONTENTS		PAGE
Part I
Items 1 and 2.	Business and Properties	3
	General	3
	Human Capital Resources	3
	Environmental Regulation	5
	Available Information	5
	Oil and Gas Operations	6
	Chemical Operations	7
	Midstream and Marketing Operations	7
	Midstream and Marketing Operations	8
Item 1A.	Risk Factors	8
Item 1A.	Risk Factors	9
Item 1B.	Unresolved Staff Comments	16
Item 1B.	Unresolved Staff Comments	22
Item 1C.	Cybersecurity	16
Item 1C.	Cybersecurity	22
Item 3.	Legal Proceedings	17
Item 3.	Legal Proceedings	23
Item 4.	Mine Safety Disclosures	17
Item 4.	Mine Safety Disclosures	23
	Information about Executive Officers	18
	Information about Executive Officers	24
Part II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	2519
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2721
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	5852
Item 8.	Financial Statements and Supplementary Data	6054
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	~~128~~125
Item 9A.	Controls and Procedures	~~128~~125
Item 9B.	Other Information	~~128~~125
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	~~128~~125
Part III
Item 10.	Directors, Executive Officers and Corporate Governance	~~129~~126
Item 11.	Executive Compensation	~~129~~126
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	~~129~~126
Item 13.	Certain Relationships and Related Transactions and Director Independence	~~129~~126
Item 14.	Principal Accounting Fees and Services	~~130~~127
Part IV
Item 15.	Exhibits and Financial Statement Schedules	~~130~~127
Item 16.	Form 10-K Summary	~~132~~129

ABBREVIATIONS USED WITHIN THIS DOCUMENT
ABBREVIATIONS AND DEFINED TERMS USED WITHIN THIS DOCUMENT
AOC			Administrative Order on Consent
Anadarko			Anadarko Petroleum Corporation and its consolidated subsidiaries
Anadarko Acquisition			a transaction pursuant to the Agreement and Plan of Merger dated May 9, 2019, in which Occidental acquired all of the outstanding shares of Anadarko on August 8, 2019, and in which a wholly owned subsidiary of Occidental merged with and into Anadarko
Andes			Andes Petroleum Ecuador Ltd.
ARO			asset retirement obligations
ASC			Accounting Standards Codification
Bcf			billions of cubic feet
Bcf/d			billions of cubic feet per day
Berkshire Hathaway			Berkshire Hathaway Inc., a related party
BlackRock			BlackRock Inc., which has formed a joint venture with Occidental on the construction of STRATOS
Berkshire Warrant			Stock warrant issued on August 8, 2019 to Berkshire Hathaway with a $59.59 strike price
BLM			U.S. Bureau of Land Management
BlackRock			BlackRock Inc., which has formed a joint venture with the Company on the construction of STRATOS
the Board			Occidental Board of Directors
Boe			barrels of oil equivalent
BOEM			U.S. Bureau of Ocean Energy Management
CAD			Canadian dollar
CCUS			carbon capture, utilization and storage
CERCLA			Comprehensive Environmental Response, Compensation, and Liability Act
CEO			chief executive officer
CIO			chief information officer
CO2			carbon dioxide
CODM			chief operating decision maker
Common Stock Warrants			aStock ~~distribution of~~ warrants issued to holders of Occidental common stock with a strike price of $22.00, listed on the NYSE under the symbol “OXY.WS”
the Company			Occidental Petroleum Corporation, a Delaware corporation, and/or one or more entities in which it owns a controlling interest (subsidiaries)
CROCE			cash return on capital employed
CROCEI			cash return on capital employed incentive
CrownRock			CrownRock, L.P.
CrownRock Acquisition			acquisition of all of the outstanding partnership interests of CrownRock by ~~Occidental~~the Company
DAC			direct air capture
DASS			Diamond Alkali Superfund Site
DD&A			depreciation, depletion and amortization
DEL			Dolphin Energy Limited
DJ			Denver-Julesburg
DOE			U.S. Department of Energy
DOJ			U.S. Department of Justice
DSCC			Diamond Shamrock Chemicals Company
ECMC			Colorado Energy and Carbon Management Commission, formerly the Colorado Oil & Gas Conservation Commission
EDC			ethylene dichloride
EOR			enhanced oil recovery
EPA			U.S. Environmental Protection Agency
EPS			earnings per share
Exchange Act			Securities Exchange Act of 1934
FCF			Free cash flow
GAAP			Generally accepted accounting principles
GHG			greenhouse gas, primarily including carbon dioxide and methane
GOA			Gulf of America
HSE			health, safety and environmental
IRA			Inflation Reduction Act
IRS			Internal Revenue Service
Kerr-McGee			Kerr-McGee Corporation and certain of its subsidiaries
LIFO			last-in, first-out
Maxus			Maxus Energy Corporation
Mbbl			thousands of barrels
Mbbl/d			thousands of barrels per day
Mboe			thousands of barrels of oil equivalent
Mboe/d			thousands of barrels of oil equivalent per day
Mcf			thousands of cubic feet

ABBREVIATIONS USED WITHIN THIS DOCUMENT
ABBREVIATIONS AND DEFINED TERMS USED WITHIN THIS DOCUMENT
Mcf			thousands of cubic feet
MMbbl			millions of barrels
MMbtu			million British thermal units
MMcf			millions of cubic feet
MMcf/d			millions of cubic feet per day
NAV			net asset value
NCI			noncontrolling interest
NEPA			National Environmental Policy Act
NGL			natural gas liquids
NPL			National Priorities List
NYMEX			New York Mercantile Exchange
NYSE			New York Stock Exchange
Occidental			Occidental Petroleum Corporation, a Delaware corporation and one or more entities in which it owns a controlling interest (subsidiaries)
OBBBA			One Big Beautiful Bill Act
Occidental			Occidental Petroleum Corporation, a Delaware corporation
OCI			other comprehensive income
OECD			Organization for Economic Cooperation and Development
OLCV			Oxy Low Carbon Ventures, LLC and its consolidated subsidiaries
OPEC			Organization of the Petroleum Exporting Countries
Options			stock options
OTC			over-the-counter
OU			operable unit
OxyChem			Occidental Chemical Corporation, a Texas corporation, and its consolidated subsidiaries
OxyChem Transaction			the sale of all of the issued and outstanding equity interests in OxyChem to Berkshire Hathaway pursuant to a purchase and sale agreement dated October 2, 2025, which closed on January 2, 2026
the Plans			the stockholder-approved 2015 Long-Term Incentive Plan, as amended and restated, for certain employees and directors and the Phantom Share Unit Award Plan
PP&E			property, plant &and equipment
PSC			production sharing contracts
PUD			proved undeveloped
PVC			polyvinyl chloride
RCF			revolving credit facility
Reserves Committee			Corporate Reserves Review Committee
ROD			Record of Decision
RSUs			restricted stock units
Ryder Scott			Ryder Scott Company, L.P.
S&P 500			Standard & Poor’s 500 Stock Index
SEC			U.S. Securities and Exchange Commission
SOFR			Secured Overnight Financing Rate
Sonatrach			the national oil and gas company of Algeria
SPEE			Society of Petroleum Evaluation Engineers
STEP			Strategic Technical Excellence Program
STRATOS			~~Occidental~~the Company’s first large-scale DAC facility in Ector County, Texas
TSRI			total shareholder return incentive
UAE			United Arab Emirates
VCM			vinyl chloride monomer
Waha			natural gas trading hub in the Permian Basin
WES			Western Midstream Partners, LP
WTI			~~west~~West Texas ~~intermediate~~Intermediate
Zero Coupons			Zero Coupon senior notes due 2036
Form 10-K			the Company’s Annual Report on Form 10-K for the year ended December 31, 2025
2024 Form 10-K			Occidental’s Annual Report on Form 10-K for the year ended December 31, 2024


			table of contents			BUSINESS AND PROPERTIES

Part I

ITEMS 1 AND 2. BUSINESS AND PROPERTIES

In this Form 10-K, “Occidental”, ~~“we”, “our” and “the Company”~~ refers to Occidental Petroleum Corporation, a Delaware corporation; ~~incorporated~~“the inCompany,” ~~1986~~“it,” and or“our” refer to Occidental and/or one or more entities in which it owns a controlling interest (subsidiaries). Occidental ~~conducts its operations through its various subsidiaries and affiliates. Occidental~~’s executive offices are located at 5 Greenway Plaza, Suite 110, Houston, Texas 77046; telephone (713) 215-7000.


GENERAL

~~Occidental~~The Company is an international energy company ~~with~~recognized for its premier diversified assets, primarily ~~located~~situated in the United States, the Middle East and North Africa. ~~and~~The Company’s distinguished operational capabilities ~~that~~support ~~create~~sustainable avalue ~~runway~~creation for ~~sustainable shareholder value accretion~~shareholders. ~~Occidental~~The isCompany ~~one~~ranks ofamong the largest oil and gas producers in the U.S., ~~where~~holding ~~it is a~~ leading ~~producer~~positions in the Permian and DJ ~~basins,~~Basins ~~and~~as well as offshore Gulf of America, and it is the largest independent oil producer in Oman. ~~Occidental’s~~Our midstream and marketing segment ~~provides~~ensures flow assurance and ~~enhances~~optimizes the value of ~~the~~ oil and gas ~~segment~~operations. Additionally, Oxy Low Carbon Ventures, a subsidiary within the midstream and marketing segment, isfocuses on advancing ~~leading-edge~~innovative decarbonization technologies and ~~decarbonization~~ solutions, —including direct air capture, ~~lithium~~carbon ~~development~~sequestration and ~~near-zero~~lithium ~~emissions~~development ~~power, that seek~~ to ~~economically~~advance ~~grow~~ the ~~business while reducing emissions. Occidental~~Company’s ~~chemical~~growth ~~subsidiary,~~opportunities ~~OxyChem,~~while isreducing aoverall ~~leading~~emissions ~~North~~and ~~American~~delivering ~~manufacturer that produces~~ the ~~building~~energy ~~blocks~~and ~~for life-enhancing~~ products, ~~including~~the ~~drinking~~world ~~water, medical supplies and construction materials~~needs.

RECENT DEVELOPMENTS

In October 2025, the Company announced entry into a purchase and sale agreement with Berkshire Hathaway to sell all of the issued and outstanding equity interests in OxyChem in an all-cash transaction for $9.7 billion, subject to post closing adjustments. The sale was completed on January 2, 2026, resulting in an estimated gain of $3.2 billion, net of taxes subject to post-closing adjustments. As a result of the agreement to sell OxyChem, its results are reported separately as discontinued operations in our consolidated statements of operations for all periods presented and its assets and liabilities have been reclassified in our consolidated balance sheet to assets and liabilities held for sale. Prior to presentation of OxyChem as discontinued operations, the Company’s chemical business was a reportable segment.

As a result of our agreement to sell OxyChem, the following changes in our basis of presentation have occurred:

■In accordance with ASC 205, Discontinued Operations, intersegment sales from our oil and gas and midstream and marketing segments to the chemical segment are no longer eliminated as intercompany transactions. All periods presented have been retrospectively adjusted to reflect this change.

■Beginning October 1, 2025, in accordance with ASC 360, PP&E, depreciation and amortization were no longer recorded for the chemical segment’s PP&E and right of use lease assets.


HUMAN CAPITAL RESOURCES

~~Occidental~~The Company’s culture is built upon the following core values:

■Lead with Passion

■Outperform Expectations

■Deliver Results Responsibly

■Unleash Opportunities

■Commit to Good

~~Occidental~~The Company’s human capital resources and programs are managed by its Human Resources department, with support from business leaders across the Company. ~~Occidental~~The Company’s senior management team plays a key role in setting and monitoring ~~Occidental~~the Company’s culture, values and broader human capital management practices, with oversight by ~~Occidental~~the Company’s Board of Directors, the Sustainability and Shareholder Engagement Committee of the Board and the Environmental, Health and Safety Committee of the Board. To enhance senior leadership’s engagement with employees, ~~Occidental~~the Company hosts quarterly executive virtual conversations led by its President and CEO, Vicki Hollub, who along with other executives reviews financial and operational performance of the Company and responds to employee questions.

~~Occidental~~The Company strives to create an environment where employees’ differences are appreciated, celebrated and encouraged. ~~Occidental~~The Company has attracted, and continues to recruit, a diverse workforce of exceptional talent. This diversity enriches ~~Occidental~~the Company’s culture and its employees'’ experiences on the job and contributes to an innovative and effective business model that ~~encourages~~helps ~~local~~ communities towhere we operate thrive. The Human Resources department supports several

~~The~~OXY ~~Human~~2025 ~~Resources~~FORM ~~department~~10-K ~~supports eleven voluntary Employee Resource Groups, which promote peer engagement and education to help advance inclusion and a sense of belonging of employees with common interests.~~ 3

TALENT ATTRACTION, DEVELOPMENT AND RETENTION

Occidental recruits candidates in numerous ways, including through job fairs, professional societies and campus recruiting, including expanded recruiting at diverse colleges and universities.

To attract and retain talent, Occidental has implemented programs that afford employees more flexibility and promote increased work-life balance. Among them is the Balanced Workplace Program under which eligible office-based employees may opt to work three days in the office and two days at home each week.

In addition, Occidental’s global STEP was formed to recruit, develop and retain highly skilled and valued geoscientists, engineers, scientists and other petrotechnical professionals who collectively drive innovation, advance performance and inspire the future of energy development. STEP is a highly valued program for individual contributors to focus and advance on a technical, non-managerial career path, providing a competitive advantage for Occidental through the optimum application of technology. The Chief Petrotechnical Officer leads all aspects of STEP and reports directly to Occidental’s President and CEO.

OXY 2024 FORM 10-K 3


			table of contents			BUSINESS AND PROPERTIES

~~Occidental~~voluntary ~~employees~~Employee ~~have~~Resource ~~access~~Groups, towhich ~~extensive~~promote ~~development~~peer ~~and~~engagement ~~training opportunities~~ and ~~programs to expand their personal and professional skills and knowledge. Occidental’s approach to~~ education ~~includes leadership/management training~~ to ~~develop~~help ~~leadership~~advance ~~skills~~inclusion ~~at all levels~~ and ~~expanded~~a ~~on-demand~~sense ~~professional~~of ~~and~~belonging ~~development~~of ~~classes~~employees ~~and~~with ~~mentoring~~common ~~to enhance critical business skills, broaden employee networks, and engage its employees~~interests.

TALENT ATTRACTION, DEVELOPMENT AND RETENTION

The Company recruits candidates in numerous ways, including through job fairs, professional societies and campus recruiting. To attract and retain talent, the Company has implemented programs that afford employees flexibility and promote work-life balance. Among them is the Balanced Workplace Program under which eligible office-based employees may opt to work three days in the office and two days at home each week.

In addition, the Company’s global STEP was formed to recruit, develop and retain highly skilled and valued geoscientists, engineers, scientists and other petrotechnical professionals who collectively drive innovation, advance performance and inspire the future of energy development. STEP is a highly valued program for individual contributors to focus and advance on a technical, non-managerial career path, providing a competitive advantage for the Company through the optimum application of technology. The Chief Petrotechnical Officer leads all aspects of STEP and reports directly to the Company’s Chief Operating Officer.

Company employees have access to extensive development and training opportunities and programs to expand their personal and professional skills and knowledge. The Company’s approach to education includes leadership/management training to develop leadership skills at all levels and expanded on-demand professional and development classes and mentoring to enhance critical business skills, broaden employee networks, and engage its employees.

EMPLOYEE COMPENSATION AND BENEFITS

~~Occidental~~The Company’s compensation and benefits program is designed to attract and retain the talent necessary to achieve its business strategy. The compensation and benefits program recognizes and rewards strong Company and individual performance with competitive base salaries, as well as an annual bonus program, recognition awards, long-term performance incentives and advancement opportunities for eligible individuals. ~~Occidental~~The Company’s compensation and benefits program is routinely reviewed and benchmarked to ensure competitiveness and to provide the benefits that matter most to current and future employees.

~~Occidental~~The Company strives to give employees the tools and resources they need to succeed both professionally and personally and to foster a safe and collaborative work environment. To that end, ~~Occidental~~the Company offers, and regularly evaluates, its comprehensive health, welfare and retirement and savings benefits plans, professional memberships and work-life balance benefits. It also provides programs to enhance and support employees’ overall well-being, including their physical, mental, social and financial health. Addressing well-being is imperative to ensure that ~~Occidental~~the Company’s employees stay resilient, healthy and productive. ~~Occidental~~The Company offers an enhanced mental health benefit ~~through Lyra Health~~, ~~which~~providing ~~provides~~ cost-free ~~mental~~ and ~~emotional healthcare that is effective,~~ convenient ~~and~~care ~~personalized~~for ~~to all~~ employees and their eligible dependents. ~~Lyra~~Professional ~~Health~~support ~~professionals~~is ~~provide~~available ~~virtual~~virtually or in- person ~~support~~ for a ~~variety~~range of ~~mental health~~ concerns, including anxiety, depression, stress management, parenting challenges, relationship conflicts and sleep ~~problems~~issues.

HEALTH AND SAFETY

The health and safety of ~~Occidental~~the Company’s workforce and communities is a top priority as reflected in the Company'’s HSE and Sustainability Principles. ~~Occidental~~The Company’s Operating Management System sets expectations, provides guidance, training and resources, and empowers employees and contractors to stop any job or activity if they observe conditions that may give rise to a safety or environmental incident. The Company is also focused on reducing incident severity, enhancing contractor safety programs and harmonizing safety systems, programs and tools. These efforts helped ~~Occidental~~the Company sustain its robust safety record in 2025 and promote continued improvements and innovations in safety, efficiency, reliability and environmental stewardship.

WORKFORCE COMPOSITION

The ~~following~~ table ~~approximates~~below shows the regional distribution of ~~Occidental~~the Company’s employees working in continuing operations as of December 31, ~~2024~~2025:

North America

Middle East

Latin America

Other (a)

Total (b)

Union

~~426~~—

~~405~~409

56—

—

~~887~~409

Non-Union

96,~~177~~793

3,~~007~~032

~~115~~67

~~137~~111

1210,~~436~~003

Total

96,~~603~~793

3,~~412~~441

~~171~~67

~~137~~111

1310,~~323~~412

(a)Other headcount included North Africa, Europe and Asia.

4(b)Excludes ~~OXY~~employees ~~2024~~related ~~FORM~~to ~~10-K~~OxyChem, a discontinued operation.


4			OXY 2025 FORM 10-K


			table of contents			BUSINESS AND PROPERTIES


ENVIRONMENTAL REGULATION

For environmental regulation information, including associated costs, see the information under Environmental Expenditures in the Management’s Discussion and Analysis of Financial Condition and Results of Operations section under Part II, Item 7 of this Form 10-K, Risk Factors under Part I, Item 1A of this Form 10-K and in Note 1211 - Environmental Liabilities and Expenditures and Note 1312 - Lawsuits, Claims, Commitments and Contingencies in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.


AVAILABLE INFORMATION

~~Occidental~~The Company’s annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to those reports are available free of charge on its website, www.oxy.com, as soon as reasonably practicable after ~~Occidental~~the Company electronically files the material with, or furnishes it to, the SEC. In addition, copies of ~~Occidental~~the Company’s annual report will be made available, free of charge, upon written request.

From time to time, ~~Occidental~~the Company has made and expects in the future to use its website as a channel of distribution of material information regarding the Company. Financial and other material information regarding the Company is routinely posted on ~~Occidental~~the Company’s website and accessible at www.oxy.com/investors/.

Information contained on ~~Occidental~~the Company’s website is not part of or incorporated into this Form 10-K or any other filings with the SEC.

OXY ~~2024~~2025 FORM 10-K 5


			table of contents			BUSINESS AND PROPERTIES


OIL AND GAS OPERATIONS

GENERAL

~~Occidental~~The Company’s oil and gas business is primarily located in the United States, the Middle East and North Africa. Within the United States, ~~Occidental~~the Company has operations primarily in Texas, New Mexico and Colorado, as well as offshore in the Gulf of America. ~~Through~~The ~~the CrownRock Acquisition on August 1, 2024, Occidental added high margin production and low-breakeven inventory to its oil and gas portfolio in the Permian Basin. Occidental~~Company’s international assets are primarily located in Algeria, Oman, Qatar and the UAE. Refer to the Oil and Gas Acreage section in Supplemental Oil and Gas Information under Item 8 of this Form 10-K for further disclosure of ~~Occidental~~the Company’s holdings of developed and undeveloped oil and gas acreage ~~and Note 5 - Acquisitions, Divestitures and Other Transactions in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for further details on the CrownRock Acquisition~~.

COMPETITION

AsThe aCompany ~~producer~~produces of oil, NGL and natural gas, ~~Occidental~~in ~~competes~~both ~~domestically~~domestic and ~~internationally~~international markets, competing with public, private, and ~~nationalized~~state-owned producers. ~~Oil,~~Market ~~NGL~~conditions ~~and~~significantly ~~natural~~influence ~~gas~~hydrocarbon ~~are~~pricing ~~sensitive to current~~ and ~~anticipated market conditions, both global and local~~demand. ~~Occidental’s~~The ~~competitive~~Company ~~strategy~~pursues ~~relies on producing hydrocarbons in a~~ capital -efficient ~~manner~~production through ~~developing~~ conventional and unconventional ~~fields~~field ~~and~~development, ~~utilizing~~employing primary, secondary (waterflood), and tertiary (~~CO2~~e.g., CO₂ and steam flood) recovery ~~techniques~~methods in areas where ~~Occidental~~it has aestablished ~~competitive advantage, resulting from its successful operations or investments in shared infrastructure~~advantages. ~~Occidental~~The ~~also~~Company ~~competes~~focuses toon ~~develop and produce its worldwide oil and gas reserves safely~~safe, ~~sustainably~~sustainable and cost-~~effectively~~effective reserve development, ~~maintain~~supported by a skilled workforce and ~~use high~~ quality service providers. ~~Occidental~~The ~~believes~~Company’s ~~that~~expertise ~~its core competencies~~ in ~~CO2~~CO₂ separation, transportation, ~~use~~utilization, recycling and storage infor EOR ~~provide~~provides a competitive ~~advantage~~edge ~~over its peers~~ as the ~~world~~energy sector transitions totoward alower ~~less~~ carbon~~-intensive~~ ~~economy~~intensity ~~and seeks to remove CO2 from the atmosphere~~products.

PROVED RESERVES AND SALES VOLUMES

The table below shows ~~Occidental~~the Company’s year-end oil, NGL and natural gas proved reserves. See the information under Oil and Gas Segment in the Management'’s Discussion and Analysis section under Part II, Item 7, of this Form 10-K for details regarding ~~Occidental~~the Company’s proved reserves, the reserves estimation process, sales and production volumes, production costs and other reserves-related data.

COMPARATIVE OIL AND GAS PROVED RESERVES AND SALES VOLUMES

Oil and NGL isare in MMbbl; natural gas is in Bcf.

2024

2023

2022

2025

2024

2023

Oil

NGL

Gas

Boe

(a)

Oil

NGL

Gas

Boe

(a)

Oil

NGL

Gas

Boe

(a)

Proved Reserves

United States

1,~~832~~824

~~1,060~~990

5,~~394~~842

3,~~791~~788

1,~~600~~832

~~802~~1,060

45,~~235~~394

3,~~108~~791

1,~~639~~600

~~654~~802

4,~~073~~235

23,~~972~~108

International

~~303~~338

~~176~~160

21,~~049~~903

~~821~~815

~~340~~303

~~181~~176

2,~~117~~049

~~874~~821

~~274~~340

~~192~~181

2,~~277~~117

~~845~~874

Total

2,~~135~~162

1,~~236~~150

7,~~443~~745

4,~~612~~603

12,~~940~~135

~~983~~1,236

67,~~352~~443

34,~~982~~612

1,~~913~~940

~~846~~983

6,~~350~~352

3,~~817~~982

Sales Volumes

United States

~~209~~226

~~102~~105

~~548~~643

~~402~~438

~~195~~209

90102

~~480~~548

~~365~~402

~~185~~195

8390

~~445~~480

~~342~~365

International

3840

~~191~~186

8485

3938

1314

~~176~~191

8184

4139

1213

~~164~~176

Total

~~247~~266

~~116~~119

~~739~~829

~~486~~523

~~234~~247

~~103~~116

~~656~~739

~~446~~486

~~226~~234

95103

~~609~~656

~~423~~446

(a)Natural gas volumes are converted to Boe at six Mcf of gas per one barrel of oil. Conversion to Boe does not necessarily result in price equivalency.

6 OXY ~~2024~~2025 FORM 10-K


			table of contents			BUSINESS AND PROPERTIES

CHEMICAL OPERATIONS

GENERAL

OxyChem owns and operates manufacturing plants at 21 domestic sites in Alabama, Georgia, Illinois, Kansas, Louisiana, Michigan, New Jersey, Ohio, Tennessee and Texas and at two international sites in Canada and Chile.

COMPETITION

OxyChem competes with numerous domestic and international chemical producers. OxyChem’s market position was either first or second in the United States in 2024 for each of the principal basic chemical products it manufactured and marketed as well as for VCM. OxyChem ranks in the top three producers of PVC in the United States. OxyChem’s competitive strategy is to be a low-cost producer of its products in order to compete on price.

OxyChem produced the following products:

Principal Products	Major Uses	Annual Capacity
Basic Chemicals
Chlorine	Raw material for EDC, water treatment and pharmaceuticals	3.2 million tons
Caustic soda	Pulp, paper and aluminum production	3.3 million tons
Chlorinated organics	Refrigerants (a), silicones and pharmaceuticals	1 billion pounds
Potassium chemicals	Fertilizers, batteries, soaps, detergents and specialty glass	0.4 million tons
EDC	Raw material for VCM	2.1 billion pounds
Chlorinated isocyanurates	Swimming pool sanitation and disinfecting products	150 million pounds
Sodium silicates	Catalysts, soaps, detergents and paint pigments	0.6 million tons
Calcium chloride	Ice melting, dust control, road stabilization and oil field services	0.7 million tons
Vinyls
VCM	Precursor for PVC	6.2 billion pounds
PVC	Piping, building materials and automotive and medical products	3.7 billion pounds
Ethylene	Raw material for VCM	1.3 billion pounds (b)

(a)Includes 4CPe, a raw material used in making next generation refrigerants with low global warming and zero ozone depletion potential.

(b)Amount is gross production capacity for 50/50 joint venture with Orbia.

OXY 2024 FORM 10-K 7

table of contents BUSINESS AND PROPERTIES


MIDSTREAM AND MARKETING OPERATIONS

GENERAL

~~Occidental~~The Company’s midstream and marketing operations primarily support and enhance its oil and gas ~~and chemical businesses~~business. The midstream and marketing segment ~~strives~~evaluates opportunities across the value chain to ~~optimize~~provide services to Occidental’s subsidiaries as well as third parties by optimizing the use of its gathering, processing, transportation, storage and terminal commitments and to provide access to domestic and international markets. ~~To generate returns, the segment evaluates opportunities across the value chain to provide services to Occidental subsidiaries, as well as third parties.~~ The midstream and marketing segment operates or contracts for services on gathering systems, gas plants, ~~co-generation facilities~~ and storage facilities and invests in entities that conduct similar activities, such as WES in the United States and DEL in the Middle East, which are accounted for as equity method investments. WES owns gathering systems, plants and pipelines and earns revenue from fee-based and service-based contracts with ~~Occidental~~the Company and third parties. DEL owns and operates a pipeline that connects its gas processing and compression plant in Qatar and its receiving facilities in the UAE, and uses its network of DEL-owned and other existing leased pipelines to supply natural gas to the UAE and Oman. The midstream and marketing segment also includes Al Hosn Gas, a processing facility in the UAE that removes sulfur from natural gas and processes the natural gas and sulfur for sale~~, as well as the OLCV businesses~~.

~~Leveraging~~The ~~Occidental~~midstream and marketing segment also has the OLCV businesses, which leverage the Company’s carbon management expertise,. OLCV primarily focuses on advancing carbon removal and CCUS projects, including developing and commercializing DAC technology and supporting the Company’s EOR operations. STRATOS, the Company’s first large-scale DAC facility, is designed to capture up to 500,000 ~~tonnes~~tons of CO2 per annum once complete. ~~Commissioning~~Operations ~~and~~are ~~start-up~~expected ofto ~~operations~~begin ~~for the first phase of the project is expected~~ in ~~mid-2025~~2026, with an initial capacity of up to 250,000 ~~tonnes~~tons of CO2 per annum. ~~OLCV~~from ~~also~~trains ~~invests~~1 inand ~~third-party~~2, ~~entities~~with ~~developing~~the ~~technologies~~remaining to250,000 ~~advance~~tons ~~other~~of ~~low-carbon~~capacity ~~initiatives,~~upon ~~including~~completion ~~NET~~of ~~Power,~~trains an3 ~~energy~~and ~~technology~~4. ~~company~~OLCV ~~building~~also ~~its~~invests ~~first~~in ~~utility~~third-~~scale~~party ~~plant~~entities todeveloping ~~provide~~technologies ~~near-zero~~to ~~emissions~~advance ~~electricity~~other bylow-carbon ~~2028~~initiatives.

COMPETITION

~~Occidental~~The Company’s midstream and marketing businesses operate in competitive and highly regulated markets. ~~Occidental~~and competes for capacity and infrastructure for the gathering, processing, transportation, storage and delivery of its products, which are sold at market prices or on a forward basis to refiners, end users and other market participants. ~~Occidental~~The Company’s marketing business competes with other market participants on exchange platforms and through other bilateral transactions with direct counterparties. OLCV and its businesses and investees also face a broad range of competitors, with nascent markets for low-carbon products and CO2 removal credits that are subject to ~~rapidly~~evolving ~~changing~~ laws, regulations, policies and reporting and verification mechanisms that can significantly impact the financing, construction and operation of projects and the development of markets.

~~Occidental~~The Company’s midstream and marketing operations are conducted in the locations described below as of December 31, ~~2024~~2025:

Location(a)	Description	Capacity (b)
Location	Description	Capacity (a)
Gas Plants
Texas, New Mexico and Colorado	~~Occidental~~Company and third-party-operated natural gas/CO2 gathering, compression and processing systems	2.12 Bcf/d
Texas, Rocky Mountains and Other	Equity investment in WES, -which owns and operates gas processing facilities	5.58 Bcf/d
UAE	Natural gas processing facilities for Al Hosn Gas	1.45 Bcf/d
Pipelines and Gathering Systems
Texas, New Mexico and Colorado	CO2 fields and pipeline systems transporting CO2 to oil and gas producing locations	2.8 Bcf/d
Qatar, UAE and Oman	Equity investment in the DEL natural gas pipeline	3.2 Bcf/d
United States	Equity investment in WES involved in gathering and transportation	14,~~371~~910 miles of pipeline
Power Generation
Texas and Louisiana	Occidental-operated power and steam generation facilities	1,218 megawatts of electricity and 1.6 million pounds of steam per hour
OLCV
Texas	~~Occidental~~Company-owned solar generation facility	16.8 megawatts of electricity
Texas	Equity investment in a ~~near-zero~~low emissions natural gas based power generation demonstration facility	up to 50 megawatts of electricity
Texas and Louisiana	Five CO2 sequestration hubs under development	over 310,000 acres

(a)~~Table~~Amounts ~~does~~are ~~not~~gross, ~~include~~including ~~assets~~interests ~~under~~held ~~construction~~by third parties.

~~(b)Amounts~~OXY ~~are~~2025 ~~gross,~~FORM ~~including~~10-K ~~interests held by third parties.~~ 7

8 OXY 2024 FORM 10-K


			table of contents			RISK FACTORS

ITEM 1A. RISK FACTORS

~~Volatile~~The ~~global~~following risk factors, as well as the other information included in this Form 10‑K, should be carefully considered. These risk factors are not exhaustive, and ~~local~~additional ~~commodity~~risks ~~pricing~~and ~~strongly~~uncertainties, ~~affects~~whether ~~Occidental~~known or unknown, or currently believed to be immaterial, may also adversely affect the Company. Additional risk factors may also be described in registration statements, prospectus supplements or other offering documents that the Company files in connection with the issuance of securities. Any of the risks, individually or in combination, could have a material adverse effect on the Company’s business, financial condition, results of operations, cash flows, reserves or the value of an investment in our securities. Although the risks are presented under separate headings, many are interrelated.

~~Occidental’s~~Volatile ~~financial~~global ~~results correlate closely to the prices it obtains for its products, particularly oil~~ and, tolocal acommodity ~~lesser~~pricing ~~extent,~~strongly ~~NGL,~~affects ~~natural~~the ~~gas~~Company’s ~~and~~results ~~chemical~~of ~~products~~operations.

~~Prices~~The ~~for~~Company’s ~~oil,~~financial ~~NGL~~results ~~and~~correlate ~~natural~~closely ~~gas~~to ~~fluctuate~~the ~~widely.~~prices ~~Historically,~~it ~~the~~obtains ~~markets~~ for ~~oil~~its products, ~~NGL~~particularly oil and, ~~natural~~to ~~gas~~a ~~have~~lesser ~~been~~extent, ~~volatile~~NGL and ~~may~~natural ~~continue~~gas. toWith bethe ~~volatile~~completion inof the ~~future.~~OxyChem IfTransaction, the ~~prices~~Company’s ofbusiness ~~oil,~~is ~~NGL~~more orexposed ~~natural~~to ~~gas~~fluctuations ~~continue~~in tothe bemarkets ~~volatile~~for ~~or decline~~oil, ~~Occidental’s~~NGL ~~operations,~~and ~~financial~~natural ~~condition~~gas. Historically, ~~cash~~the ~~flows,~~markets ~~level~~for ofoil, ~~expenditures~~NGL and ~~the~~natural ~~quantity~~gas ofhave ~~estimated~~been ~~proved~~volatile ~~reserves~~and ~~that~~ may continue to be ~~attributed~~volatile toin ~~its~~the ~~properties~~future. ~~may~~Prices befor ~~materially~~oil, NGL and ~~adversely~~natural ~~affected~~gas fluctuate widely. Prices are determined by global and local market forces which are not in ~~Occidental~~the Company’s control. These factors include, among others:

~~■Worldwide~~•Domestic and ~~domestic~~international supplies of, and demand for, oil, NGL, natural gas and refined products;

~~■The~~•General ~~cost~~economic ~~of exploring for~~conditions, ~~developing,~~including ~~producing,~~domestic ~~refining~~or ~~and~~international ~~marketing~~economic ~~oil,~~slowdowns ~~NGL,~~or ~~natural gas and refined products~~recessions;

~~■Operational~~•The ~~impacts~~cost ~~such~~of asexploring ~~production~~for, ~~disruptions~~developing, ~~technological~~producing, ~~advances~~refining and ~~regional~~marketing ~~market~~oil, ~~conditions~~NGL, ~~including~~natural ~~available~~gas ~~transportation capacity~~ and ~~infrastructure~~refined ~~constraints in producing areas~~products;

~~■Changes~~•Operational inimpacts ~~weather~~such ~~patterns~~as production disruptions, technological advances and ~~climate~~regional market conditions, including available transportation capacity and infrastructure constraints in producing areas;

~~■The~~•Changes ~~impacts~~in ofweather ~~the~~patterns ~~members of OPEC~~ and ~~non-OPEC member-producing nations that may agree to and maintain production levels~~climate;

~~■The~~•Actions ~~ongoing~~by ~~global~~OPEC ~~impact~~and ~~of the Russia~~non-~~Ukraine~~OPEC ~~war~~oil ~~and~~producing ~~conflicts in the Middle East~~countries;

■•The ~~worldwide~~domestic and international military and political environment, including uncertainty or instability resulting from an escalation or outbreak of armed hostilities or acts of terrorism in the United States or elsewhere;

■•The price and availability of and demand for alternative and competing fuels ~~and emissions reducing technology~~;

~~■Technological~~•The effect of energy conservation efforts and technological advances affecting energy consumption and supply;

■•Government policies and support and market demand for low-carbon technologies;

■•Domestic and international ~~government~~laws, regulations, tariffs and taxes, ~~including~~shareholder ~~those~~activism or activities by advocacy groups that restrict the exploration, development, production, import or export of hydrocarbons and other products and goods;

~~■Shareholder~~•Additional ~~activism~~ or ~~activities~~increased bynationalization ~~non-governmental organizations (NGOs) to restrict the exploration, development~~ and ~~production~~expropriation ofactivities ~~oil,~~by ~~NGL and natural gas~~governments;

~~■Additional~~•The orimpact ~~increased~~and ~~nationalization~~uncertainty ~~and~~of ~~expropriation~~significant ~~activities~~health byevents, ~~international~~including ~~governments~~pandemics and epidemics; and

■•The ~~impact~~effect ~~and~~of ~~uncertainty~~releases offrom ~~world~~or ~~health~~replenishment ~~events,~~of ~~including~~the ~~pandemics~~U.S. ~~and~~Strategic ~~epidemics;~~Petroleum Reserve.

■The ~~effect~~long-term effects of ~~releases~~these ~~from~~and orother ~~replenishment~~conditions on the prices of oil, NGL and natural gas are uncertain and there can be no assurance that the Udemand or pricing for the Company’s products will follow historic patterns.S. ~~Strategic~~Prolonged ~~Petroleum~~or ~~Reserve;~~substantial decline, or sustained market uncertainty, in these commodity prices may have the following effects on the Company’s business:

~~■Volatility~~•Adversely inaffect ~~commodity~~the ~~markets~~Company’s financial condition, results of operations, cash flows, ability to reduce debt, access to and cost of capital, and ability to finance planned capital expenditures or planned acquisitions, pay dividends or repurchase shares;

~~■The~~•Cause ~~effect~~the Company to record impairments of ~~energy~~its ~~conservation~~proved ~~efforts;~~and unproved oil and gas properties;

~~■Global~~•Reduce ~~inventory~~the ~~levels~~amount ~~and~~of ~~general economic conditions~~oil, ~~including~~NGL ~~potential~~and ~~economic~~natural ~~slowdowns~~gas orthat ~~recessions,~~the ~~domestically~~Company orcan ~~internationally.~~produce economically;

~~The~~•Cause ~~long-term effects of these and other conditions on~~ the ~~prices~~Company ofto ~~oil,~~delay ~~NGL, natural gas and chemical products are uncertain and there can be no assurance that the demand~~ or ~~pricing~~postpone ~~for~~capital Occidental’s products will follow historic patterns in the near term. Prolonged or substantial decline, or sustained market uncertainty, in these commodity prices may have the following effects on Occidental’s businesses:projects;

~~■Adversely~~•Reduce ~~affect~~the ~~Occidental’s~~amounts ~~financial condition, results~~ of ~~operations,~~the ~~liquidity,~~Company’s ~~ability~~estimated toproved ~~reduce debt~~oil, ~~access~~NGL to and ~~cost~~natural ofgas ~~capital, and ability to finance planned capital expenditures or planned acquisitions, pay dividends and repurchase shares~~reserves;

■•Reduce the ~~amount~~standardized measure of discounted future net cash flows relating to oil, NGL and natural gas ~~that Occidental can produce economically~~reserves; and

~~■Cause~~•Adversely ~~Occidental~~impact tothe ~~delay~~ability orof ~~postpone~~the ~~some~~Company’s ofpartners ~~its~~to fund their working interest capital ~~projects;~~requirements.

~~■Reduce~~Generally, ~~Occidental~~the Company’s ~~revenues~~historical practice has been to remain exposed to the market prices of commodities at the corporate level. As of December 31, ~~operating~~2025, ~~income~~there orwere ~~cash~~no ~~flows;~~commodity hedges in place. Management may choose to put hedges in place in the future for oil, NGL and natural gas commodities. Commodity price risk management activities may prevent the Company from fully benefiting from price increases and may expose it to regulatory, counterparty credit and other risks.

~~■Reduce~~8 ~~the~~OXY ~~amounts~~2025 ofFORM ~~Occidental’s estimated proved oil, NGL and natural gas reserves;~~10-K

■Reduce the carrying value of Occidental’s oil and natural gas properties due to recognizing impairments of proved properties, unproved properties and exploration assets;

■Reduce the standardized measure of discounted future net cash flows relating to oil, NGL and natural gas reserves; and

■Adversely affect the ability of Occidental’s partners to fund their working interest capital requirements.

Generally, Occidental’s historical practice has been to remain exposed to the market prices of commodities. As of December 31, 2024, there were no active commodity hedges in place. Management may choose to put hedges in place in the future for oil, NGL and natural gas commodities. Commodity price risk management activities may prevent Occidental from fully benefiting from price increases and may expose it to regulatory, counterparty credit and other risks.

The prices obtained for OxyChem’s products correlate to the strength of the United States and global economies, as well as chemical industry expansion and contraction cycles. OxyChem also depends on feedstocks and energy to produce chemicals, which are commodities subject to significant price fluctuations.

OXY 2024 FORM 10-K 9


			table of contents			RISK FACTORS

Anadarko’s Tronox settlement may not be deductible for income tax purposes; ~~Occidental~~and the Company may be required to repay the tax refund Anadarko received in 2016 related to the deduction of the Tronox settlement payment~~, which may have a material adverse effect on Occidental’s results of operations, liquidity and financial condition~~.

InThe ~~April~~Company ~~2014,~~may ~~Anadarko~~be ~~and~~required ~~Kerr-McGee~~to ~~entered~~repay ~~into~~the a$881 ~~settlement~~million ~~agreement~~tentative ~~for~~cash ~~$5.2~~tax ~~billion,~~refund ~~resolving,~~Anadarko ~~among~~received ~~other~~in ~~things,~~2016 ~~all~~before ~~claims~~it ~~that~~was ~~were~~acquired orby ~~could~~the ~~have~~Company, ~~been~~plus ~~asserted~~other inrelated ~~connection~~cash ~~with~~tax ~~the~~benefits ~~May~~received, ~~2009~~plus ~~lawsuit~~applicable ~~filed~~interest, bywhich ~~Tronox~~as ~~against~~of ~~Anadarko~~December ~~and~~31, ~~Kerr-McGee~~2025, intotaled ~~the~~approximately U$2.S.3 ~~Bankruptcy~~billion, ~~Court~~if ~~for~~ the ~~Southern District of New York~~U.S. ~~After~~Tax ~~the~~Court ~~settlement~~determines ~~became~~that ~~effective in January 2015,~~ Anadarko’s ~~paid~~ $5.2 billion ~~and~~Tronox ~~deducted~~settlement ~~this~~ payment onrelated ~~its~~to ~~2015~~a ~~federal~~2014 ~~income~~settlement ~~tax~~agreement ~~return.~~between ~~Due~~Anadarko toand ~~the~~Kerr-McGee ~~deduction,~~is ~~Anadarko~~not ~~had~~deductible. aThe ~~net~~IRS ~~operating~~disallowed ~~loss~~the ~~carryback~~deduction, ~~for~~and ~~2015,~~the ~~which~~matter ~~resulted~~remains inpending abefore ~~tentative~~the ~~tax~~U.S. ~~refund~~Tax ofCourt ~~$881~~following ~~million~~trial inand ~~2016.~~closing arguments.

~~The~~In ~~IRS~~accordance ~~audited~~with ~~Anadarko’s~~ASC ~~tax~~Topic ~~position regarding the deductibility of the payment and in September 2018 issued a statutory notice of deficiency rejecting Anadarko~~740’s ~~refund~~guidance ~~claim.~~on ~~Anadarko~~the ~~disagreed~~accounting ~~and,~~for inuncertain ~~November~~tax ~~2018~~positions, ~~filed~~the aCompany ~~petition~~has ~~with~~not ~~the~~recorded ~~U.S.~~a ~~Tax~~tax ~~Court~~benefit tofor ~~dispute~~ the ~~disallowance.~~tentative ~~Trial~~cash ~~was~~tax ~~held~~refund inor ~~May~~for ~~2023.~~the ~~The~~additional ~~parties~~cash ~~filed~~tax ~~post-trial~~benefits ~~briefs~~realized ~~throughout~~from ~~2023~~the ~~and~~utilization ~~2024.~~of ~~Closing~~tax ~~arguments~~attributes ~~were~~associated ~~held~~with inthe ~~May~~claimed ~~2024~~deduction. ~~The~~If ~~Tax~~the ~~Court~~settlement ~~may~~payment ~~issue~~is anultimately ~~opinion~~determined atnot ~~any~~to ~~time.~~be Ifdeductible, the ~~Tax~~Company ~~Court~~would ~~opines~~be ~~that~~required ~~all~~to orrepay ~~a portion of~~ the ~~original~~tentative ~~$5.2~~cash ~~billion~~tax ~~deduction~~refund isAnadarko ~~not deductible~~received, aplus ~~computation~~other ~~phase~~related ~~will~~cash ~~commence~~tax ~~where~~benefits ~~the~~received, ~~parties~~plus ~~will~~applicable ~~compute~~interest. ~~the~~The ~~tax~~Company ~~amount~~has torecorded bean ~~included~~uncertain intax ~~the~~position ~~Tax~~for ~~Court’s decision. Once~~ the ~~parties~~estimated ~~submit~~amount ~~their~~of ~~computation,~~taxes ~~the~~and ~~Tax~~interest ~~Court~~that ~~judge~~may ~~will~~be ~~formally~~payable, ~~enter~~which ~~the~~is ~~decision~~not ~~reflecting~~covered ~~the~~by ~~computed tax amount~~insurance. ToFor ~~pursue~~additional aninformation ~~appeal~~on ofincome ~~the~~taxes ~~Tax~~generally ~~Court’s~~and ~~decision,~~the ~~any~~Tronox tax ~~due~~matter, assee aNote ~~result~~9 of- ~~the~~Income ~~Tax~~Taxes ~~Court’s~~and ~~decision~~Note ~~must~~12 be- ~~fully~~Lawsuits, ~~bonded~~Claims, orCommitments ~~paid~~and ~~within~~Contingencies, 90respectively, ~~days~~in of the ~~decision’s~~Notes ~~entry.~~to IfConsolidated ~~Anadarko~~Financial ~~does~~Statements ~~not~~in ~~pursue~~Part anII ~~appeal,~~Item ~~the~~8 ~~IRS~~of ~~will~~this ~~assess~~Form ~~any resulting tax deficiency, including interest, and issue a notice demanding payment thereof~~10-K.

InThe ~~accordance with Accounting Standards Codification (ASC) Topic 740~~Company’s ~~guidance~~indebtedness on the accounting for uncertain tax positions, as of December 31, 2024, Occidental had recorded no tax benefit on the tentative cash tax refund of $881 million. Additionally, Occidental has recorded no tax benefit on approximately $500 million of additional cash tax benefits realized from the utilization of tax attributes generated as a result of the deduction of the $5.2 billion Tronox Adversary Proceeding settlement payment in 2015. If the payment is ultimately determined not to be deductible, Occidental would be required to repay the tentative refund received, plus other cash benefits received related to the $5.2 billion deduction, plus interest, which as of December 31, 2024 totaled approximately $2.1 billion and could ~~have~~limit afinancial ~~material~~flexibility ~~adverse effect on its liquidity~~ and ~~consolidated~~increase ~~balance~~vulnerability sheets. Occidental’s Consolidated Financial Statements include an uncertain tax position for the approximate repayment of $1.4 billion in federal and state taxes plus accrued interest of approximately $760 million. This amount is not covered by insurance. For additional information on income taxes, see Note 10 - Income Taxes in the Notes to ~~Consolidated~~adverse ~~Financial Statements in Part II Item 8 of this Form 10-K~~conditions.

~~Occidental~~The Company’s level of indebtedness may make it more vulnerable to adverse changes in general economic ~~downturns~~or industry conditions and ~~adverse~~could ~~developments~~limit inthe ~~its~~Company’s ~~businesses~~ability to respond to changing business conditions. ~~Downgrades~~Periodically, inthe ~~Occidental~~Company has relied on access to capital markets for funding. The Company’s ~~credit~~future ~~ratings~~access to capital markets and/or ~~future~~availability ~~increases~~at infavorable terms or at all will be subject to a number of factors, including general economic and market conditions such as rising interest rates, ~~may~~inflation ~~negatively~~or ~~impact~~unstable ~~Occidental~~or illiquid market conditions, investor sentiment, risks impacting financial institutions or the credit markets more broadly and/or the Company’s ~~cost~~performance, ofcredit ~~capital~~ratings ~~and~~or ability to meet existing debt obligations. The Company is regularly evaluated by the major credit rating agencies based on numerous factors, including its financial strength, conditions affecting the oil and gas industry and commodity price outlooks. Any downgrade or announcement of a potential downgrade of the Company’s credit ratings could increase costs associated with indebtedness or impair the Company’s access to additional indebtedness, financial assurance or other forms of liquidity and such events may occur at unfavorable times due to changing economic and business conditions. If the Company is unable to generate sufficient funds from its operations or complete divestitures on favorable terms, or at all, to fund its capital ~~markets~~requirements, including its existing debt obligations, or to raise additional capital on acceptable terms, the Company’s financial condition, results of operations, cash flows and/or stock price could be adversely affected.

~~Occidental’s~~Government ~~level of indebtedness~~actions, ~~including~~regulatory ~~indebtedness incurred in connection with the CrownRock Acquisition, could increase its vulnerability to adverse~~ changes ~~in general economic~~ and ~~industry conditions~~political, economic ~~downturns~~ and ~~adverse~~social ~~developments~~instability inmay ~~its~~adversely ~~businesses~~affect ~~or limit Occidental’s flexibility in planning for or reacting to changes in its businesses and~~ the ~~industries in which it operates. From time to time, Occidental has relied on access to capital markets for funding. Occidental~~Company’s ~~ability~~operations ~~to obtain additional financing or refinancing will be subject to a number of factors, including general economic~~ and market conditions such as rising interest rates, inflation or unstable or illiquid market conditions, Occidental’s performance, investor sentiment, risks impacting financial institutions and the credit markets more broadly and Occidental’s ability to meet existing debt compliance requirements. Occidental’s ability to access credit and capital markets may be restricted at a time when it would like, or need, access to those markets, which could constrain its flexibility to react to changing economic and business conditions. If Occidental is unable to generate sufficient funds from its operations or complete planned divestitures on favorable terms or at all to satisfy its capital requirements, including its existing debt obligations, or to raise additional capital on acceptable terms, Occidental’s businesses, financial condition, results of operations~~, cash flows and/or stock price could be adversely affected~~. In addition, Occidental is regularly evaluated by the major rating agencies based on a number of factors, including its financial strength and conditions affecting the oil and gas industry generally. Occidental and other industry companies have had their ratings reduced in the past due to negative commodity price outlooks. These major rating agencies are now considering environmental, social and governance (ESG) attributes when assessing credit profiles. While these assessments have limited impact today, they have the potential to pressure credit ratings over time. Any downgrade in Occidental’s credit rating or announcement that its credit rating is under review for possible downgrade could increase the cost associated with any additional indebtedness Occidental incurs or limit or impair Occidental’s access to additional indebtedness, financial assurance, or other forms of liquidity. As of the date of this filing, Occidental’s long-term debt was rated BBB- by Fitch Ratings, Baa3 by Moody’s Investors Service and BB+ by Standard and Poor’s.

~~Disruptions~~The inCompany’s ~~the~~domestic ~~political,~~and ~~regulatory,~~international ~~economic,~~operations are subject to extensive laws and ~~social~~regulations ~~environments~~and ofmay ~~the~~be ~~countries~~adversely inaffected ~~which~~by ~~Occidental~~the ~~operates~~actions ~~could~~and ~~adversely~~decisions ~~affect~~of ~~its~~many ~~reputation~~federal, ~~financial condition~~state, ~~results~~local ofand ~~operations~~international governments, political interests and ~~cash~~advocacy ~~flows~~groups.

~~Occidental’s~~Changes ~~non-~~in U.S. and international tax laws, regulations and interpretations, as well as examinations by taxing authorities, could adversely affect the Company’s effective tax rate, financial condition and results of operations. ~~accounted~~Tax ~~for~~laws ~~approximately~~and ~~16%~~their interpretation may change, including through repeal or modification of ~~its~~existing ~~consolidated~~provisions, ~~revenue~~creating inuncertainty ~~2024~~regarding their impact on the Company’s tax obligations and cash flows. Additionally, ~~16%~~the Company’s tax positions are subject to examination by tax authorities, and the resolution of such matters may differ from amounts recorded in ~~2023~~the financial statements. Governments may increase existing taxes, eliminate tax incentives or enact new taxes, such as windfall profit taxes or taxes targeting the oil and gas industry. For example, the IRA enacted a 15% incorporate ~~2022~~alternative minimum tax (CAMT) and a 1% excise tax on net share repurchases. ~~Operations~~Furthermore, the recently enacted OBBBA made permanent the 21% corporate tax rate, reinstated 100% bonus depreciation on assets placed in ~~non~~service after January 19, 2025, reinstated the deduction for certain research and development expenses, adjusted deduction limits, imposed new environmental levies and imposed limitations on certain clean energy credits, which may change the Company’s tax liability and compliance costs. While the IRA and OBBBA expanded policy support for certain low-Ucarbon projects and enhanced certain tax credits, these benefits remain subject to administrative action, regulatory interpretation and potential legislative repeal.S For instance, recent executive orders and proposals to rescind or reduce funding for these programs create uncertainty regarding the long-term realization of such credits. ~~countries~~Unfavorable ~~with~~changes, ~~varying~~interpretations ~~degrees~~or audit outcomes or sunsetting of ~~political~~certain provisions could result in increased tax liabilities, ~~legal~~interest and ~~economic~~penalties. ~~stability~~For ~~expose~~additional discussion of some of these matters, see Note 9 - Income Taxes in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.

10Furthermore, ~~OXY~~instability ~~2024~~and ~~FORM~~unforeseen ~~10-K~~changes in political, regulatory, economic and social environments in the markets where the Company operates could result in business disruptions, contractual or regulatory changes or operational challenges. As a result, the Company faces risks of, but not limited to, the following:

•Uncertain or volatile political, social and economic conditions;

•Political instability, social unrest, terrorism, war or armed conflict;


OXY 2025 FORM 10-K			9


			table of contents			RISK FACTORS

~~Occidental~~•Public tohealth acrises ~~wide range of developments that could result in contractual, legal~~ or ~~regulatory~~other ~~changes.~~catastrophic Instability and unforeseen changes in any of the markets in which Occidental operates could result in business disruptions or operational challenges that may adversely affect the demand for Occidental’s products and servicesevents, orsuch ~~its~~as ~~reputation,~~pandemics; ~~financial condition, results of operations or cash flows. These factors include, but are not limited to, the following:~~

~~■ Uncertain~~•Confiscatory taxation or ~~volatile~~other ~~political,~~adverse ~~social,~~tax ~~and~~policies ~~economic~~or ~~conditions~~currency controls;

~~■ Social~~•Trade ~~unrest~~regulations, ~~acts~~tariffs ~~of terrorism, war,~~ or ~~other armed conflict~~sanctions;

~~■ Public~~•Theft ~~health~~of, ~~crises~~or ~~and~~lack ~~other~~of ~~catastrophic~~sufficient ~~events~~legal protection for, ~~such~~proprietary astechnology ~~pandemics~~and other intellectual property;

~~■ Confiscatory~~•Changes ~~taxation~~in laws, regulations or ~~other~~interpretation ~~adverse~~or ~~tax~~enforcement ~~policies~~practices, including those related to drilling, completions, production, environmental protection, taxation, royalties, trade and climate change;

~~■ Trade~~•Restrictions ~~regulation~~on ~~and~~the ~~tariffs~~repatriation of income or capital;

~~■ Theft of~~•Inflation, orcurrency ~~lack~~fluctuations ofor ~~sufficient~~changes ~~legal~~in ~~protection~~global ~~for,~~trade ~~proprietary technology and other intellectual property~~practices;

~~■ Unexpected~~•Changes ~~changes~~ in ~~legal~~the ~~and~~usage ~~regulatory~~of ~~requirements,~~the ~~including~~U.S. ~~changes~~dollar in ~~interpretation~~global ~~or enforcement of existing laws~~trade;

~~■ Restrictions~~•Expropriation, onnationalization ~~the~~or ~~repatriation~~loss of ~~income~~property ~~or capital~~rights;

~~■ Currency~~•Delays ~~exchange~~or ~~controls~~refusals in granting or renewing permits, licenses or contracts, including for exploration, development or production contracts or leases;

~~■ Inflation~~•Developmental delays and cost overruns due to approval delays for, or denial of, drilling, construction, environmental and other regulatory approvals, permits and authorizations; and

~~■ Currency~~•Litigation, ~~exchange~~investigations ~~rate~~or ~~fluctuations~~penalties ~~and~~arising ~~devaluations;~~from ~~and~~changes in law or government action or violation of laws or regulations.

~~■ Changes~~The inrealization ~~usage~~of any of these risks could increase costs, limit access to resources, delay or halt projects or restrict the Company’s ability to operate in certain jurisdictions. Such developments may also result in litigation, penalties or operational shutdowns. In addition, restrictions imposed by the U.S. ~~dollar~~or ininternational ~~global~~governments ~~trade~~could limit the Company’s ability to acquire or divest assets, repatriate earnings or maintain licenses and permits necessary for drilling and development. Domestic and international regulatory efforts are evolving, including the international alignment of such efforts, and the Company cannot predict what final regulations will be enacted, modified or reversed or what their ultimate impact on the Company’s business would be. Currency fluctuations and other economic uncertainties may further impact cash flows. Any of these factors could materially affect the Company’s financial condition, results of operations and cash flows.

InThe ~~addition,~~Company ~~the U.S. government has the authority to prevent or restrict Occidental from doing business in foreign jurisdictions or with certain parties or to restrict the kind of business that~~ may be ~~conducted,~~adversely ~~including~~affected ~~acquiring or divesting certain assets. These restrictions and similar restrictions imposed~~ by ~~foreign governments have in the past limited Occidental’s ability to operate in~~claims, ~~or gain access to~~litigation, ~~opportunities~~government ininvestigations ~~various jurisdictions. Changes in domestic~~ and ~~international~~other policies and regulations may also restrict the Company’s ability to obtain or maintain licenses or permits necessary to operate in foreign jurisdictions, including those necessary for drilling and development of wellsproceedings. ~~Any of these actions could adversely affect its businesses or results of operations.~~

~~Government~~The ~~actions~~Company is subject to actual and ~~political~~threatened ~~instability~~claims, ~~may~~litigation, ~~adversely~~assessments, ~~affect~~investigations and other proceedings, including proceedings by governments and regulatory authorities, involving a wide range of issues, such as taxes, drilling, completions, production processes, commercial disputes, regulatory compliance, environmental remediation and health and safety. In addition, in connection with the OxyChem Transaction, the Company retained environmental liabilities relating to legacy sites. Furthermore, there are post-closing indemnification obligations for, among other items, (i) such legacy environmental liabilities and (ii) pre-closing liabilities of OxyChem, including pre-closing environmental liabilities, in each case subject to certain limitations and procedures, and Occidental entered into a guaranty in favor of Berkshire Hathaway to guarantee those indemnification obligations of its subsidiaries. The outcomes of these matters are inherently unpredictable and subject to significant uncertainties. Determining legal reserves or reasonably possible losses from such matters involves judgment and may not reflect the full range of uncertainties and unpredictable outcomes. Until the final resolution of such matters, the Company may be exposed to losses in excess of the amounts recorded, and such amounts could be material. Should any of its estimates and assumptions change or prove to have been incorrect, it could have a material adverse effect on the Company’s ~~businesses~~financial ~~and~~condition, results of operations and cash flows. For additional discussion of some of these matters, see Note 11 – Environmental Liabilities and Expenditures and Note 12 - Lawsuits, Claims, Commitments and Contingencies in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.

~~Occidental’s~~The ~~businesses~~Company ~~are~~is subject to, ~~and~~operational ~~may~~hazards ~~be adversely affected by, the actions~~ and ~~decisions~~catastrophic ~~of many federal, state, local and international governments and political interests~~events. ~~As a result, Occidental faces risks of:~~

~~■New~~The orCompany’s ~~amended~~operations, ~~laws~~both onshore and ~~regulations~~offshore, orface ~~new~~risks orand ~~different~~hazards ~~applications~~inherent orto ~~interpretations~~operating ~~of,~~in orthe ~~reversal~~energy ~~of,~~industry. ~~existing~~These ~~laws~~include ~~and~~well ~~regulations~~blowouts, ~~including~~fires, ~~those~~explosions, ~~related~~pipeline toruptures, ~~drilling~~spills, ~~manufacturing~~emissions or ~~production~~releases ~~processes~~of ~~(including~~regulated ~~flaring~~materials ~~and~~into ~~well~~the ~~stimulation~~soil, ~~techniques~~surface ~~such~~water, asground ~~hydraulic~~water ~~fracturing~~or ~~and~~the ~~acidization),~~marine ~~pipelines~~environment, ~~labor~~material ~~and~~or ~~employment~~mechanical failures, ~~taxes~~power outages, ~~royalty~~industrial ~~rates~~accidents, ~~permitted~~abnormally ~~production~~pressured ~~rates,~~or ~~entitlements,~~structured ~~import~~formations, ~~export~~severe ~~and~~weather ~~use~~events of(such ~~raw~~as ~~materials~~hurricanes, ~~equipment or products~~floods, ~~use or increased use of land~~freezes, ~~water~~heat ~~and~~waves ~~other~~or ~~natural resources~~droughts), ~~air~~land ~~emissions~~deformations (~~including~~such ~~restrictions~~as earthquakes, ~~taxes~~landslides or ~~fees~~subsidence), onother ~~emissions~~acts of ~~methane~~nature, ~~CO2~~pandemics, physical or ~~other substances)~~cyber-attacks, ~~water~~terrorist ~~recycling~~attacks, piracy and ~~disposal,~~other ~~waste~~events ~~minimization~~that ~~and~~cause ~~disposal,~~operations ~~public~~to ~~and~~be ~~occupational~~curtailed ~~health~~or cease. Coastal and ~~safety,~~offshore ~~the~~operations ~~manufacturing~~are ofparticularly ~~chemicals,~~susceptible ~~asset~~to ~~integrity~~disruption ~~management,~~from ~~the~~severe ~~marketing~~weather orevents. ~~export~~The ofaforementioned ~~commodities,~~events ~~security,~~may ~~environmental~~present ~~protection~~acute risks, ~~and~~such ~~climate~~as ~~change-related~~specific ~~and~~storms ~~sustainability~~or ~~initiatives~~wildfires, ~~all~~or ofchronic ~~which~~risks, ~~may~~such ~~restrict~~as orsea ~~prohibit~~level ~~activities~~rise ~~of Occidental~~ or ~~its~~water ~~contractors~~scarcity. orAny ~~customers,~~of ~~increase~~these ~~Occidental’s~~risks ~~costs~~could oradversely ~~reduce~~affect ~~demand~~the ~~for~~Company ~~Occidental’s~~as ~~products;~~a result of:

~~■Violation~~•Injuries ~~of certain laws and regulations, and associated claims, litigation, investigations and other proceedings, which may result in strict~~ or ~~joint~~impacts ~~and~~to ~~several liability and~~ the ~~imposition~~Company’s ofworkforce ~~significant administrative, civil or criminal fines~~ and ~~penalties,~~local ~~monetary damages, and remedial actions or assessments, potentially requiring significant changes to, or even closure of, facilities or operations~~communities;

~~■Refusal~~•Damage ~~of,~~to or ~~delay~~destruction inof property and equipment, ~~the~~including ~~extension~~property orand ~~grant~~equipment ofowned ~~exploration,~~by ~~development~~third orparties ~~production~~which ~~contracts~~the orCompany’s ~~leases;~~operations ~~and~~rely upon;

~~■Development~~•Damage ~~delays and cost overruns due~~ to ~~approval~~natural ~~delays for, or denial of, drilling, construction, environmental and other regulatory approvals, permits and authorizations.~~resources;

~~Examples~~•Pollution ~~of provisions of recent U.S. federal statutes and regulations that affect key aspects of taxation, land use and production~~ or ~~manufacturing operations and present the foregoing types of risks are described in this risk factor, and examples of those regarding climate change and GHG and~~ other ~~air~~environmental emissions are described in a later risk factor. Regulatory efforts, both in the U.S. and internationally, are evolving, including the international alignment of such efforts, and Occidental cannot determine what final regulations will be enacted, modified, or reversed or what their ultimate impact on Occidental’s businesses will be.damage;

In•Regulatory ~~2022~~investigations, ~~the~~claims, ~~IRA~~fines ~~imposed new~~ or reinstated corporate taxes and fees that could have an adverse effect on Occidental’s tax liability. The IRA enacted a new corporate alternative minimum tax (CAMT) that started in tax year 2023 and imposed a 15% minimum tax on the adjusted financial statement income (AFSI), net of the CAMT foreign tax credit, of corporations with average AFSI exceeding $1 billion for three preceding consecutive tax years. In 2024, the IRS issued proposed CAMT regulations with a public hearing held in January 2025. The IRA also imposed a 1% excise tax on the aggregate fair market penalties;

~~OXY~~•Loss ~~2024~~of ~~FORM~~well ~~10-K~~location, 11acreage, expected production or related reserves;


10			OXY 2025 FORM 10-K


			table of contents			RISK FACTORS

~~value~~•Suspension ofor ~~corporate~~delay ~~share repurchases, net~~ of ~~certain~~permits corporate share issuances and other adjustments, by certain corporations. In addition, the IRA provided significant policy support and incentives, including enhanced tax credits, for DAC, CCUS, hydrogen and other low-carbon projects, which may be subject to further administrative or ~~congressional~~operations action. In January 2025, the Trump Administration issued an executive order that pauses the disbursement of funds appropriated under the IRA. Finally, the IRA expanded GHG emissions reporting requirements and imposed a new methane emissions charge on owners or ~~operators~~closure of ~~various U.S. oil and gas~~ facilities~~, as described in a subsequent risk factor. For additional discussion of such matters, see Note 10 - Income Taxes in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.~~;

In•Substantial ~~2021,~~liability ~~the~~claims; Infrastructure Investment and Jobs Act (IIJA) reinstated federal Superfund chemical excise taxes on various listed taxable chemicals that OxyChem manufactures, produces or imports, such as chlorine, sodium hydroxide and ethylene, subject to certain exceptions such as methane used for fuel and exported chemical products. These excise taxes could lead to higher costs and impact margins. The IIJA also authorized federal support, including grants, loans and loan guarantees, for low-carbon ventures and infrastructure, including grants for DAC and CCUS research, development and demonstration, carbon transport and storage infrastructure and permitting, carbon utilization and market development, and carbon removal. 1PointFive, LLC, a wholly owned subsidiary of Occidental (1PointFive), secured a grant from the DOE for the development of its South Texas DAC Hub, which may be subject to change as federal spending and programs are reviewed pursuant to executive orders issued by the Trump Administration and could adversely affect the project. The awarding of grants or other federal support under various statutes also could affect the selection and deployment of competing low-carbon technologies and the financing and market acceptance of proposed projects of Occidental and its competitors.

~~During~~•Significant ~~the Biden Administration~~response, ~~federal~~repair ~~resource agencies sought to significantly restrict~~ or ~~delay~~remediation ~~leasing~~costs and access to federal lands for oil and gas exploration, production and infrastructure, to increase royalty rates, fees and bonding requirements, to impose significant preconditions, restrictions or delays on permitting, and in certain locations, to prohibit or significantly restrict oil and gas activities under various federal laws. For example, offshore leasing is important for Occidental to sustain GOA production and reserves over the long term. GOA Lease Sale 261 proceeded in 2023 due to the IRA and federal court decisions that ~~overruled~~negatively ~~the~~impact ~~BOEM’s efforts to cancel~~ the ~~sale outright and then impose acreage and other restrictions regarding the Rice~~Company’s ~~whale~~breakeven ~~based on a proposed critical habitat designation by the National Marine Fisheries Service (NMFS) which has not been finalized.~~economics;

In•Demand ~~August 2024, the U.S. District Court~~ for ~~the~~or ~~District~~deployment of ~~Maryland~~significant ~~vacated~~resources the NMFS’ 2020 programmatic Biological Opinion under the ESA on GOA oil and gas activities (BiOp) in response to a lawsuit from advocacy groups. The BiOp underpins lease sales and permitting that are needed for sustained GOA oil and gas exploration and production. The BiOp assessed risks to marine species, including ~~the Rice’s whale~~capital, implemented mitigation measures for their protection and authorized the incidental take of species that may occur during permitted offshore oil and gas operations. The Court found the BiOp insufficient in safeguarding the whale species andpersonnel, inmaterials ~~October 2024, set a deadline of May 2025 when the 2020 BiOp will be vacated~~ and byequipment ~~which~~to ~~the~~respond ~~NMFS must issue a new opinion. The NMFS may seek~~ to impose additional conditions on offshore oil and gas and vessel activity, which could affect Occidental’s GOA exploration, development and operations, and a new opinion may be the subject of further litigation. The absence of an ~~opinion~~event; and its associated incidental take coverage could adversely impact the ability of federal agencies to conduct lease sales and issue or modify permits and approvals and increase the risk of ESA liability for offshore oil and gas operators and contractors.

~~Regarding~~•Legislative ~~onshore~~or ~~federal~~regulatory ~~oil~~changes ~~and~~resulting ~~gas~~from leasing, in April 2024, the BLM adopted final regulations to revise its oil and gas leasing process to implement the IRA’s increases in royalty rates, rental rates and minimum bids, restrict leasing to areas with known resource potential and near existing infrastructure and avoid areas with competing uses such as recreation and conservation, increase bonding requirements, impose new requirements for temporarily abandoned wells and change the term of an ~~approved application for permit to drill~~event. ~~Occidental’s subsidiaries may incur increased federal royalties and face restrictions on future potential drilling sites or infrastructure on federal lands due to these regulations.~~

InThe ~~2022,~~Company ~~advocacy~~conducts ~~groups~~offshore ~~filed~~operations ~~a lawsuit~~ in the UGulf of America and international locations through certain subsidiaries.S. ~~District~~Offshore ~~Court~~operations ~~for~~are ~~the~~vulnerable ~~District~~to ofunique ~~Columbia~~risks in addition to ~~invalidate~~those ~~numerous~~listed ~~BLM~~above, ~~drilling~~including ~~permits~~deep-water ~~for~~technical ~~oil~~complexity, logistical and ~~gas~~security ~~wells~~challenges, ona ~~federal~~limited ~~lands~~number inof ~~New~~partners ~~Mexico~~available ~~and~~to ~~Wyoming,~~participate ~~including~~in ~~certain~~projects ~~permits~~and ~~obtained~~more bystringent ~~Occidental~~permitting ~~subsidiaries~~and regulatory requirements. The ~~plaintiffs~~Company ~~alleged~~may ~~that~~also ~~the~~face ~~BLM~~longer ~~failed~~recovery times and higher remediation costs for offshore incidents compared to ~~comply~~onshore ~~with~~operations. ~~NEPA~~Deep-water projects (greater than 1,000 feet) are especially challenging and ~~other~~costly ~~federal~~due ~~statutes~~to bylimited ~~not~~infrastructure ~~adequately~~and ~~addressing~~support ~~GHG~~services, ~~emissions~~often requiring more time between discovery and ~~climate~~ability ~~change~~to inmarket ~~its~~production, ~~environmental~~thereby ~~reviews~~increasing commercial and operational risk. InThese ~~November~~factors ~~2023,~~can increase the ~~Court~~potential ~~dismissed~~for ~~the~~and ~~case~~impact of catastrophic events, which could result in significant operational disruption, increased costs or loss of production and ~~plaintiffs~~could have a material adverse effect on the Company’s ~~appeal~~financial iscondition, ~~pending~~results of operations, cash flows and reserves.

~~Litigation over NEPA environmental reviews by advocacy groups has significantly delayed federal permitting of proposed domestic energy~~Health, ~~manufacturing~~safety and ~~infrastructure~~environmental ~~projects,~~laws ~~leading to increased costs, delays in financing~~ and ~~construction,~~regulations ~~or cancellation by project proponents,~~ and ~~such~~climate-related ~~litigation~~policies ~~and delays~~ could ~~adversely~~have ~~affect~~a ~~such~~material ~~projects~~adverse ineffect on the ~~future,~~Company’s ~~including~~financial ~~those involving Occidental or its subsidiaries~~condition, ~~joint~~results ~~ventures~~of oroperations ~~customers. In May 2024, the White House Council on Environmental Quality (CEQ) issued final NEPA regulations directing federal agencies to consider GHG emissions~~ and ~~climate~~cash ~~change in NEPA environmental reviews, which regulations are subject to pending litigation~~flows.

~~Significant~~The ~~areas~~Company’s ofoperations, ~~the~~properties ~~Permian~~and ~~Basin~~assets inare ~~West~~subject ~~Texas~~to extensive health, safety and ~~Southeast~~environmental ~~New~~laws ~~Mexico~~and ~~are~~regulations, ~~subject~~including tothose ~~current~~governing ordrilling, ~~proposed~~completions, ~~land~~production, GHG and other air emissions, water use ~~restrictions~~and ~~under~~discharges, ~~the~~waste ~~federal~~management, ~~Endangered~~environmental ~~Species~~remediation ~~Act~~and ~~(ESA)~~protection of wildlife and ecosystems. InThe ~~2022~~requirements of these laws and ~~May~~regulations ~~2024~~are complex, ~~the~~stringent Uand expensive to implement.S. ~~Fish~~Costs of compliance with these laws and ~~Wildlife~~regulations ~~Service~~are ~~(FWS)~~significant ~~published~~and ~~final~~can ~~rules~~be ~~listing~~unpredictable ~~the~~and ~~lesser~~may ~~prairie~~require ~~chicken~~significant capital investment and ~~the~~operating ~~dunes~~costs, ~~sagebrush~~and ~~lizard~~violations can result in penalties, ~~respectively~~operational restrictions or cessation of operations in affected areas. In addition, evolving climate-related policies, such as ~~endangered~~those ~~species~~related ~~under~~to ~~the~~CCUS, ~~ESA~~monitoring, ~~which~~reporting ~~decisions~~or ~~are~~control ~~subject~~of tomethane ~~pending~~and ~~litigation.~~other ~~While~~GHG ~~Occidental~~emissions, ~~has~~and ~~entered~~carbon ~~into~~pricing ~~voluntary~~and ~~conservation~~associated ~~agreements~~allowances, ~~with~~credits, ~~respect~~taxes, tofees or incentives, as well as recent legislative developments such as the OBBBA, could increase costs or reduce demand for certain products. Some of these laws and ~~other~~regulations ~~species~~provide for strict, joint and ~~their~~several ~~associated~~liability, ~~habitat~~and inthe Company could be liable for the ~~Permian~~actions of others, including prior owners or operators of properties or other assets.

12Collectively, ~~OXY~~international, ~~2024~~federal, ~~FORM~~state ~~10-K~~and local government and private actions relating to air emissions may require the Company to incur additional operating and maintenance costs, including for service providers and costs to purchase, operate and maintain emissions control systems, acquire emission allowances or credits, pay taxes or fees for methane and other GHG emissions or comply with new regulatory or reporting requirements. They could also affect permitting or other regulatory approvals or prevent the Company from conducting oil and gas development activities in certain areas. In addition, they could promote the use of alternative sources of energy and thereby decrease demand for the Company’s oil, NGL, natural gas and other products. Future legislation or regulatory or market changes could also increase the cost of consuming or reduce demand for the Company’s products and thereby lower the value of the Company’s reserves, potentially resulting in impairments. Consequently, actions designed to reduce GHG or other air emissions could cause the Company to make changes with respect to its business plan, operations or assets that may have an adverse effect on its financial condition, results of operations, cash flows and reserves.

It is difficult to predict the timing, likelihood and scope of such government and private actions and their ultimate effect on the Company, which could depend on, among other things, the type and extent of air emissions reductions required, the availability and price of emission allowances or credits, carbon accounting standards, the availability and price of alternative fuel sources, the energy sectors covered, market conditions (including consumer responsiveness to such changes), the Company’s ability to recover the costs incurred through its operating agreements or the pricing of its oil, NGL, natural gas and other products and whether service providers are able to pass increased costs through to the Company.

The Company uses and generates regulated substances in its operations, which have resulted in, and may in the future result in, further environmental remediation costs. The Company discloses on a consolidated basis the amounts currently recorded for environmental remediation with respect to existing conditions from alleged past practices at the sites the Company is currently monitoring and the range of reasonably possible additional losses at those sites beyond the amounts currently recorded. For additional discussion of such matters, see Note 1 1 – Environmental Liabilities and Expenditures and Note 1 2 - Lawsuits, Claims, Commitments and Contingencies in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K. In addition, stricter enforcement, changing interpretations or reversal of existing laws and regulations, the enactment of new laws and regulations, the discovery of previously unknown contamination or the imposition of new or increased requirements could require the Company to incur costs or become the basis for new or increased liabilities that could have a material adverse effect on its financial condition, results of operations and cash flows.


OXY 2025 FORM 10-K			11


			table of contents			RISK FACTORS

~~Basin,~~The ~~listing~~Company’s ofcarbon ~~such~~management ~~species~~and ~~may~~sustainability ~~impose~~initiatives ~~significant operational requirements~~ and ~~costs~~strategic ~~and~~objectives ~~increase~~involve ~~the~~significant ~~potential~~risks ~~for litigation~~ and ~~enforcement actions~~uncertainties.

~~Although~~The ~~the~~Company’s ~~foregoing~~aspirations, ~~revisions~~goals, toinitiatives ~~federal~~and ~~onshore~~investments ~~and~~related ~~offshore~~to ~~leasing~~carbon management, ~~royalties~~DAC and ~~permitting~~sustainability, and the ~~CEQ’s~~execution ~~NEPA~~of ~~regulations~~its broader business strategies, ~~recent~~expose ~~listing~~it ~~decisions~~to ~~under~~significant ~~the~~financial, ~~ESA~~operational, ~~and~~regulatory, ~~related~~technological, ~~lawsuits~~legal, ~~have~~market, ~~not~~reputational ~~affected~~and ~~Occidental~~other risks. The Company’s ~~existing~~results ~~production~~of oroperations ~~planned~~depend ~~2025~~on ~~drilling~~the ~~and~~extent ~~completions~~to ~~activity~~which toit ~~date,~~can ~~restrictions,~~execute ~~uncertainty,~~new orbusiness ~~litigation~~strategies ~~could~~effectively, ~~impact~~particularly in the ~~future~~context ~~ability~~of toclimate-related ~~develop~~policies ~~resources~~that ~~efficiently~~seek onto ~~federal~~lower ~~lands~~carbon orintensity, inand ~~projects~~evolving ~~that~~laws, ~~require~~regulations ~~federal~~and ~~actions~~government onand private oractions ~~state~~regarding ~~lands~~the environment and climate change.

~~Certain~~Efforts ~~states~~to ~~where~~reduce ~~Occidental's~~GHG ~~subsidiaries~~emissions, ~~conduct~~other ~~oil~~air ~~and~~emissions ~~gas operations have adopted or proposed significant land use~~ and ~~permitting~~carbon ~~laws~~intensity and ~~regulations~~to ~~that~~advance ~~would~~sustainability ~~impose~~initiatives ~~siting~~are ~~requirements~~subject orto ~~“setbacks”~~numerous onuncertainties ~~certain oil~~ and ~~gas~~contingencies, ~~drilling~~many ~~locations~~of ~~based~~which onare beyond the ~~distance~~Company’s ofcontrol. aThese ~~proposed~~include ~~well~~evolving ~~pad~~market toconditions ~~occupied~~(such ~~structures,~~as ~~require~~demand ~~additional~~for ~~permitting,~~carbon ~~notification~~sequestration and ~~monitoring~~related ~~for~~CO2 ~~various~~removal ~~oil and gas drilling~~credits, ~~completions,~~allowances ~~hydraulic fracturing and production operations~~ or ~~various~~other ~~types of wells and facilities~~attributes), ~~limit~~supply ~~leasing~~chain orconstraints ~~use of state lands~~ or ~~increase~~delays ~~royalty rates, rental rates and fees for~~ (such ~~use,~~as ~~increase~~with ~~bonding,~~respect ~~plugging~~to ~~and~~raw ~~abandonment~~materials, ~~and~~equipment ~~reclamation requirements,~~ and ~~impose~~electrical ~~other operational restrictions. While~~infrastructure), aschanges ofin ~~December~~the ~~31, 2024, Occidental'~~Company’s ~~subsidiaries~~portfolio ~~maintained a significant inventory of permits~~ and ~~permit~~the ~~applications~~availability ~~with applicable regulatory agencies for a substantial portion~~ of ~~their~~grants, ~~planned~~loans ~~2025~~or ~~drilling~~tax ~~and completions activity~~deductions, ~~any~~incentives ~~significant~~or ~~regulatory~~credits ~~delays~~(including, ~~could~~as ~~result~~applicable, inthe ~~changes~~transferability ~~to their development programs and ability to establish new proved undeveloped locations~~thereof).

InCertain ~~recent~~of ~~years,~~ the ~~EPA~~Company’s ~~has~~strategic ~~significantly~~goals ~~expanded~~depend ~~its~~on ~~regulation~~the ofsuccessful ~~chemicals~~implementation ~~under~~of ~~the~~new ~~Toxic~~and ~~Substances~~existing ~~Control~~technologies ~~Act~~on ~~(TSCA).~~a Incommercial ~~2024~~scale, including the ~~EPA~~deployment ~~issued~~of ~~final~~DAC ~~regulations~~technology, ~~with~~start-up ~~respect~~operations toat ~~one~~STRATOS ~~chemical~~and ~~used~~the indevelopment ~~OxyChem’s~~of ~~manufacturing~~proposed ~~operations~~CCUS ~~and~~projects. ~~three~~These ~~other~~technologies ~~chemicals~~are ~~that~~in ~~OxyChem~~various ~~produces~~stages of development or implementation and ~~sells.~~may ~~These~~require ~~regulations~~more ~~phase~~capital, ~~out~~or ~~various~~take ~~uses~~longer ~~over~~to ~~differing~~develop, ~~time~~than ~~periods~~currently ~~and~~expected. ~~require~~The ~~certain~~Company ~~workplace~~may ~~controls~~also ~~for~~be ~~ongoing~~required ~~uses,~~to ~~typically~~develop ~~authorized~~or inimplement ~~industrial~~additional ~~settings.~~technologies Inat ~~December~~substantial ~~2024~~cost, ~~the~~and ~~EPA~~effective ~~designated~~execution ~~vinyl~~of ~~chloride~~these ~~and~~initiatives ~~four~~may ~~other~~necessitate ~~chemicals~~significant asnew ~~high-priority~~capital, ~~substances~~which ~~for~~might ~~which~~not itbe ~~plans~~available toin ~~begin~~the ~~risk~~amounts ~~evaluations,~~or ~~and~~at ~~certain~~the ~~petroleum~~times ~~derivatives~~anticipated. ~~that~~Any itsuch ~~will~~capital‑raising ~~assess~~activities ascould ~~potential~~increase ~~high-priority~~the ~~substances~~Company’s ~~for~~leverage aor ~~subsequent~~overall ~~round~~cost of ~~risk~~doing ~~evaluations~~business. ~~The~~There ~~EPA~~is also ~~issued~~a ~~regulations~~risk tothat ~~simplify~~some ~~its~~of ~~process~~these ~~for~~technologies ~~risk~~may ~~evaluation~~not ~~and~~perform ~~enable~~as itintended, tomay ~~regulate~~fail ~~more~~to ~~chemicals.~~achieve ~~Litigation~~commercial isviability, ~~pending~~ or ~~anticipated~~may ~~regarding~~never ~~these~~develop ~~regulations.~~to ~~Given~~ the ~~scope~~stage ofnecessary to support the ~~EPA~~Company’s ~~final~~long‑term ~~regulations~~plans. ~~and~~Further, ~~its~~these ~~planned~~carbon ~~risk~~management ~~evaluations~~technologies are in competition with technologies being developed by governments and other companies, and the ~~ability~~market offor ~~OxyChem~~carbon sequestration and ~~its~~related ~~customers~~CO2 toremoval ~~use~~credits, ~~certain~~allowances ~~chemicals~~ or ~~manufacture~~other orattributes ~~sell~~is ~~certain~~not ofwell ~~its~~established. ~~products~~If ~~could~~this bemarket ~~restricted~~does not develop, or ~~phased~~if ~~out,~~the ~~which~~regulatory ~~could~~environment ~~impact~~does ~~OxyChem’s~~not ~~costs~~support carbon management activities, ~~sales~~the ~~and~~Company ~~margins~~may not be successful in the carbon management industry.

~~Claims~~Sustainability-related disclosures rely on developing standards, assumptions and methodologies that may continue to change, and new or amended rules could require the Company to modify reported goals or incur additional compliance costs. The Company may face scrutiny from investors, customers, advocacy groups and regulators, and failure, or perceived failure, to meet goals or reporting expectations could result in reputational harm, litigation or enforcement actions. Divergent stakeholder views, legislation and government ~~investigations~~policies on environmental and ~~other~~social ~~proceedings~~matters may ~~adversely~~ affect ~~Occidental~~the Company’s ~~businesses,~~access ~~consolidated~~to ~~financial position~~capital, ~~results~~cost of ~~operations~~financing and ~~cash~~business ~~flows~~relationships.

~~Occidental~~The isCompany’s ~~subject~~low-carbon toinvestments ~~actual~~in ~~and threatened claims~~subsidiaries, ~~litigation~~property, ~~assessments,~~intangibles ~~investigations,~~ and ~~other~~goodwill ~~proceedings,~~are ~~including~~subject ~~proceedings~~to byimpairment ~~governments~~testing. ~~and~~If ~~regulatory~~these ~~authorities,~~initiatives ~~involving~~do anot ~~wide~~perform ~~range~~as ofintended ~~issues,~~or ~~including~~fail ~~regarding~~to ~~its~~achieve ~~drilling,~~commercial ~~manufacturing~~viability or ~~production~~markets ~~processes,~~do ~~commercial~~not ~~disputes~~develop, ~~environmental~~the ~~compliance,~~Company ~~public~~may ~~health~~impair ~~and~~those ~~safety and taxes~~assets. ~~The~~Future ~~outcomes~~costs ofassociated ~~these~~with ~~matters~~reducing ~~are~~emissions ~~inherently unpredictable~~ and ~~subject~~carbon tointensity, ~~significant~~as ~~uncertainties.~~well ~~Determining~~as ~~legal~~impacts ~~reserves~~resulting ~~or reasonably possible losses~~ from ~~such~~other ~~matters~~risk ~~involves~~factors ~~judgment~~described ~~and may not reflect the full range of uncertainties and unpredictable outcomes. Until the final resolution of such matters~~herein, ~~Occidental~~could ~~may~~lead ~~be exposed~~ to ~~losses~~impairments in ~~excess of~~ the ~~amount recorded~~future, ~~and~~particularly if such ~~amounts~~costs ~~could~~significantly beimpact ~~material.~~the ~~Should~~Company’s ~~any~~breakeven ofeconomics. ~~its~~These ~~estimates~~factors ~~and assumptions change or prove to have been incorrect, it~~ could ~~have~~materially aimpact ~~material~~the ~~adverse effect on Occidental~~Company’s ~~businesses, consolidated~~ financial ~~position~~condition, results of operations and cash flows.

~~For~~The ~~additional~~Company ~~discussion~~operates ofin ~~some~~highly ofcompetitive ~~these~~environments ~~matters, see Note 12 – Environmental Liabilities~~ and ~~Expenditures~~may ~~and~~not ~~Note~~be 13able ~~- Lawsuits, Claims, Commitments and Contingencies in the Notes~~ to ~~Consolidated~~source ~~Financial~~production ~~Statements~~or inreplace ~~Part II Item 8 of this Form 10-K~~reserves.

~~Compliance~~Oil ~~costs~~ and ~~liabilities~~gas ~~associated~~reservoirs ~~with~~are ~~health~~characterized by declining production rates. Unless the Company conducts successful exploration or development activities, ~~safety~~acquires ~~and~~properties ~~environmental~~containing ~~laws~~proved ~~and~~reserves, ~~regulations~~or ~~could~~both, ~~have~~proved areserves ~~material~~will ~~adverse~~generally ~~effect~~decline onand ~~Occidental~~negatively impact the Company’s orrevenue. ~~its~~Reserve ~~subsidiaries’~~replacement ~~businesses~~is subject to factors such as geology, ~~financial~~government ~~condition~~regulation, permitting, capital availability, commodity prices, costs of oilfield goods and ~~results~~services and the effectiveness of ~~operations~~development plans, many of which are partially or fully outside of management’s control.

The ~~Occidental~~exploration and ~~its~~production ~~subsidiaries~~of ~~and their respective operations are subject to numerous laws and regulations relating to public and occupational health~~oil, ~~safety~~NGL and ~~environmental~~natural ~~protection,~~gas ~~including~~is ~~those~~a ~~governing~~highly ~~GHG~~competitive ~~and other air emissions, water use and discharges, waste management, environmental remediation and protection of wildlife and ecosystems~~business. The ~~requirements~~Company ofhas ~~these~~many ~~laws~~competitors ~~and~~(including ~~regulations~~national ~~have~~oil ~~become increasingly complex~~companies), ~~stringent~~some ~~and expensive to implement. Costs~~ of ~~compliance~~which ~~with these laws and regulations~~ are ~~significant~~larger and ~~can~~better befunded, ~~unpredictable.~~more ~~These~~risk-tolerant, ~~laws~~have ~~sometimes~~greater ~~provide~~access ~~for strict liability for events that pose an impact or threat~~ to ~~public~~capital, ~~health~~technology and ~~safety~~talent or tohave ~~the~~special ~~environment,~~competencies. ~~including~~As ~~for~~competitors ~~funding~~develop or ~~performance~~adopt ofnew ~~remediation~~technologies ~~and,~~(including inartificial ~~some cases~~intelligence), ~~compensation~~the ~~for~~Company ~~alleged~~may ~~personal~~be ~~injury,~~placed ~~property~~at ~~damage,~~a ~~natural~~disadvantage ~~resource damages, punitive damages, civil penalties, injunctive relief~~ and ~~government~~may ~~oversight~~be ~~costs.~~required ~~Strict~~to ~~liability~~invest ~~can~~significant ~~render~~resources ~~Occidental or its subsidiaries liable for damages without regard~~ to ~~their~~remain ~~degree of care or fault~~competitive. Some environmental laws provide for joint and several strict liability for remediation of spills and releases of hazardous substances or materials, and, as a result, Occidental or its subsidiaries could be liable for the actions of others.

~~Occidental~~Competition ~~and~~for ~~its~~access ~~subsidiaries~~to ~~use~~reserves ~~and~~may ~~generate~~make ~~hazardous~~it ~~substances~~more ordifficult ~~materials~~to infind ~~their~~attractive ~~respective~~investment ~~operations.~~opportunities Inor ~~addition,~~require ~~many~~delay of ~~their~~reserve ~~current~~replacement ~~and~~efforts. ~~former~~Further, ~~properties~~during ~~are,~~periods orof ~~have~~low ~~been~~product prices, ~~used~~any ~~for~~cash ~~industrial~~conservation ~~purposes.~~efforts ~~Accordingly,~~may ~~Occidental~~delay orproduction ~~its~~growth ~~subsidiaries~~and ~~have~~reserve ~~been~~replacement efforts. Also, ~~and~~there ~~could~~is ~~become,~~substantial ~~subject~~competition tofor ~~significant~~capital ~~liabilities~~available ~~relating~~for toinvestment in the ~~investigation,~~oil ~~assessment~~ and ~~remediation~~gas ofindustry. ~~potentially~~The ~~contaminated~~Company ~~properties~~may ~~and~~be unable to ~~claims~~acquire ~~alleging~~properties, ~~personal~~grow ~~injury~~production or ~~property~~replace ~~damage~~reserves. ~~as a result~~

~~OXY~~In ~~2024~~addition, ~~FORM~~the 10Company’s acquisition activities carry risks including the potential for less-Kthan-expected 13reserves or production or changed circumstances, such as declines in oil, NGL and natural gas prices, unexpected integration costs or difficulties, share price declines based on the market’s evaluation of the activity or unforeseen liabilities.

The Company may not be successful in finding, developing or acquiring additional reserves, and its efforts may not be economic. The value of Occidental’s securities and its ability to raise capital will be adversely impacted if it is not able to replace reserves that are depleted by production or replace its declining production with new production by successfully allocating capital to maintain its reserves and production base.


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			table of contents			RISK FACTORS

ofThe ~~exposures~~Company’s ~~to,~~oil orand ~~releases~~gas ~~of,~~reserves ~~hazardous~~and ~~substances~~other orsignificant ~~materials.~~financial ~~For~~statement ~~example,~~items as of the date of this filing, Occidental believes its range of reasonably possible additional losses of its subsidiaries for environmental remediation, beyond those amounts currently recorded, at the 158 sites they are ~~currently~~estimates ~~monitoring~~based ~~with respect to existing conditions from alleged past practices could be up to $1.9 billion~~ on aprofessional ~~consolidated~~judgment ~~basis. For additional discussion of such matters, see Note 12 – Environmental Liabilities~~ and ~~Expenditures~~may ~~and~~be ~~Note~~subject ~~13 - Lawsuits, Claims, Commitments and Contingencies in the Notes~~ to ~~Consolidated Financial Statements in Part II Item 8 of this Form 10-K~~revision.

InReported ~~addition,~~oil ~~stricter~~and ~~enforcement,~~gas ~~changing~~reserves ~~interpretations~~are orestimates ~~reversal~~based ofon ~~existing~~professional ~~laws~~judgment and ~~regulations~~numerous assumptions regarding geophysical, ~~the~~engineering, ~~enactment~~technical ofand ~~new~~economic ~~laws~~factors. The procedures and ~~regulations~~methods for estimating the reserves by the Company’s internal engineers have been reviewed by independent petroleum consultants. However, those procedures and methods are complex and require significant decisions and assumptions in the ~~discovery~~evaluation of ~~previously~~available ~~unknown~~geological, ~~contamination~~geophysical, orengineering and economic data for each reservoir and the ~~imposition~~resulting ofestimated ~~new~~oil orand ~~increased~~gas ~~requirements~~reserves ~~could~~are ~~require~~therefore ~~Occidental~~inherently oruncertain ~~its~~and ~~subsidiaries~~may tobe ~~incur~~estimated ~~costs~~differently orby ~~become~~different engineers, even when analyzing the ~~basis~~same ~~for~~data. ~~new~~Actual orproduction, ~~increased~~revenues, ~~liabilities~~expenditures, ~~that~~oil, ~~could~~NGL ~~have~~and anatural ~~material~~gas ~~adverse~~prices ~~effect~~and ontaxes ~~their~~with ~~respective~~respect ~~businesses,~~to ~~financial~~the ~~condition~~Company’s reserves may vary from estimates and ~~results~~the ofvariance ~~operations~~may be material.

~~Occidental~~In addition, the discounted cash flows included in this Form 10-K should not be construed as the fair value of the reserves attributable to the Company’s properties. The estimated discounted future net cash flows from proved reserves are based on an unweighted arithmetic average of the first-day-of-the-month price for each month within the year in accordance with SEC regulations. Actual future prices and costs may ~~experience~~differ ~~delays~~materially from SEC regulation-compliant prices and costs used for purposes of estimating future discounted net cash flows from proved reserves. Also, ~~cost~~actual ~~overruns~~future net cash flows may differ from these discounted net cash flows due to the amount and timing of actual production, ~~losses~~availability of financing for capital expenditures necessary to develop the Company’s undeveloped reserves, supply and demand for oil, NGL or ~~other~~natural ~~unrealized~~gas, ~~expectations~~increases or decreases in ~~development~~consumption ~~efforts~~of oil, NGL or natural gas and ~~exploration~~changes ~~activities~~in government regulations or taxation.

~~Oil~~In preparing its periodic reports and financial statements, ~~NGL~~the Company is required to make estimates and ~~natural~~assumptions ~~gas~~as ~~exploration~~of a specified date. These estimates and ~~production~~assumptions, ~~activities~~including ~~are~~those ~~subject~~related to ~~numerous~~oil ~~risks~~and ~~beyond~~gas ~~Occidental~~or other reserves, are based on management’s ~~control,~~best ~~including~~knowledge and experience at the ~~risk~~time, ~~that~~but ~~drilling~~are ~~will~~subject ~~not~~to ~~result~~substantial uncertainty. Changes in ~~commercially~~business ~~viable~~plans, ~~oil~~market conditions, ~~NGL~~commodity prices, and ~~natural~~the ~~gas~~pace ~~production~~of energy transition or new information may materially differ from estimates. InIf ~~its~~these ~~development~~estimates and ~~exploration~~assumptions ~~activities,~~prove ~~Occidental~~to ~~bears~~be inaccurate or materially differ from actual results, the ~~risks~~Company’s financial position, results of: operations and cash flows could be adversely affected.

~~■Equipment~~The ~~failures;~~Company may experience delays, cost overruns, losses or unrealized expectations in development efforts and exploration activities.

~~■Construction~~Oil, ~~delays;~~NGL and natural gas exploration and production activities are subject to numerous risks beyond the Company’s control, including the risk that drilling will not result in commercially viable oil, NGL or natural gas production. In its development and exploration activities, the Company bears the risks of:

~~■Escalating~~•Equipment ~~costs for, competition for, shortages of or delays in services, materials, supplies, equipment or labor~~failures;

~~■Increasing~~•Construction ~~prices as a result of broad inflation~~delays;

~~■Property~~•Escalating costs for, competition for, shortages of or ~~border~~delays ~~disputes~~in services, materials, supplies, equipment or labor or other supply chain constraints;

~~■Disappointing~~•Increasing ~~drilling~~prices ~~results~~as ora ~~reservoir~~result ~~performance~~of inflation;

~~■Title~~•Disappointing ~~problems~~drilling ~~and~~results ~~other~~or ~~associated~~reservoir ~~risks that may affect its ability to profitably grow production, replace reserves and achieve its targeted returns~~performance;

■•Actions by third-party operators of its properties;

■•Delays imposed by or resulting from compliance with permits, laws, regulations or litigation and costs of drilling wells on lands subject to complex development terms ~~and~~or circumstances; ~~and~~

■•Oil, NGL and natural gas gathering, transportation and processing availability, restrictions or limitations.; and

~~Exploration~~•Title, isproperty ~~inherently~~or ~~risky~~access ~~and~~issues isor ~~subject~~border todisputes ~~delays,~~and ~~misinterpretation~~other ofassociated ~~geologic~~risks orthat ~~engineering~~may ~~data,~~affect ~~unexpected~~its ~~geologic~~ability ~~conditions~~to orprofitably ~~finding~~grow ~~reserves of disappointing quality or quantity~~production, ~~which~~replace ~~may~~reserves ~~result~~and inachieve ~~significant~~its ~~losses~~targeted returns.

~~Occidental’s~~Exploration ~~oil~~is inherently risky and ~~gas~~is ~~business~~subject ~~operates~~to indelays, ~~highly~~misinterpretation ~~competitive~~of ~~environments~~geologic or engineering data, ~~which~~unexpected ~~affect~~geologic conditions or finding reserves of disappointing quality or quantity, ~~among~~which ~~other~~could ~~things~~have a material adverse effect on the Company’s financial condition, ~~its~~results ~~ability~~of tooperations, ~~source~~cash ~~production~~flows and ~~replace~~ reserves.

The exploration and production of oil, NGL and natural gas is a highly competitive business. Occidental has many competitors (including national oil companies), some of which: (i) are larger and better funded; (ii) may be willing to accept greater risks; (iii) have greater access to capital; (iv) have substantially larger staffs; or (v) have special competencies. Results of operations, reserves replacement and the level of oil and gas production depend, in part, on OccidentalCompany’s ~~ability~~operations tocould ~~profitably~~be ~~acquire~~adversely ~~additional~~affected ~~reserves.~~if ~~Competition for access to reserves may make~~ it ~~more~~is ~~difficult~~unable to ~~find~~source ~~attractive~~water ~~investment~~or ~~opportunities~~sand or ~~require~~dispose ~~delay~~ of ~~reserve~~surplus ~~replacement efforts~~fluids. Further, during periods of low product prices, any cash conservation efforts may delay production growth and reserve replacement efforts. Also, there is substantial competition for capital available for investment in the oil and natural gas industry. Occidental’s failure to acquire properties, potentially grow production, replace reserves and attract and retain qualified personnel could have a material adverse effect on its cash flows and results of operations. Further, as its competitors use or develop new technologies (including with respect to their generative artificial intelligence capabilities), Occidental may be placed at a competitive disadvantage, and competitive pressures may force it to implement new technologies at a substantial cost.

InWater ~~addition,~~and ~~Occidental’s~~sand ~~acquisition~~are ~~activities~~essential ~~carry~~inputs ~~risks~~for ~~that~~the itexploration ~~may:~~and ~~(i)~~production ~~not~~of ~~fully~~oil ~~realize~~and ~~anticipated~~gas. ~~benefits~~The ~~due~~Company’s ability to ~~less-than-expected~~obtain ~~reserves~~water or ~~production~~sand orfor ~~changed~~its ~~circumstances,~~operations may be affected by factors such as ~~declines~~regional insupply ~~oil~~and demand, ~~NGL~~price volatility, transportation availability and ~~natural~~other ~~gas~~market ~~prices;~~conditions. ~~(ii)~~Additionally, ~~bear~~some ~~unexpected~~government ~~integration~~authorities ~~costs~~have orrestricted ~~experience~~the ~~other~~use ~~integration~~of ~~difficulties;~~water ~~(iii)~~subject ~~experience~~to ~~share~~their ~~price~~jurisdiction ~~declines~~for ~~based~~hydraulic fracturing. Restrictions on sourcing water or sand, increased costs or regulatory changes affecting the ~~market’s~~use ~~evaluation~~of these inputs could disrupt operations, increase expenses or limit production. Compliance with evolving environmental regulations or shortages of water or sand may require the ~~activity;~~Company to curtail activities or ~~(iv)~~incur additional costs. As a result, the Company may be ~~subject~~unable to ~~liabilities~~economically ~~that~~produce ~~are~~oil, ~~greater~~NGL ~~than~~and ~~anticipated~~natural gas, which could have a material adverse effect on its financial condition, results of operations and cash flows.

~~Occidental’s~~OXY ~~oil~~2025 ~~and~~FORM ~~gas~~10-K ~~reserve additions may not continue at the same rate and a failure to replace reserves may negatively affect Occidental’s businesses.~~13

Producing oil and natural gas reservoirs generally are characterized by declining production rates that vary depending upon reservoir characteristics and other factors. Unless Occidental conducts successful exploration or development activities, acquires properties containing proved reserves, or both, proved reserves will generally decline and negatively impact Occidental’s businesses. Occidental may not be successful in finding, developing or acquiring additional reserves, and its efforts may not be economic. Its ability to make the necessary capital investment to maintain or expand its asset base of oil and gas reserves would be limited to the extent cash flow from operations is reduced and external sources of capital become limited or unavailable. The value of Occidental’s securities and its ability to raise capital will be adversely

14 OXY 2024 FORM 10-K


			table of contents			RISK FACTORS

~~impacted~~The ifCompany itmust isalso ~~not~~dispose ~~able~~of tothe ~~replace~~surplus ~~reserves~~fluids ~~that~~produced ~~are~~from ~~depleted~~oil byand ~~production~~gas operations, including produced water, either directly or ~~replace~~through ~~its~~the ~~declining~~use ~~production~~of ~~with~~third-party ~~new~~vendors. ~~production~~Legal byrequirements ~~successfully~~related ~~allocating~~to ~~annual~~the ~~capital~~subsurface injection of produced water are subject to ~~maintain~~change. ~~its~~In ~~reserves~~response to increased seismic activity, some states have curtailed water disposal and ~~production~~suspended ~~base.~~disposal ~~Occidental~~permits ~~expects~~in ~~infill~~seismic ~~development~~response ~~projects~~areas (SRAs), ~~extensions~~particularly in deep disposal wells, ~~discoveries~~and adopted additional regulations governing produced water disposal and ~~improved~~recycling. ~~recovery~~While the Company has retained the ability to ~~continue~~dispose asof ~~main~~surplus ~~sources~~produced ~~for~~water ~~reserve~~under ~~additions~~applicable ~~but~~guidelines ~~factors~~and ~~such~~regulations, asincreased ~~geology~~seismicity and formation pressures, ~~government~~or ~~regulations~~responses to such events by agencies and ~~permits~~companies, such as curtailing or relocating disposal, could impact the ~~effectiveness~~location, timing and cost of development ~~plans~~programs and ~~the~~existing ~~ability~~operations, toparticularly ~~make~~in ~~the~~or ~~necessary~~near ~~capital~~SRAs. ~~investments~~Restrictions or ~~acquire~~higher ~~capital~~operating ~~are~~costs ~~partially~~as a result of more stringent regulations, permits or ~~fully~~government ~~outside~~directives, ~~management~~potential litigation or other developments could materially impact the Company’s ~~control~~ability ~~and~~to dispose of produced water, which could ~~cause~~have a material adverse effect on its financial condition, results toof ~~differ~~operations ~~materially~~and ~~from~~cash ~~expectations~~flows.

~~Occidental~~The Company’s ~~oil~~production ~~and~~from ~~gas~~CO2 ~~reserves~~EOR ~~are~~operations ~~estimates~~may ~~based~~decline onif ~~professional~~it ~~judgments~~is ~~and~~unable ~~may~~to beobtain ~~subject~~sufficient toamounts ~~revision~~of CO2.

~~Reported~~CO2 ~~oil~~EOR ~~and~~operations ~~gas reserves~~ are ancritical ~~estimate~~to ~~based~~the onCompany’s ~~periodic~~long-term ~~review~~strategy. ofOil ~~reservoir characteristics and recoverability, including~~ production ~~decline~~from ~~rates,~~these ~~operating~~projects ~~performance~~depends ~~and~~on ~~economic~~reliable ~~feasibility~~access atto ~~the~~sufficient ~~prescribed~~amounts ~~weighted~~of ~~average~~naturally ~~commodity~~occurring ~~prices,~~or ~~future~~anthropogenic ~~operating~~(human-made) ~~costs~~CO2. ~~and~~Supply ~~capital~~disruptions ~~expenditures~~due to, ~~workover~~among ~~and~~other ~~remedial costs~~things, ~~assumed~~CO2 ~~effects~~producing ofwell ~~regulation~~and byfacility ~~government agencies~~issues, ~~the~~third-party ~~quantity~~failures, ~~quality~~regulatory ~~and~~constraints ~~interpretation~~or ofmarket ~~relevant~~conditions ~~data,~~could ~~taxes~~limit ~~and~~CO2 availability ~~of funds. The procedures~~ and ~~methods~~delay ~~for~~or ~~estimating~~reduce ~~the reserves by Occidental’s internal engineers were reviewed by independent petroleum consultants~~production. ~~The~~This ~~process~~could ofhave ~~estimating~~a ~~oil~~material ~~and~~adverse ~~natural~~effect ~~gas~~on ~~reserves, however, is complex and requires significant decisions and assumptions in~~ the evaluation of available geological, geophysical, engineering and economic data for each reservoir and is therefore inherently uncertain. Actual production, revenues, expenditures, oil, NGL and natural gas prices and taxes with respect to OccidentalCompany’s ~~reserves~~financial ~~may vary from estimates and the variance may be material. If Occidental were required to make significant negative reserve revisions~~condition, ~~its~~ results of operations ~~and~~or ~~stock~~cash ~~price could be adversely affected~~flows.

~~In addition~~Acquisitions, ~~the~~divestitures ~~discounted~~and ~~cash~~other ~~flows~~transactions ~~included~~may incause ~~this~~financial ~~Form~~results ~~10-K should not be construed as the fair value of the reserves attributable~~ to Occidental’s properties. The estimated discounted future net cash flows from proved reserves are based on an unweighted arithmetic average of the first-day-of-the-month price for each month within the year in accordance with SEC regulations. Actual future prices and costs may differ ~~materially~~ from SEC regulation-compliant prices and costs used for purposes of estimating future discounted net cash flows from proved reserves. Also, actual future net cash flows may differ from these discounted net cash flows due to the ~~amount and timing of actual production, availability of financing for capital expenditures necessary to develop Occidental~~Company’s ~~undeveloped~~or ~~reserves,~~investors’ ~~supply and demand for oil~~expectations, ~~NGL~~may ~~and~~not ~~natural~~deliver ~~gas,~~anticipated ~~increases~~benefits ~~or decreases in consumption of oil, NGL~~ and ~~natural~~could ~~gas~~disrupt ~~and~~current ~~changes in government regulations or taxation~~operations.

~~Occidental~~The ~~has~~success ~~previously~~of ~~recorded~~acquisitions, ~~impairments~~divestitures and other transactions will depend, in part, on the Company’s ability to successfully complete and realize the anticipated benefits of ~~its~~such ~~assets~~transactions. Both acquisitions and ~~will~~divestitures ~~continue~~(including the OxyChem Transaction) and associated restructuring may result in the Company bearing unforeseen or greater liabilities, costs, tax consequences or regulatory or contractual issues than anticipated and divert management’s attention from ongoing business operations. In addition, in the case of acquisitions, difficulties in integrating businesses or employees may result in the failure to ~~assess~~realize anticipated results, benefits and synergies in the expected timeframes and in operational challenges. Any of the foregoing risks associated with acquired or divested properties or businesses may have an adverse impact on the Company’s financial condition, operating results or cash flows. For further ~~impairments~~information ~~across~~on ~~its~~such ~~asset~~transactions, ~~portfolio~~see Note 4 - Acquisitions, Divestitures and Other Transactions in the ~~future~~Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.

An Occidental ~~has~~subsidiary ~~recorded~~acts ~~impairments~~as of its proved and unproved oil and gas properties resulting from prolonged declines in oil and gas prices, changes in development plans or operating costs and negative well results and may record such impairments in the ~~future.~~general ~~Past~~partner ~~impairments included pre-tax impairment and related charges to both proved and unproved oil and gas properties and a lower~~ of ~~cost~~WES, ~~or net realizable value adjustment for crude inventory. If there is an adverse downturn of the macroeconomic conditions and if such downturn is expected to or does persist for~~ a ~~prolonged~~publicly ~~period~~traded ofmaster ~~time, Occidental’s assets, including, but not~~ limited topartnership, ~~property,~~which ~~investments, and inventory,~~ may beinvolve ~~subject~~potential tolegal ~~further testing for impairment, which could result in additional non-cash asset impairments~~liability. ~~Such impairments could be material to the financial statements.~~

An Occidental ~~may~~subsidiary, ~~subject~~Western ~~its~~Midstream ~~low-carbon~~Holdings, ~~initiatives~~LLC, ~~including~~acts ~~related~~as ~~acquisitions~~the general partner of WES, ~~investments~~a publicly traded master limited partnership. Its general partner interest in ~~unconsolidated~~WES ~~subsidiaries,~~may ~~property,~~increase ~~intangibles,~~the ~~and~~possibility ~~goodwill,~~that toit ~~impairment~~could ~~testing.~~be Ifsubject ~~Occidental’s~~to ~~subsidiaries~~claims ~~are~~of ~~not~~breach ~~successful~~of induties ~~these~~owed ~~development-stage~~to ~~initiatives~~WES, including ~~DAC,~~claims ~~CCUS~~of ~~and~~conflict ~~other~~of ~~low-carbon~~interest. ~~projects,~~Any ~~investments~~such claims could increase the Company’s costs and ~~ventures,~~any liability resulting from such ~~impairments~~claims could behave a material toadverse effect on the Company’s financial ~~statements.~~condition, operating results or cash flows.

~~Future~~The ~~costs~~Company ~~associated~~is ~~with~~exposed ~~reducing emissions and carbon intensity, as well as impacts resulting from other risk factors described herein, could lead~~ to ~~impairments in the future~~cybersecurity, ifdigital ~~such~~infrastructure ~~costs~~and ~~significantly~~data ~~increase~~security ~~Occidental’s breakeven economics~~risks.

~~Acquisitions~~The Company relies on technology to enable its business operations. The increasing use of digital technology, ~~divestitures~~information technology and ~~other~~operational ~~transactions~~technology, ~~may~~including ~~cause~~services ~~Occidental’s~~and ~~financial~~networks ~~results~~maintained toby ~~differ~~the ~~from~~Company as well as third parties, exposes the Company’s ~~expectations~~to evolving threats, including unauthorized access, ransomware or other malware, service disruptions, threats to the ~~expectations~~security of ~~the~~facilities ~~investment~~and ~~community~~infrastructure, ~~Occidental~~cyber ~~may~~terrorism, ~~not~~critical ~~achieve~~infrastructure ~~the~~attacks, ~~anticipated~~supply ~~benefits~~chain ofattacks ~~such~~and ~~transactions~~other attacks on third-party vendors. Cyber incidents, ~~and~~whether from insiders or external actors, such ~~transactions~~as ~~may~~criminals, hacktivists or nation state threat actors, could disrupt operations or compromise sensitive information, which may impact the Company’s ~~current~~reputation, ~~plans~~result in regulatory penalties or ~~operations.~~result in financial losses.

~~The~~Technology ~~success~~failures, network disruptions and breaches of ~~acquisitions,~~data ~~divestitures~~security ~~and~~could ~~other~~disrupt ~~transactions~~the ~~will~~Company’s ~~depend,~~operations in ~~part~~numerous ways, onincluding ~~Occidental’s~~by ~~ability~~causing toaccidents, ~~successfully~~delays ~~complete~~or losses and ~~realize~~impacts to the ~~anticipated~~Company’s ~~benefits~~workforce, ofcustomers ~~such~~and ~~transactions.~~local Incommunities, ~~the~~impeding ~~case~~processing of ~~acquisitions~~transactions and reporting financial results, ~~including~~and leading to the ~~CrownRock~~unintentional ~~Acquisition,~~disclosure ~~difficulties~~of inCompany, ~~integrating~~partner, ~~businesses~~customer ~~and/~~or ~~employees~~employee ~~may~~information. ~~result~~In inaddition, the ~~failure~~Company faces risks related to ~~realize~~the ~~anticipated~~unauthorized ~~results~~access, ~~benefits~~theft or misuse of proprietary information, including intellectual property, trade secrets and ~~synergies~~sensitive inbusiness ~~the~~data. ~~expected~~These ~~timeframes~~risks may arise not only from external actors but also from current or former insiders, inincluding ~~operational~~former ~~challenges~~employees, ~~and~~contractors inor other parties with prior access to the ~~diversion~~Company’s systems. Loss or compromise of ~~management~~proprietary information could adversely impact the Company’s ~~attention~~competitive ~~from~~position, ~~ongoing~~strategic initiatives or business ~~concerns~~relationships. The Company also has exposure to cybersecurity risks where its systems, asdata ~~well~~and asproprietary ininformation ~~unforeseen~~are ~~expenses~~accessed, ~~associated~~collected, hosted and/or processed by third-party cloud and other service providers. The Company also faces increased risk with the ~~acquisitions~~growing sophistication of artificial intelligence capabilities, which may ~~have~~improve anor ~~adverse~~expand ~~impact~~the onexisting ~~Occidental’s~~capabilities ~~financial~~of ~~results.~~

~~One~~14 ofOXY ~~Occidental’s~~2025 ~~subsidiaries~~FORM ~~acts as the general partner of WES, a publicly traded master limited partnership, which may involve potential legal liability.~~10-K

One of Occidental’s subsidiaries acts as the general partner of WES, a publicly traded master limited partnership. Its

OXY 2024 FORM 10-K 15


			table of contents			RISK FACTORS

~~general~~cyber ~~partner~~threat ~~interest~~actors. inWhile ~~WES may increase~~ the ~~possibility~~Company ~~that~~uses itadvanced ~~could be subject to claims of breach of duties owed to WES~~technologies, including ~~claims~~AI-based oftools, ~~conflict~~to ofstrengthen ~~interest.~~its ~~Any~~defenses ~~such claims could increase Occidental’s costs~~ and ~~any~~support ~~liability~~business ~~resulting~~operations, ~~from~~ such ~~claims~~measures ~~could~~may ~~have~~not abe ~~material~~successful ~~adverse~~in ~~effect~~preventing ~~on Occidental’s financial condition, operating results~~ or ~~cash~~mitigating ~~flows~~cyber threats.

~~Occidental~~Moreover, islaws ~~exposed~~and regulations governing cybersecurity and data privacy and the unauthorized disclosure of confidential, regulated or protected information pose increasingly complex compliance challenges and potential costs, and any failure to ~~cyber-related~~comply ~~risks.~~with these requirements or other applicable laws and regulations in this area could result in significant regulatory penalties or other legal liabilities.

~~The~~Despite ~~oil~~robust ~~and~~cybersecurity ~~gas~~measures, ~~industry~~the isCompany ~~increasingly~~has ~~dependent~~experienced oncyber-attacks ~~information~~in ~~technology~~the ~~(IT)~~past and ~~industrial~~expects ~~control~~such ~~systems~~threats ~~(ICS)~~ to ~~conduct~~continue ~~certain~~to ~~exploration~~evolve, ~~development~~including ~~and~~increasing ~~production~~in ~~activities~~magnitude and sophistication. ~~Occidental~~The ~~relies~~cyber onrisk ~~digital~~landscape ~~and~~changes ~~industrial~~over ~~control~~time ~~systems,~~due ~~related~~to ~~infrastructure,~~a ~~technologies~~variety of internal and ~~networks~~external tofactors, ~~run~~including ~~its~~during ~~businesses~~geopolitical tensions and toas ~~control~~a ~~and~~result ~~manage~~of ~~its~~technological ~~oil~~developments. ~~and~~There ~~gas,~~can ~~chemical,~~be ~~marketing~~no assurance that the Company’s cybersecurity and ~~pipeline~~operational ~~operations.~~resilience ~~Use~~measures, ofor the ~~internet~~efforts of its partners, ~~cloud~~will ~~services~~be sufficient to prevent, ~~mobile~~identify ~~communication~~or ~~systems~~effectively ~~and~~address ~~other~~cybersecurity ~~public~~incidents. ~~networks~~The ~~exposes~~Company ~~Occidental’s~~may ~~businesses~~incur significant increased costs in order to ~~the~~continue ~~risk~~to ofenhance its cybersecurity measures and to investigate and remediate cybersecurity incidents. A significant cyber ~~attacks,~~incident ~~which~~could have ~~escalated~~a inmaterial ~~recent~~adverse ~~years~~affect ~~and~~on ~~which~~the ~~include~~Company’s financial condition, ~~but~~results ~~are~~of ~~not~~operations ~~limited~~or ~~to:~~cash flows.

~~■Unauthorized~~Insurance ~~access~~does ~~to,~~not orcover ~~control~~all ~~or disclosure of~~risks, ~~sensitive~~which ~~information~~could ~~about~~result ~~Occidental’s~~in ~~businesses~~significant ~~and~~financial ~~its~~exposure. ~~employees;~~

~~■Compromise~~Third-party ofinsurance ~~Occidental’s~~may ~~data~~not provide adequate, or ~~systems~~any, ~~including~~coverage ~~corruption~~with respect to the risks the Company faces or the Company may be self-insured or uninsured with respect to the related losses. In addition, ~~sabotage~~under certain circumstances, ~~encryption~~the orCompany ~~acts~~may be liable for environmental conditions on properties that ~~otherwise~~it ~~render~~currently ~~its~~owns, ~~data~~leases or ~~systems~~operates ~~unusable~~that (were caused by previous owners or ~~those~~operators of those properties. As a result, the Company may incur substantial liabilities to third parties ~~with~~or ~~whom~~government ~~Occidental~~entities for which it does ~~business~~not have sufficient insurance coverage, ~~including~~which ~~third~~could reduce or eliminate funds available for exploration, development, acquisitions or other investments, or cause it to incur losses. The Company relies on existing liquidity, financial resources and borrowing capacity to meet short-~~party~~term ~~cloud~~obligations that arise from time to time, but there can be no assurance that those sources will be available or adequate. The occurrence of a significant incident, series of events or unforeseen liability for which the Company is self-insured, not fully insured or uninsured or for which the insurance recovery is significantly delayed could have a material adverse effect on the Company’s financial condition, results of operations and ITcash ~~service~~flows. ~~providers);~~

~~■Theft~~OXY or2025 ~~manipulation~~FORM of10-K ~~Occidental’s proprietary information;~~15

■Ransom;

■Extortion;

■Threats to the security of Occidental’s facilities and infrastructure; and

■Cyber terrorism.

In addition, Occidental has exposure to cybersecurity risks where its data and proprietary information are collected, hosted, and/or processed by third-party cloud and service providers. Occidental’s risks may be exacerbated by a delay or failure to detect a cybersecurity incident or understand the full extent of such incident notwithstanding its risk management processes and controls. Occidental faces risks associated with new and ever-increasing phishing technologies and hidden malware as well as risks associated with electronic data proliferation and technology digitization. Occidental also faces increased risk with the growing sophistication of generative artificial intelligence capabilities, which may improve or expand the existing capabilities of cybercriminals described above in a manner Occidental cannot predict at this time.

Information and industrial control technology system failures, network disruptions and breaches of data security could disrupt Occidental’s operations by causing delays, impeding processing of transactions and reporting financial results, or leading to the unintentional disclosure of Company, partner, customer or employee information that could damage its reputation. A cyber attack on Occidental’s information or industrial control systems and related infrastructure, or those of its business associates, suppliers, contractors, joint venture partners or third-party service providers, could negatively impact Occidental’s operations in a variety of ways, including, but not limited to:

■Adversely impacting Occidental’s ability to compete for oil and natural gas resources;

■Resulting in delays and failure to reach the intended target or cause a drilling incident;

■Resulting in a loss of production or accidental discharge;

■Resulting in a disruption of the manufacturing and marketing of its products or a potential HSE hazard;

■Resulting in supply chain disruptions, which could delay or halt Occidental’s construction and development projects;

■Delaying or preventing Occidental from producing, transporting, processing and marketing its production;

■Slowing or halting commodities trading, thus preventing Occidental from marketing its production or engaging in hedging activities;

■Adversely impacting the natural gas market;

■Causing operational disruption;

■Resulting in events of non-compliance which could then lead to regulatory fines or other penalties and legal liability; and

■Damaging Occidental’s reputation, subjecting it to potential financial or legal liability, regulatory fines and penalties and requiring it to incur significant costs, including compliance costs and costs to repair or restore its systems and data or to take other remedial steps.

While Occidental has experienced cyber attacks in the past, it has not suffered any material losses. However, the cyber risk landscape changes over time due to a variety of internal and external factors, including during political tensions, war or other military conflict or civil unrest. There can be no assurance that Occidental’s cybersecurity measures, or the efforts of its partners, will be sufficient to prevent or identify cybersecurity incidents. Although Occidental has implemented controls and multiple layers of security that it believes are reasonable to mitigate the risks of a cybersecurity incident, there can be no assurance that Occidental’s response will be successful or effectively address an incident on a timely basis.

Moreover, laws and regulations governing cybersecurity and data privacy and the unauthorized disclosure of confidential or protected information pose increasingly complex compliance challenges and potential costs, and any failure

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to comply with these data privacy requirements or other applicable laws and regulations in this area could lead to a loss of sensitive information and result in significant regulatory or other penalties and legal liability.

If in the future Occidental’s cybersecurity measures are compromised or prove insufficient, the potential consequences to Occidental’s businesses and the communities in which it operates could be significant. Occidental could suffer interruptions in its ability to manage its operations and damage to its reputation. As cyber attacks continue to evolve in magnitude and sophistication, Occidental may be required to expend additional resources in order to continue to enhance its cybersecurity measures and to investigate and remediate any digital and operational systems, related infrastructure, technologies and network security vulnerabilities, which would increase its costs. Occidental also may incur large expenditures to investigate or remediate, to recover data, to repair or replace networks or information systems or to protect against similar future events. Disruption to Occidental’s operations, damage to its reputation, and a system failure or data security breach, or a series of such failures or breaches, could materially adversely affect its businesses, financial condition, results of operations or cash flows.

Climate change and further regulation of GHG and other air emissions may adversely affect Occidental’s businesses and results of operations.

Continuing political, social and industry attention to climate change has resulted in both existing and pending international agreements and national, regional and local legislation and regulatory programs to report on and reduce GHG emissions, including emissions from the production and use of oil and gas and associated products as well as the use of or support for emissions reduction technologies. The Biden Administration identified climate change as a priority and issued numerous executive orders, national GHG emissions reduction goals under the Paris Agreement, guidance on environmental and social analysis of GHG emissions, moratoria on certain oil and gas permitting and infrastructure, and new and expanded regulations on emissions from oil and gas, chemical and midstream operations seeking to prohibit or restrict oil and gas development activities in certain areas, reduce the use of petroleum products in transportation, electricity generation and other sectors, expand renewable energy sources, and reduce GHG emissions.

Significantly expanding upon the EPA’s 2012 and 2016 regulations of methane emissions from certain new oil and gas operations, the EPA developed a methane emissions reduction program under the Clean Air Act and the IRA with three key components: (i) direct regulations issued in December 2023 for methane and VOC emissions from nearly all U.S. onshore oil and gas wells and facilities, with the EPA directly enforcing federal New Source Performance Standards (NSPS) starting in 2024 that collectively expand leak detection and reporting, identify larger sources the EPA calls “super emitters,” phase out routine flaring and gas-driven pneumatic devices and pumps, and require advanced methane detection technology, and the states applying EPA-approved Emissions Guidelines (EG) for existing operations no later than 2029; (ii) significant amendments to the EPA’s GHG Reporting Rule that the EPA issued in April 2024 for most U.S. oil and gas facilities to incorporate more oil and gas equipment and sources, add a source category of “other large release events,” require greater use of measurements instead of emission factors, revise emissions estimation methods and calculations, and add reporting categories for use and sequestration of captured CO2; and (iii) an escalating “methane waste emissions charge” under the IRA, for which the EPA issued final regulations in November 2024 to collect on reported upstream and midstream methane emissions from oil and gas facilities above specified intensity thresholds for applicable sectors of the oil and gas industry, starting at $900 per metric ton of methane emitted in 2024 above applicable thresholds, and increasing to $1,200 per ton in 2025, and $1,500 per ton in 2026 and thereafter.

Supplementing the EPA’s methane emissions reduction program, the BLM issued final regulations in April 2024 to restrict venting and flaring from oil and gas operations on federal lands. The EPA finalized several other regulations of GHG emissions in 2024, including NSPS and EG for electric generating units, multi-pollutant emissions standards for light- and medium-duty vehicles and GHG emissions standards for heavy-duty vehicles. Finally, the DOE also implemented several environmental and climate-focused initiatives in 2024, including funding numerous low-carbon and emissions reduction projects and setting national energy efficiency standards for residential, commercial and industrial appliances and equipment that promote electrification. Since the foregoing regulations are final, they may remain in effect unless vacated by pending or anticipated litigation or rescinded by congressional action or new regulatory action by the Trump Administration.

As part of its development of six proposed sequestration hubs, OLCV has filed multiple permit applications with the EPA for Underground Injection Control (UIC) Class VI CO2 injection wells in Louisiana and Texas. These permits are necessary to construct and operate sequestration hubs. In December 2023, the EPA granted Louisiana primary authority for permitting and oversight of Class VI injection wells, and the Louisiana Department of Energy and Natural Resources assumed permitting authority over its pending applications in the state in 2024. Texas has also applied for such authority, a process which is expected to take up to two years, so OLCV expects that the EPA will continue to process its pending Class VI permit applications in Texas. Denial of Class VI permits or significant delays in their issuance could adversely affect the cost, timing, financing and competitiveness of OLCV’s planned hub development.

Various U.S. states have established rules aimed at disclosing GHG emissions and climate-related risks, mandating a transition of energy supplies, imposing liability for climate mitigation and adaptation on the oil and gas industry or other sectors or mandating emissions reductions. For example, some states have adopted GHG cap and trade programs that require major sources of emissions, such as electric power plants, or major producers of fuels, including refineries and natural gas processing plants, to acquire and surrender emission allowances. Other states, including Colorado, New Mexico and Texas where Occidental subsidiaries operate, have adopted new regulations, policies or strategies in recent years that

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increase inspection, recordkeeping, reporting, enforcement and controls on flaring, venting and equipment that emit methane and other compounds at oil and gas facilities. In certain instances, these states anticipate tying the processing and active status of oil and gas permits, including drilling permits, to air emissions and compliance. For example, Colorado has established GHG intensity targets for DJ Basin operators in 2025, 2027 and 2030, which Occidental currently meets. In October 2023, California enacted legislation addressing the disclosure of GHG emissions, climate-related risks, certain environmental claims and the use or sale of voluntary carbon offsets.

Additionally, the SEC in March 2024 adopted climate disclosure rules that would require public companies to significantly increase disclosure of GHG emissions and strategies, targets, costs and risks associated with climate change and the energy transition, which the SEC voluntarily stayed in April 2024 due to litigation with multiple parties. In 2023, the European Union (EU) enacted the Corporate Sustainability Reporting Directive, which will require sustainability reporting across a broad range of ESG topics for both EU and certain non-EU companies and initially focuses on GHG emissions and climate. Certain jurisdictions have proposed climate-related frameworks aligned with the standards of the International Sustainability Standards Board and the Task Force on Climate-Related Financial Disclosures.

Global efforts have been made and continue to be made in the international community toward the adoption of international treaties or protocols that would address global climate change issues and impose reductions of hydrocarbon-based fuels, including plans developed in connection with the Paris Agreement in 2015 and subsequent UN-sponsored climate change conferences.

In January 2025, President Trump announced numerous executive orders regarding climate, energy and environmental matters that, among other things, withdraw the U.S. once again from the Paris Agreement; declare a national energy emergency to facilitate permitting of domestic oil and gas and critical minerals exploration and production and associated infrastructure; pause issuance and implementation of pending regulations; require a review of recent final regulations, grants, loans and other federal financial assurance to governments, businesses and NGOs, potentially including programs that have provided policy support for direct air capture, sequestration and other low-carbon ventures; and rescind dozens of Biden Administration executive orders on these topics. Actions by the Trump Administration or Congress to amend the IRA, IIJA or other statutes or regulations that provide policy support for direct air capture, sequestration and other low-carbon ventures could materially impact OLCV’s current or future operations and strategy.

Collectively, the final regulations and other recent international, federal, state and local government actions relating to GHG and other air emissions are expected, subject to further action by the Trump Administration, Congress or courts, to require Occidental to incur increased operating and maintenance costs, including higher rates charged by service providers and costs to purchase, operate and maintain emissions control systems, acquire emission allowances, pay taxes or fees for methane or carbon emissions and comply with new regulatory or reporting requirements. They could also affect permitting and other regulatory approvals and prevent Occidental from conducting oil and gas development activities in certain areas. In addition, they could promote the use of alternative sources of energy and thereby decrease demand for oil, NGL, natural gas and other products that Occidental’s businesses produce, and materially impact OLCV’s current or future operations and strategy. Future legislation or regulatory programs could also increase the cost of consuming, and thereby reduce demand for, oil, NGL, natural gas or other products produced by Occidental’s businesses and lower the value of its reserves. Consequently, government actions designed to reduce GHG emissions could cause Occidental to make changes with respect to its business plan, operations and assets that may impact its business and financial performance and could have an adverse effect on its businesses, financial condition, results of operations, cash flows and reserves.

It is difficult to predict the timing, certainty and scope of such government actions and their ultimate effect on Occidental, which could depend on, among other things, the type and extent of GHG emissions reductions required, the availability and price of emission allowances or credits, carbon accounting standards, the availability and price of alternative fuel sources, the energy sectors covered, market conditions (including consumer responsiveness to such changes), Occidental’s ability to recover the costs incurred through its operating agreements or the pricing of its oil, NGL, natural gas and other products and whether service providers are able to pass increased costs through to Occidental.

Occidental’s future results could be adversely affected if it is unable to execute new business strategies effectively.

Occidental’s results of operations depend on the extent to which it can execute new business strategies effectively relative to both the societal transition to a less carbon-intensive economy and laws, regulations and government and private actions regarding the environment and climate change. Occidental’s strategies seek to advance its GHG emissions reduction and net-zero goals. Occidental’s strategies and goals are subject to business, economic and competitive uncertainties and contingencies, many of which are beyond its control, and may change for various reasons, including evolving market conditions, supply chain constraints or delays, including with respect to raw materials, equipment and electrical infrastructure, changes in Occidental’s portfolio and financial, operational, regulatory, reputational, legal and other factors. Additionally, Occidental may be forced to develop or implement new technologies at substantial costs to achieve its strategies. Effective execution of these goals may require substantial new capital, which might not be available to Occidental in the amounts or at the times expected. In addition, raising such capital may increase its leverage or overall costs of doing business. These uncertainties and costs could cause Occidental to not be able to fully implement or realize the anticipated results and benefits of its business strategies.

Certain of Occidental’s goals are dependent upon the successful implementation of new and existing technologies on an industrial scale, including the development of DAC technology and start-up operations at STRATOS. These technologies

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are in various stages of development or implementation and may require more capital, or take longer to develop, than currently expected. Occidental’s investments in such technologies may expose it to numerous financial, operational, regulatory, reputational, legal and other risks. Further, these carbon management technologies are in competition with technologies being developed by governments and other companies. The carbon management solutions are not well established and, while Occidental believes it has access to the technologies and the expertise necessary to develop these solutions on an industrial scale, Occidental may not ultimately succeed in doing so and in achieving its stated goals.

Occidental’s strategy to include carbon management in its product line is also dependent upon demand for carbon sequestration and related CO2 removal credits, offsets or other attributes. If this market does not develop, or if the regulatory environment does not support carbon management activities, Occidental may not be successful in this industry.

Occidental’s aspirations, goals and initiatives related to carbon management and overall sustainability expose it to numerous risks.

Occidental continues to develop new technologies and strategies to help position it to meet its emissions reduction and net-zero goals. Occidental’s efforts to research, establish, accomplish and accurately report on its emissions reductions, targets and strategies expose it to numerous operational, reputational, financial, legal, technological, implementation and other risks. Occidental’s ability to reach its stated goals is subject to a multitude of factors and conditions, many of which are out of its control. Examples of such factors include evolving government regulation and voluntary protocols for reporting or verification of emissions, capture or sequestration, including new or different interpretations or reversal thereof, the potential for jurisdictions in which it operates to enact opposing or incompatible regulations, the pace of changes in technology, the successful development and deployment of existing or new technologies and business solutions on a commercial scale, the availability, timing and cost of equipment, manufactured goods, electricity and services and the availability of requisite financing and federal and state incentive programs.

In addition, historical, current and forward-looking sustainability-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve and definitions, assumptions, data sources and estimates or measurements that are subject to change in the future, including through rulemaking or guidance. There are multiple proposed or recently adopted changes to various GHG reporting regulations and protocols, including from the EPA, the SEC, the GHG Protocol and certain other jurisdictions, as well as for additional controls, fees or taxes on emissions. While Occidental has reported voluntarily on its net-zero pathway and associated goals and targets, as well as GHG emissions estimates, the SEC’s climate disclosure rules adopted in March 2024 but currently stayed would, if implemented, require both significant additional disclosure and integration of such disclosure directly into financial reporting processes. Given the potential significance of these recent or proposed changes for estimation, reporting and verification of GHG emissions, establishing and reporting on goals and targets, and estimating and disclosing costs of emissions reduction and the energy transition, Occidental may be required or elect to modify or update reported emissions and its current set of GHG goals and targets to reflect such new or changed regulations and protocols, although the Company currently expects to retain its overarching goals and to continue to implement emissions reduction plans that it believes will complement its investments in DAC, CCUS and other low-carbon technologies and infrastructure. As the nature, scope and complexity of ESG reporting, calculation methodologies, voluntary reporting standards and disclosure requirements expand and change, Occidental may have to undertake additional costs to control, assess and report on ESG metrics, especially to the extent applicable rules and standards are contradictory, not harmonized or inconsistent. In addition, Occidental participates, along with other companies, institutions, universities, trade associations and other organizations, in various initiatives, campaigns and other projects that express various ambitions, aspirations and goals related to climate change, emissions reduction and energy transition. Occidental’s ambitions, future performance or policies may differ from those of such other organizations or other participants in these various initiatives, campaigns and other projects, and Occidental may unilaterally change or cease its involvement with those initiatives, campaigns or projects and its individual ambitions, aspirations and goals.

Occidental may face increased scrutiny from the investment community, customers, political advocacy groups, other stakeholders and the media (including social media) related to its emissions reduction and net-zero goals and strategies, and it may be unable to satisfy all stakeholders as their expectations for, and support, criticism or skepticism of, such matters continue to evolve. If Occidental’s stated goals and the strategies to achieve them do not meet or are contrary to changing investor or other stakeholder expectations or standards, Occidental’s reputation, ability to attract and retain employees and attractiveness as an investment, business partner, supplier or acquirer could be negatively impacted. Similarly, Occidental’s efforts, failure or perceived failure to fulfill its emissions reduction goals and targets, to comply with ethical, health, safety, environmental, social, governance or other standards, regulations, or expectations, or to satisfy various reporting standards with respect to these matters effectively could have the same negative impacts and further expose Occidental to government enforcement actions and private litigation. Even if Occidental achieves its goals, targets and objectives, it may not realize all of the benefits that it expected at the time the goals were established.

There also have been efforts in the investment community, including investment advisers, financial institutions and certain sovereign wealth, pension and endowment funds, as well as political actors and other stakeholders, promoting divestment of fossil fuel equities, reducing access to capital markets and pressuring lenders to limit funding or increase the cost of lending to companies engaged in the extraction of fossil fuel reserves. Certain of these stakeholders have sought to delay or block government permits and approvals or needed infrastructure, utilize shareholder governance mechanisms

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against companies or their shareholders or financial institutions in an effort to deter investment in oil and gas activities and take other actions intended to promote changes in business strategy for oil and gas companies. Additionally, institutional lenders who provide financing to oil and gas companies have become more attentive to sustainable lending practices, and some of them may substantially reduce, or elect not to provide, funding for oil and gas companies. Customers and suppliers also may evaluate Occidental’s sustainability practices or require that it adopt certain sustainability policies as a condition of awarding contracts. Such environmental initiatives aimed at limiting climate change and reducing air emissions or use of natural resources generally could adversely affect Occidental’s business activities, operations and ability to access capital, cause the market value of its securities to decrease or its cost of capital to increase, and adversely affect its reputation. At the same time, stakeholders and regulators have increasingly expressed or pursued divergent and evolving views, legislation and investment expectations with respect to sustainability, including the enactment or proposal of “anti-ESG” legislation or policies. Occidental may also face negative impacts from consumers who do not support climate-related initiatives or concerns.

Finally, increasing attention to climate change risks has resulted in an increased possibility of government investigations or claims and additional private litigation against Occidental without regard to causation or its contribution to the asserted damage, which could increase its costs or otherwise adversely affect its businesses. For example, certain states have enacted or proposed legislation purporting to impose liability for climate mitigation and adaptation on the oil and gas industry, or to require businesses to disclose their GHG emissions associated goals and targets, use of voluntary offsets, and climate-related risks. In addition, government and private parties have increasingly filed lawsuits or initiated regulatory action alleging misrepresentation regarding climate change, sustainability and other ESG-related matters and practices or a failure or lack of diligence to meet sustainability or climate-related goals. Such legislation and lawsuits present a high degree of uncertainty regarding the extent to which energy companies face an increased risk of liability stemming from climate change or sustainability disclosures and practices.

Occidental uses water and sand and is required to dispose of produced water. Occidental’s inability to source water and sand, or dispose of produced water, could adversely affect its operations.

Water and sand are required for the exploration and production of oil and gas. Occidental’s ability to obtain water and sand for its operations may be affected by the price of water and sand, the availability of transportation and other market conditions. Additionally, some government authorities have restricted the use of water subject to their jurisdiction for hydraulic fracturing. If Occidental is unable to obtain water or sand to use in its operations, Occidental may be unable to economically produce oil and natural gas, which could have a material adverse effect on its financial condition, results of operations and cash flows.

In addition, Occidental must dispose of the surplus fluids produced from oil and gas operations, including produced water, directly or through the use of third-party vendors. The legal requirements related to the injection of produced water into a non-producing geologic formation are subject to change.

Texas and New Mexico have experienced an increase in seismic activity in recent years, with events measuring magnitude 4 or greater in each state. In 2021, both states issued guidelines for operators to implement response plans for activities within agency-designated seismic response areas (SRAs), focused on produced water disposal wells. These states have curtailed water disposal and suspended disposal permits in SRAs, particularly in deep disposal wells, and adopted additional regulations governing produced water disposal and recycling. Occidental subsidiaries and their contractors have to date been able to dispose of surplus produced water at agency-approved volumes, pressures or injection rates, and also utilize central water treatment and recycling facilities that reduce the need for produced water disposal. Actions by agencies and companies to shift produced water disposal to shallower disposal zones is believed to alleviate seismic activity, but has increased the pressure in certain shallower zones, and thereby increased the complexity and cost of drilling and well construction through those zones to access underlying oil and gas formations. While Occidental subsidiaries have retained the ability to dispose of surplus produced water to date under these guidelines and regulations, increased seismicity and formation pressures, or responses to such events by agencies and companies such as curtailing or relocating disposal, could impact the location, timing and cost of development programs and existing operations of certain subsidiaries, particularly in or near SRAs. Restrictions or higher operating costs as a result of more stringent regulations or legal directives, potential litigation or other developments could materially impact Occidental’s ability to dispose of produced water, which could have a material adverse effect on its business, financial condition and results of operations.

Occidental uses CO2 for its EOR operations. Occidental’s production from these operations may decline if Occidental is not able to obtain sufficient amounts of CO2.

Occidental’s CO2 EOR operations are critical to Occidental’s long-term strategy. Oil production from Occidental’s CO2 EOR projects depends largely on having access to sufficient amounts of naturally occurring or anthropogenic (human-made) CO2. Occidental’s ability to produce oil from its CO2 EOR projects would be hindered if the supply of CO2 were limited due to, among other things, problems with current CO2 producing wells and facilities, including compression equipment, plants and pipelines operated by Occidental’s subsidiaries or third parties, or the ability to economically purchase naturally occurring or anthropogenic CO2. This could have a material adverse effect on Occidental’s financial condition, results of operations or cash flows. Future oil production from its CO2 EOR operations is dependent on the timing, volumes and location of CO2 injection and, in particular, Occidental’s ability to obtain sufficient volumes of CO2. Market conditions may

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cause the delay or cancellation of the development of naturally occurring CO2 sources or construction of plants that produce anthropogenic CO2 as a byproduct that can be purchased, thus limiting the amount of CO2 available for use in Occidental’s CO2 EOR operations.

Occidental’s operations and financial results could be significantly negatively impacted by its offshore operations.

Occidental is vulnerable to risks associated with offshore operations that could negatively impact its operations and financial results. Certain Occidental subsidiaries conduct offshore operations primarily in the Gulf of America and their operations and financial results are vulnerable to certain unique risks associated with operating offshore, including conditions relating to the following:

■Hurricanes and other adverse weather conditions;

■Geological complexities and water depths associated with such operations;

■Limited number of partners available to participate in projects;

■Oilfield service costs and availability;

■Compliance with HSE and other laws and regulations;

■Terrorist attacks or piracy;

■Remediation and other costs and regulatory changes resulting from oil spills, emissions or releases of hazardous substances or materials;

■Failure of wells, equipment or facilities; and

■Response capabilities for personnel, equipment or environmental incidents.

In addition, certain Occidental subsidiaries conduct some of their exploration in deep waters (greater than 1,000 feet) where operations, support services and decommissioning activities are more difficult and costly than in shallower waters. The deep waters in the Gulf of America, as well as international deep-water locations, lack the physical and oilfield service infrastructure present in shallower waters. As a result, deep-water operations may require significant time between a discovery and the time that Occidental can market its production, thereby increasing the risk involved with these operations.

Occidental’s businesses may experience catastrophic events.

The occurrence of severe weather events such as hurricanes, floods, freezes and heat waves, droughts, earthquakes or other acts of nature, pandemics, well blowouts, fires, explosions, pipeline ruptures, release of chemicals, petroleum or their constituents into the soil, surface water, ground water, or the marine environment, material or mechanical failure, power outages, industrial accidents, physical or cyber attacks, abnormally pressured or structured formations and other events that cause operations to cease or be curtailed may negatively affect Occidental’s businesses and the communities in which they operate. Coastal operations are particularly susceptible to disruption from severe weather events. The foregoing events may present acute risks such as specific storms or wildfires or chronic risks such as sea level rise or water scarcity. Any of these risks could adversely affect Occidental’s ability to conduct operations or result in substantial losses as a result of:

■Damage to and destruction of property and equipment, including property and equipment owned by third parties which its operations rely upon;

■Impacts to Occidental’s workforce and local communities;

■Damage to natural resources;

■Pollution and other environmental damage, including spillage or mishandling of recovered chemicals or fluids;

■Regulatory investigations, claims, fines and penalties;

■Loss of well location, acreage, expected production and related reserves;

■Suspension or delay of permits or operations or closure of facilities;

■Substantial liability claims; and

■Significant repair and remediation costs that increase its breakeven economics.

Third-party insurance may not provide adequate coverage or Occidental or its subsidiaries may be self-insured with respect to the related losses. In addition, under certain circumstances, Occidental or its subsidiaries may be liable for environmental conditions on properties that they currently own, lease or operate that were caused by previous owners or operators of those properties. As a result, Occidental or its subsidiaries may incur substantial liabilities to third parties or government entities for which they do not have sufficient insurance coverage, which could reduce or eliminate funds available for exploration, development, acquisitions or other investments in their respective businesses, or cause them to incur losses.

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			table of contents			OTHER INFORMATION

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 1C. CYBERSECURITY

RISK MANAGEMENT AND STRATEGY

~~Occidental~~The Company has implemented and maintains processes for assessing, identifying and managing material risks from potential unauthorized occurrences on or through its information technology (IT) and industrial control systems (ICS) networks that may result in material adverse effects on the confidentiality, integrity and availability of ~~Occidental~~the Company’s systems and the information residing in those systems. These include a wide variety of mechanisms, controls, technologies, methods, systems, written policies, physical safeguards and other processes designed to prevent or mitigate data loss, theft, misuse or other security incidents or vulnerabilities affecting ~~Occidental~~the Company’s systems and the data it collects, processes, stores and transmits as part of its businesses.

~~Occidental~~The Company has developed a robust cybersecurity program which is reviewed by senior leadership including its ~~Chief Information Officer (~~CIO) and other stakeholders as part of its standard general IT controls. Business network and ICS cybersecurity risks are handled by separate and dedicated ~~Occidental~~Company teams and are incorporated into ~~Occidental~~the Company’s enterprise risk management program.

~~Occidental~~The Company’s cybersecurity strategy is intended to mitigate cybersecurity threats identified in the risk management process and provide a framework for ~~Occidental~~the Company to have appropriate administrative, technical and physical safeguards to protect its systems and data and respond effectively to cybersecurity threats. The Company’s cybersecurity program aligns with the ~~NIST~~National Institute of Standards and Technology framework and leverages people, processes and technology to identify and respond to cybersecurity threats in a timely manner. ~~Occidental~~The Company relies on continuous security monitoring, penetration testing, vulnerability scanning, personnel training and other tools to identify and mitigate potential cybersecurity threats. ~~Occidental~~The Company also has established cybersecurity policies that address its cybersecurity practices and controls. ~~Occidental~~The Company has invested in broad cybersecurity awareness and mandatory training to educate those with access to company networks on ~~Occidental~~the Company’s cybersecurity policies and best practices. ~~Occidental~~The Company conducts regular phishing tests to educate, train and assess the workforce’s ability to identify malicious emails. The Company also conducts internal security audits and other readiness tests, including audits conducted by third parties and tabletop exercises, to assess and improve preparedness and promote communication and monitoring across the organization. In addition to its administrative and technical safeguards, ~~Occidental~~the Company has implemented physical safeguards intended to mitigate risks to its systems. Using a standardized written evaluation and other investigative processes, ~~Occidental~~the Company identifies and assesses cybersecurity risks flowing from its vendors and suppliers, and manages these using a risk-based approach.

~~Occidental~~The Company has implemented and maintains a cybersecurity incident response plan that provides the organizational and operational protocol for the Company to effectively and timely respond to cybersecurity incidents. In the event of a material cybersecurity incident, ~~Occidental~~the Company’s CIO will receive regular updates and monitor detection, mitigation and remediation through reports from a team of experienced cybersecurity leaders responsible for actioning the Company’s cybersecurity incident response plan. As a material cybersecurity incident is handled by the team, the CIO will maintain communication and information flow to senior leadership as well as the Audit Committee and/or the Board, as appropriate. Cybersecurity risks and associated mitigation strategies and efforts are analyzed by senior leadership as part of the enterprise risk assessments that are reported to and discussed by the Board.

~~Cybersecurity~~The ~~risks~~Company’s ~~and~~business ~~associated~~strategy, ~~mitigation~~results ~~strategies~~of operations and ~~efforts~~financial ~~are~~condition ~~analyzed~~have bynot ~~senior~~been ~~leadership~~materially asaffected ~~part~~by ofrisks ~~the~~from ~~enterprise~~cybersecurity ~~risk~~threats, ~~assessments~~including ~~that~~as ~~are~~a ~~reported~~result toof ~~and~~previously ~~discussed~~identified bycybersecurity incidents, but the ~~Board.~~Company ~~Additional~~cannot ~~information~~provide onassurance ~~cybersecurity~~that ~~risks~~it ~~Occidental~~will ~~faces~~not isbe ~~discussed~~materially affected in ~~Item~~the 1Afuture ofby ~~Part~~such I,risks ~~“Risk~~or ~~Factors,”~~any ~~under~~future ~~the~~material ~~heading~~incidents. ~~“Occidental~~For ismore ~~exposed~~information toon ~~cyber~~the Company’s cybersecurity-related risks,” ~~which~~see ~~should~~Risk beFactors ~~read~~under inPart ~~conjunction~~I, ~~with~~Item ~~the~~1A ~~foregoing~~of ~~information~~this Form 10-K.

Occidental’s business strategy, results of operations and financial condition have not been materially affected by risks from cybersecurity threats, including as a result of previously identified cybersecurity incidents, but Occidental cannot provide assurance that they will not be materially affected in the future by such risks or any future material incidents. For more information on Occidental’s cybersecurity related risks, see Item 1A “Risk Factors” of this Annual Report on Form 10-K.

GOVERNANCE

BOARD

The Audit Committee of the Board oversees the Company’s IT security programs, including cybersecurity, which includes review of possible external threats and potential mitigations. The Board also reviews the Company’s cybersecurity program at least annually. In this review, the CIO briefs the full Board on cybersecurity and data protection matters, including analysis and review of the measures implemented by the Company to identify and mitigate cybersecurity risks. ~~Occidental~~The Company also has protocols by which material cybersecurity incidents are to be reported to the Audit Committee and/or the Board.

SENIOR MANAGEMENT

~~Occidental~~The Company’s CIO, who has over 20 years of IT and cybersecurity experience at the Company and elsewhere, heads the team responsible for implementing and maintaining cybersecurity and data protection practices across ~~Occidental~~the Company’s businesses and reports directly to the President and CEO. ~~Occidental~~The Company has a centrally coordinated team, led by its CIO, responsible for implementing and maintaining cybersecurity and data protection practices across the Company. ~~Occidental~~The Company’s CIO regularly reviews risk management measures and the overall cyber risk strategy implemented and maintained by the Company. The CIO receives regular updates on the Company’s cybersecurity program and monitors the

2216 OXY ~~2024~~2025 FORM 10-K


			table of contents			OTHER INFORMATION

CIO regularly reviews risk management measures and the overall cyber risk strategy implemented and maintained by the Company. The CIO receives regular updates on Occidental’s cybersecurity program and monitors the prevention, detection, mitigation and remediation of cybersecurity incidents through reports from the Company’s cybersecurity leaders, each of whom is supported by a team of trained cybersecurity professionals. In addition to ~~Occidental~~the Company’s extensive in-house cybersecurity capabilities, ~~Occidental~~the Company also engages assessors, consultants, auditors or other third parties when necessary to assist with assessing, identifying and managing cybersecurity risks.

ITEM 3. LEGAL PROCEEDINGS

~~Occidental~~The Company has elected to use a $1 million threshold for disclosing certain proceedings arising under federal, state or local environmental laws when a government authority is a party and potential monetary sanctions are involved. Occidental believes proceedings under this threshold are not material to Occidental's businesses and financial condition. For information regarding legal proceedings, see the information under Lawsuits, Claims, Commitments and Contingencies in the Management’s Discussion and Analysis section of this Form 10-K and in Note 13 - Lawsuits, Claims, Commitments and Contingencies in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.

In September 2025, the New Mexico Environment Department (the Department) proposed a penalty amount to resolve alleged delayed reporting under the Department’s rules of two emission events in 2020 at an Occidental subsidiary’s facility in Lea County, New Mexico. The subsidiary is actively pursuing resolution of this matter with the Department.

For information regarding legal proceedings, see the information under Lawsuits, Claims, Commitments and Contingencies in the Management’s Discussion and Analysis section of this Form 10-K and in Note 12 - Lawsuits, Claims, Commitments and Contingencies in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

OXY ~~2024~~2025 FORM 10-K 2317


			table of contents			OTHER INFORMATION


INFORMATION ABOUT EXECUTIVE OFFICERS

Each executive officer holds his or her office from the date of election by the Board of Directors until the first board meeting held after the next Annual Meeting of Stockholders or until his or her removal or departure or a successor is duly elected, if earlier.

The following table sets forth the executive officers of ~~Occidental~~the Company as of February 18, ~~2025~~2026:

NameCurrent Title	Age as of February 18, ~~2025~~2026	Positions with ~~Occidental~~the Company and Employment History
Christopher O. ChampionVice President,Chief Accounting Officer and Controller	5556	Vice President, Chief Accounting Officer and Controller since August 2019; Anadarko Petroleum Corporation: Senior Vice President, Chief Accounting Officer and Controller, 2017-2019, Vice President, Chief Accounting Officer and Controller, 2015-2017.
Kenneth DillonSenior Vice President	65	Senior Vice President since December 2016; President – International Oil and Gas Operations since June 2016.
Kenneth DillonSenior Vice President and President International Oil and Gas Operations	66	Senior Vice President since December 2016; President – International Oil and Gas Operations since June 2016.
Vicki HollubPresident and Chief Executive Officer	6566	President, Chief Executive Officer and Director since April 2016.
Richard A. JacksonSenior Vice President	48	President Operations U.S. Onshore Resources and Carbon Management since October 2020; President and General Manager, EOR and Oxy Low Carbon Ventures, LLC, 2020; President Low Carbon Ventures, 2019-2020; Senior Vice President, Operation Support, 2018-2019; Vice President, Investor Relations, 2017-2018; President and General Manager Permian Resources Delaware Basin, 2014-2017.
Richard A. JacksonSenior Vice President and Chief Operating Officer	49	Senior Vice President and Chief Operating Officer since October 2025; President Operations U.S. Onshore Resources and Carbon Management 2020-2025; President and General Manager, EOR and Oxy Low Carbon Ventures, LLC, 2020; President Low Carbon Ventures, 2019-2020; Senior Vice President, Operation Support, 2018-2019; Vice President, Investor Relations, 2017-2018; President and General Manager Permian Resources Delaware Basin, 2014-2017.
Sylvia J. KerriganSenior Vice President and Chief Legal Officer	5960	Senior Vice President and Chief Legal Officer since October 2022; Executive Director of the Kay Bailey Hutchison Energy Center for Business, Law and Policy at The University of Texas, 2017-2022; Executive Vice President, General Counsel and Corporate Secretary of Marathon Oil Corporation, 2009-2017.
Sunil MathewSenior Vice President andChief Financial Officer	5455	Senior Vice President and Chief Financial Officer since August 2023; Vice President, Strategic Planning, Analysis and Business Development, 2020-2023; Vice President, Strategic Planning and Analysis, 2014-2020.
Robert L. PetersonExecutive Vice President, Essential Chemistry	54	Executive Vice President, Essential Chemistry since August 2023; Senior Vice President and Chief Financial Officer 2020-2023; Senior Vice President, Permian EOR, 2019-2020; Vice President Permian Strategy, 2018-2019; Director Permian Business Area, 2017-2018; President OxyChem, 2014-2017.
Robert L. PetersonSenior Vice President	55	Senior Vice President since April 2020; Executive Vice President, Essential Chemistry, 2023-January 2026; Chief Financial Officer, 2020-2023; Senior Vice President, Permian EOR, 2019-2020; Vice President, Permian Strategy, 2018-2019; Director, Permian Business Area, 2017-2018; President, OxyChem, 2014-2017.
Jeff F. SimmonsSenior Vice President and Chief Petrotechnical Officer	6566	Senior Vice President, ~~Technical~~Subsurface ~~and~~Technology ~~Operations Support~~ since ~~November~~February ~~2021~~2026 and Chief Petrotechnical Officer since January 2021; Senior ~~VicePresident~~Vice President, Technical and Operations Support, 2021-2026; Senior Vice President, Technical Planning and Evaluation, 2017-2021; Executive Vice President, Growth and Operations Support, 2016-2017.

2418 OXY ~~2024~~2025 FORM 10-K


			table of contents			MARKET FOR REGISTRANT’S COMMON EQUITY

Part II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES


MARKET INFORMATION, HOLDERS AND DIVIDEND POLICY

Occidental’s common stock is listed and traded on the NYSE under the ticker symbol “OXY.” The common stock was held by approximately 2221,000 stockholders of record as of January 31, ~~2025~~2026, which does not include beneficial owners for whom Cede and Co. or others act as nominees.

~~Occidental~~The Company declared dividends of $0.8896 per share in ~~2024~~2025. On February 18, ~~2025~~2026, the Board of Directors declared a regular quarterly dividend of $0.2426 per share on common stock, aover 9an 8% increase from the previous quarter, payable in April ~~2025~~2026. The declaration of future dividends is a business decision made by the Board of Directors from time to time and will depend on ~~Occidental~~the Company’s financial condition and other factors deemed relevant by the Board of Directors.

SHARE REPURCHASE ~~ACTIVITIES~~PROGRAM

In February 2023, the Company announced a share repurchase program to repurchase up to $3.0 billion of Occidental’s shares of common stock. The program does not obligate the Company to acquire any specific number of shares and may be discontinued at any time. The value remaining in the Company’s share repurchase ~~activities~~program inas ~~2024~~of December 31, 2025 was $1.2 billion. There were asno ~~follows:~~share repurchases under the Company’s share repurchase program in 2025.

Period	Total Number of Shares Purchased (a)	Average Price Paid per Share(c)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
First Quarter 2024	—	$	—	—
Second Quarter 2024	130,424	67.71		—
Third Quarter 2024	—	—		—
October 1 - 31, 2024	—	—		—
November 1 - 30, 2024	—	—		—
December 1 - 31, 2024	127,363	45.36		—
Fourth Quarter 2024	127,363	45.36		—
Total 2024 (b)	257,787	56.67		—


OXY 2025 FORM 10-K			19

(a)Consisted of purchases of shares from the trustee of Occidental's defined contribution savings plan that are not part of publicly announced plans or programs.

(b)In February 2023, Occidental announced a share repurchase program to repurchase up to $3.0 billion of Occidental's shares of common stock. The program does not obligate Occidental to acquire any specific number of shares and may be discontinued at any time. The value remaining in Occidental's share repurchase program as of December 31, 2024 was $1.2 billion.

(c)Average price paid does not include the impact of accrued excise tax.

OXY 2024 FORM 10-K 25


			table of contents			MARKET FOR REGISTRANT’S COMMON EQUITY


PERFORMANCE GRAPH

The following graph compares the yearly percentage change in ~~Occidental~~the Company’s cumulative total return on its common stock with the cumulative total return of the S&P 500, which includes ~~Occidental~~the Company, and with ~~that~~the ~~of Occidental~~Company’s peer group over the five-year period ended December 31, ~~2024~~2025. The graph assumes that $100 was invested at the beginning of the five-year period shown in the graph below and that all dividends were reinvested in: (i) Occidental common stock, (ii) the stock of the companies in the S&P 500; and (iii) each of the peer group companies’ common stock weighted by their relative market capitalization within the peer group.

~~Occidental~~The Company’s peer group consists of BP p.l.c., Chevron Corporation, ConocoPhillips, EOG Resources, Inc., ExxonMobil Corporation, Shell, and TotalEnergies.

Fiscal Year Ended December 31,	~~2019~~2020		~~2020~~2021		~~2021~~2022		~~2022~~2023		~~2023~~2024		~~2024~~2025
Occidental	$	100	$	46168	$	78367	$	~~171~~353	$	~~164~~296	$	~~138~~252
Peer Group	$	100	$	68147	$	~~100~~236	$	~~160~~235	$	~~160~~234	$	~~159~~268
S&P 500	$	100	$	~~118~~129	$	~~152~~105	$	~~125~~133	$	~~157~~166	$	~~197~~196

The information provided in this Performance Graph shall not be deemed “soliciting material” or “filed” with the SEC or subject to Regulation 14A or 14C under the Exchange Act, other than as provided in Item 201 to Regulation S-K under the Exchange Act, or subject to the liabilities of Section 18 of the Exchange Act and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act except to the extent ~~Occidental~~the Company specifically requests that it be treated as soliciting material or specifically incorporates it by reference.

2620 OXY ~~2024~~2025 FORM 10-K


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read together with the Consolidated Financial Statements and the Notes to Consolidated Financial Statements, which are included in this Form 10-K in Item 8 and the information set forth in Risk Factors under Part 1, Item 1A. The following sections include a discussion of results for fiscal ~~2024~~2025 compared to fiscal ~~2023~~2024 as well as certain ~~2022~~2023 results. The comparative results for fiscal ~~2023~~2024 with fiscal ~~2022~~2023 generally have not been included in this Form 10-K, but may be found in “Part II - Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2023~~2024.

INDEX			PAGE
Current Business Outlook and Strategy			2822
Oil and Gas Segment			3024
Chemical Segment			39
Midstream and Marketing Segment			34
Midstream and Marketing Segment			40
Segment Results of Operations and Items Affecting Comparability			36
Segment Results of Operations and Items Affecting Comparability			42
Consolidated Results of Operations			39
Income Taxes			4742
Consolidated Results of Operations			48
Liquidity and Capital Resources			43
Liquidity and Capital Resources			49
Lawsuits, Claims, Commitments and Contingencies			45
Lawsuits, Claims, Commitments and Contingencies			51
Environmental Expenditures			46
Environmental Expenditures			52
Global Investments			46
Global Investments			52
Critical Accounting Policies and Estimates			47
Critical Accounting Policies and Estimates			53
Safe Harbor Discussion Regarding Outlook and Other Forward-Looking Data			51
Safe Harbor Discussion Regarding Outlook and Other Forward-Looking Data			57

OXY ~~2024~~2025 FORM 10-K 2721


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS


CURRENT BUSINESS OUTLOOK AND STRATEGY

GENERAL

~~Occidental~~The Company’s ~~operations,~~ financial ~~condition,~~results ~~cash flows and levels of expenditures~~ are ~~highly~~significantly ~~dependent~~influenced onby oil prices, and, to a lesser extent, NGL and natural gas prices, ~~Midland-to-Gulf-Coast~~and ~~oil~~commodity ~~spreads,~~market ~~chemical~~differentials. ~~product~~Oil prices have been and ~~inflationary~~are ~~pressures~~expected to remain volatile due to shifts in ~~the~~energy ~~macro-economic~~supply ~~environment~~and demand, ongoing geopolitical factors and OPEC supply actions. In ~~2024~~2025, compared to ~~2023~~2024, the average annual WTI price per barrel decreased to $7564.7281 from $7775.6472, and the average annual Brent price per barrel decreased to $7968.7918 from $8279.2579. It is expected that the price of oil will be volatile for the foreseeable future given the current geopolitical risks, impact of the evolving macro-economic environment on energy demand, future actions by OPEC and non-OPEC oil producing countries, geopolitical risks, and the U.S. Government's management of the U.S. Strategic Petroleum Reserve. Seasonality is not a primary driver of changes in Occidental's consolidated quarterly earnings.

~~Occidental~~The Company’s costs are influenced by inflationary trends, market conditions, the availability and cost of oilfield services, electricity, and CO₂, and other operational expenditures. In April 2025, a U.S. tariff policy was announced that imposed a 10% base tariff rate on most imports, with higher rates applied to certain countries. Since then, the U.S. has negotiated trade deals, and certain tariff rates have been adjusted or paused amid ongoing litigation. These tariffs may increase the Company’s supplier costs and affect demand and prices for its products. The Company works to manage inflation impacts by capitalizing on operational efficiencies, locking in pricing on longer -term contracts and working closely with vendors to secure the supply of critical materials. AsSeasonality ofis ~~December~~not ~~31,~~a ~~2024,~~primary ~~approximately~~driver ~~89%~~ of ~~Occidental's~~changes ~~outstanding~~in ~~debt~~the ~~was~~Company’s ~~fixed~~consolidated ~~rate~~quarterly earnings.

STRATEGY

~~Occidental~~The Company is focused on delivering a unique shareholder value proposition with its portfolio of oil and gas, ~~chemicals~~ and midstream and marketing assets, as well as its ongoing development of carbon management and storage solutions and GHG emissions reduction efforts. ~~Occidental~~The Company conducts its operations with a priority on HSE, sustainability and social responsibility. In order to maximize shareholder returns, ~~Occidental~~the Company will:

■ Maintain production base to preserve asset base integrity and longevity;

■ Deliver a sustainable and growing dividend;

■ ~~Enhance~~Prioritize ~~its~~excess ~~asset~~cash ~~base~~flow and ~~reserves~~proceeds ~~with~~from ~~investments~~divestitures, inincluding ~~its~~the OxyChem Transaction, for deleveraging until principal debt is approximately $14.3 billion, after which available cash~~-generative~~ ~~oil~~will ~~and~~be ~~gas~~allocated to opportunistic share repurchases and/or ~~chemical~~further ~~businesses~~net debt reduction;

■ ~~Advance~~Enhance ~~technologies~~its ~~and~~asset ~~decarbonization~~base ~~solutions~~with toinvestments ~~develop~~in aits ~~sustainable low~~cash-~~carbon~~generative oil and gas business; and

■ ~~Prioritize~~Advance ~~excess~~integrated ~~cash~~technologies ~~flow~~in ~~and~~CO2, ~~the~~power ~~proceeds~~and ~~from~~midstream ~~asset~~to ~~divestitures~~enable ~~for~~differentiated ~~deleveraging~~resource ~~until~~recovery ~~principal~~and ~~debt is below $15 billion~~value.

OXYCHEM TRANSACTION

In October 2025, the Company announced entry into a purchase and sale agreement with Berkshire Hathaway to sell all of the issued and outstanding equity interests in OxyChem in an all-cash transaction for $9.7 billion. The sale was completed on January 2, 2026, resulting in an estimated gain of $3.2 billion, net of taxes and subject to post-closing adjustments. As a result, OxyChem’s results of operations, cash flows and the related retained liabilities and indemnification obligations are reported as discontinued operations in the Company’s Consolidated Statements of Operations and Cash Flows for all periods presented, with its assets and liabilities reclassified as held for sale in the Company’s Consolidated Balance Sheets.

An Occidental subsidiary, Environmental Resource Holdings, LLC (ERH), has retained legacy tort claims and environmental liabilities primarily associated with historical operations outside of the footprint of the operating facilities that were sold. Glenn Springs Holdings, Inc. will continue to manage the remedial activities at environmental sites on behalf of ERH. The Company expects to expend funds for remediation over many years based on the approved workplans.

CAPITAL INVESTMENT

In ~~2024~~2025, ~~Occidental~~the Company invested $75.06 billion in high-return oil and gas assets to generate long-term free cash flow throughout the commodity cycle. In ~~addition,~~the ~~Occidental~~midstream ~~completed~~and ~~its~~marketing ~~$12.4 billion acquisition of CrownRock. In 2025~~segment, ~~Occidental~~the ~~intends~~Company toinvested ~~complete~~$0.7 ~~the~~billion ~~full~~before ~~integration~~contributions offrom ~~CrownRock~~noncontrolling ~~assets~~interest, ~~personnel~~primarily ~~and~~related ~~systems,~~to ~~as well as make progress towards the completion of asset divestitures announced in conjunction with the CrownRock Acquisition~~STRATOS.

DEBT

In As2025, ofthe ~~December~~Company ~~31,~~used ~~2024,~~proceeds ~~principal~~from ~~debt~~divestitures ~~outstanding~~and ~~was~~cash ~~$24.4 billion,~~on ofhand ~~which~~to repay approximately $14.0 billion isof ~~due~~debt. inSubsequent into December 31, 2025, ~~$4.1 billion~~but inbefore ~~2026,~~the ~~$1.5 billion~~date inof ~~2027~~this filing, ~~$0.9 billion~~the inCompany ~~2028,~~used proceeds from the OxyChem Transaction to pay or satisfy and discharge an additional $165.94 billion ~~due~~of ~~in 2029 and thereafter~~debt.

In ~~connection~~As ~~with~~of the ~~CrownRock~~date ~~Acquisition,~~of ~~Occidental~~this ~~issued~~filing, ~~$9.7~~the ~~billion~~principal ~~in new~~ debt inoutstanding ~~July~~was ~~2024~~approximately ~~and assumed~~ $~~1.2~~ 15 billion, of ~~existing~~which ~~CrownRock~~$24 million ~~debt~~is due in ~~August~~2026, ~~2024.~~$48 million ~~Occidental's~~in ~~credit~~2027, ~~ratings~~$14 million ~~were~~in ~~reaffirmed by credit agencies concurrent with issuance of new debt. In 2024~~2028, ~~Occidental~~$367 million ~~used~~in ~~proceeds~~2029 ~~from divestitures~~ and ~~cash on hand to repay~~ $414.5 6 billion ~~of debt, which included the satisfaction and discharge of the 5.000% senior notes~~ due ~~2029 that were assumed with the CrownRock Acquisition. For information on Occidental's debt activity, see Note 6 - Long-Term Debt~~ in ~~the~~2030 ~~notes~~and ~~to the Consolidated Condensed Financial Statements in Part II, Item 8 of this Form 10-K for additional information~~thereafter.

For detailed information on the Company’s debt activity, see Note 5 - Long-Term Debt in the notes to the Consolidated Condensed Financial Statements in Part II, Item 8 of this Form 10-K.


22			OXY 2025 FORM 10-K


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

SHAREHOLDER RETURN PRIORITIES

Capital is returned to shareholders through ~~Occidental~~the Company’s dividend and share repurchases. In ~~2024~~2025, ~~Occidental~~the Company declared dividends to common shareholders of $~~814~~945 million, or $0.8896 per share. As of December 31, ~~2024~~2025, $1.2 billion remained of ~~Occidental~~the Company’s $3.0 billion share repurchase program, which the Board authorized in February 2023. ~~Following~~After using the ~~CrownRock~~proceeds ~~Acquisition~~from the OxyChem Transaction to reduce the principal of outstanding debt to approximately $15 billion, ~~Occidental~~the Company’s shareholder return priorities are to continue to provide a sustainable and growing dividend and further reduce ~~the~~ principal ~~of outstanding~~ debt ~~below~~to approximately $1514.3 billion. Available cash will be allocated, ~~before~~as ~~resuming~~appropriate, to opportunistic share repurchases and/or further debt reduction.

SUSTAINABILITY STRATEGY

~~Occidental~~The Company’s sustainability strategy is organized around four pillars: principles of governance, people, planet, and prosperity. ~~Occidental~~The Company integrates these sustainability pillars into our strategic planning and investment decision-making processes.

28In ~~OXY~~2020, ~~2024~~the ~~FORM~~Company 10was the first U.S. oil and gas company to announce goals to achieve net-Kzero GHG emissions for its total emissions inventory including use of sold products. These goals include achieving net-zero GHG emissions (i) from its operations and energy use before 2040, with an ambition to do so before 2035, and (ii) from its total carbon inventory, including the use of its sold products, with an ambition to do so before 2050. In 2020, the Company also set various interim targets, including 2025 carbon and methane intensity targets, and the Company was the first U.S. oil and gas company to endorse the World Bank’s initiative for zero routine flaring by 2030. In 2022, the Board of Directors adopted the Company’s updated HSE and Sustainability Principles, based on engagement with shareholders, employees and other stakeholders. The HSE and Sustainability Principles reinforce the alignment among the Company’s core values, goals and strategies, underpin its Operating Management System, and help to guide the workforce across its operations. In 2023, the Company was an original signatory to the Oil and Gas Decarbonization Charter, committed funding to the World Bank’s Global Flaring and Methane Reduction Partnership, and established a new, medium-term 2030 methane intensity target. In 2025, the Company established a new, medium-term 2030 CO2 equivalent intensity target.

~~table~~The Company seeks to meet its sustainability and environmental goals by implementing practices and technologies to reduce operational emissions coupled with its development and commercialization of ~~contents~~technologies ~~MANAGEMENT~~that lower both GHG emissions from industrial processes and existing atmospheric concentrations of CO2. The Company believes that carbon removal technologies, including DAC and CCUS, can, with incentives necessary for their development and deployment, provide essential CO2 reductions to assist the world’Ss ~~DISCUSSION~~transition ~~AND~~to ~~ANALYSIS~~a lower carbon-intensive economy. Through fiscal 2024, the Company reduced estimated methane emissions by approximately 78.6% from 2019 and 40% from 2023, along with a 28.7% reduction in CO2 equivalent emissions since 2019. The following actions helped the Company advance its low-carbon business strategy in 2025:

In■Completed ~~2020,~~construction ~~Occidental was the first U.S. oil and gas company to announce goals to achieve net-zero GHG emissions for its total emissions inventory including use~~ of ~~sold~~STRATOS ~~products.~~central ~~These~~processing ~~goals~~facilities ~~include achieving net-zero GHG emissions (i) from its operations~~ and ~~energy~~obtained ~~use~~Class ~~before~~VI ~~2040,~~permits ~~with an ambition~~ to dosequester ~~so before 2035~~CO2, ~~and (ii) from its total carbon inventory, including the use of its sold products,~~ with anoperations ~~ambition~~expected to dobegin soin ~~before 2050~~2026. In 2020, Occidental also set various interim targets, including 2025 carbon and methane intensity targets, and Occidental was the first U.S. oil and gas company to endorse the World Bank’s initiative for zero routine flaring by 2030. In 2022, the Board of Directors adopted Occidental’s updated HSE and Sustainability Principles, based on engagement with shareholders, employees and other stakeholders. The Principles reinforce the alignment among Occidental’s core values, goals and strategies, underpin its Operating Management System, and help to guide the workforce across its businesses. In 2023, Oxy was an original signatory to the Oil and Gas Decarbonization Charter, committed funding to the World Bank’s Global Flaring and Methane Reduction Partnership, and established a new, medium-term 2030 methane intensity target.

~~Occidental~~■Actively ~~seeks~~progressed ~~to meet~~ its ~~sustainability~~sequestration ~~and~~hub ~~environmental~~plans, ~~goals~~with ~~through~~five ~~its~~sequestration ~~development~~hubs ~~and~~in ~~commercialization~~various ofstages ~~technologies that lower both GHG emissions from industrial processes and existing atmospheric concentrations~~ of ~~CO2.~~development ~~Occidental~~primarily ~~believes~~in ~~that~~the ~~carbon~~Permian ~~removal~~Basin ~~technologies, including DAC~~ and ~~CCUS,~~across ~~can, with incentives necessary for their development and deployment, provide essential CO2 reductions to assist~~ the ~~world’s~~Texas ~~transition to a less carbon-intensive economy. Through fiscal year 2023, Occidental reduced estimated methane emissions by approximately 65% from 2019~~ and ~~16%~~Louisiana ~~from~~Gulf ~~2022,~~Coast; ~~along with a 20% reduction in CO2 equivalent emissions since 2019. The following actions helped Occidental advance its low-carbon business strategy in 2024:~~and

■~~STRATOS~~Implemented ~~construction~~emissions isreduction ~~progressing~~projects oninvolving ~~schedule,~~hundreds ~~with~~of ~~commissioning~~facilities and ~~start-up~~wells and thousands of ~~operations~~pieces ~~expected~~of inequipment ~~mid-2025;~~across its oil and gas operations.

~~■Actively~~The ~~progressed~~future ~~its~~costs ~~sequestration~~associated ~~hub~~with ~~plans~~emissions reduction, ~~including~~carbon ~~drilling~~removal ~~stratigraphic~~and ~~data~~CCUS ~~wells~~to atmeet ~~multiple~~the ~~sequestration~~Company’s ~~hub~~long-term ~~site~~net-zero ~~locations,~~GHG ~~submitting~~goals 21may ~~cumulative~~be ~~Class~~substantial VIand ~~CO2~~the ~~injection~~execution ~~well~~of ~~permit~~its ~~applications~~plans ~~across~~and ~~its~~net-zero ~~five~~pathway ~~proposed~~depends ~~hub~~on ~~sites~~securing ~~by year~~third-~~end~~party ~~2024,~~capital ~~and~~investments. ~~signing~~As ~~award~~reflected ~~contracts~~by inthe ~~2024~~joint venture with BlackRock, the ~~DOE~~Company ~~for~~is ~~two~~pursuing ofmultiple ~~Occidental’s~~avenues ~~sequestration~~to ~~hubs~~fund ~~that~~these ~~were~~projects ~~awarded~~including ~~grants~~project ~~under~~financing, ~~the~~long-term ~~DOE’s~~carbon ~~Carbon~~removal ~~Storage~~or ~~Assurance~~CCUS ~~Facility~~agreements, ~~Enterprise~~and ~~Initiative~~identifying business opportunities with stakeholders in ~~2023;~~carbon-intensive ~~and~~industries.

■Achieved a global 80% reduction in routine flaring of gas in 2024 from its 2020 baseline through a rich gas injection project that recovers flared gas for injection for enhanced oil production and commissioning additional compression in Oman in 2024 while U.S. oil and gas operations sustained zero routine flaring.

The future costs associated with emissions reduction, carbon removal and CCUS to meet Occidental’s long-term net-zero GHG goals may be substantial and the execution of its plans and net-zero pathway depends on securing third-party capital investments. As reflected by the joint venture with BlackRock, Occidental is pursuing multiple avenues to fund these projects including project financing, long-term carbon removal or CCUS agreements, and identifying business opportunities with stakeholders in carbon-intensive industries.

KEY PERFORMANCE INDICATORS

~~Occidental~~The Company seeks to meet its strategic goals by continually measuring its success against key performance indicators that drive total stockholder return. In addition to efficient capital allocation and deployment discussed below in the section titled “Oil and Gas Segment - Business Strategy”,” ~~Occidental~~the Company believes its most significant performance indicators are:

OPERATIONAL

■Total spend per barrel - In ~~2025~~2026, ~~Occidental~~the Company will continue toour ~~focus~~emphasis on controlling total costs from a per-barrel perspective. Total spend per barrel is the sum of capital spending, general and administrative expenses, other operating and non-operating expenses and oil and gas lease operating costs divided by global oil, NGL and natural gas sales volumes.

■Daily production - ~~Occidental~~the Company seeks to maximize field operability and minimize production down-time.


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FINANCIAL

■CROCE - CROCE is calculated as (i) the cash flows from operating activities, before changes in working capital, plus distributions from WES classified as investing cash flows, divided by (ii) the average of the opening and closing balances of total equity plus total debt.

■~~Credit~~FCF ~~rating~~ - ~~Improve~~FCF ~~financial~~is ~~leverage~~calculated toas athe ~~level~~cash ~~well~~flows ~~within~~from ~~investment~~operating ~~grade~~activities, ~~credit~~before ~~metrics~~changes in working capital, less the Company’s capital expenditures, net of contributions from noncontrolling interests.

■Financial Leverage- Reduce debt to achieve metrics consistent with an investment grade credit rating.

SUSTAINABILITY AND ENVIRONMENTAL

■~~Specific~~Interim ~~interim emissions reduction and emissions intensity~~ targets to advance the goal of net-zero operational and energy use emissions before 2040, with an ambition to achieve before 2035.

■Milestones in specific carbon removal and CCUS projects that advance a net-zero total emissions inventory, including use of sold products, with an ambition to achieve before 2050.

■Facilitate deployment of carbon removal, CCUS and other solutions to advance total carbon impact past 2050.

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table of contents MANAGEMENT’S DISCUSSION AND ANALYSIS

OIL AND GAS SEGMENT

BUSINESS STRATEGY

~~Occidental~~The Company’s oil and gas segment focuses on long-term value creation in the key performance indicators noted above of total spend per barrel, field operability, daily production, and leadership through our HSE and sustainability initiatives. In each core operating area, ~~Occidental~~the Company’s operations benefit from scale, technical expertise, decades of high-margin inventory, HSE leadership and commercial and governmental collaboration. These attributes allow ~~Occidental~~the Company to bring additional production quickly to market, extend the life of ~~older~~mature fields at lower costs and ~~provide~~pursue low-cost returns-driven growth opportunities with advanced technology.

~~Occidental~~The Company is one of the largest U.S. producers of liquids, which includes oil and NGL, enabling it to maximize cash margins on a per barrel basis. The ~~advantages that Occidental~~Company’s ~~portfolio~~robust ~~provides~~portfolio, ~~coupled~~combined with ~~its~~our ~~advanced~~ subsurface characterization expertise and ~~the~~ proven ability to execute, ~~position~~support itlong-term ~~for~~value creation and full-cycle success ~~in the years ahead~~. The oil and gas segment ~~maximizes~~strives to maximize efficiencies to ~~deliver~~ lower breakeven costs, ~~and~~ generate excess free cash flow and ~~also~~maintain ~~strives to achieve~~ low development and operating costs to— ~~maximize~~thereby enhancing the full-cycle value of ~~the~~its assets.

The oil and gas segment implements ~~Occidental~~the Company’s strategy primarily by:

■Operating and developing areas where reserves are known to exist and optimizing capital intensity in ~~core areas, primarily in~~ the Permian Basin, ~~DJ Basin~~Rockies, Gulf of America, ~~Algeria, Oman, Qatar~~ and ~~the~~our ~~UAE~~international locations;

■Maintaining a disciplined and prudent approach to capital expenditures with a focus on high-return, short and mid-cycle, cash-flow-generating opportunities and an emphasis on creating value and further enhancing ~~Occidental~~the Company’s existing positions;

■~~Focusing~~Applying ~~Occidental~~the Company’s subsurface characterization and technical ~~activities~~expertise onto both conventional and unconventional resources;

■Using secondary and tertiary recovery techniques in mature fields and leveraging the Company’s EOR position, experience and infrastructure to extend U.S. unconventional resources; and

■Focusing on cost-reduction efficiencies and innovative technologies to reduce carbon emissions.

In ~~2024~~2025, oil and gas capital expenditures, including exploration, were approximately $5.36 billion and primarily focused on ~~Occidental~~the Company’s assets in the Permian Basin, DJ Basin, Gulf of America and Oman. ~~In 2025, Occidental plans to spend $5.8 billion to $6.0 billion to develop its oil and gas assets.~~

In August 2024, Occidental acquired CrownRock for total consideration of $12.4 billion, consisting of $9.4 billion of cash consideration (inclusive of certain working capital and other customary purchase price adjustments), 29.6 million shares of common stock of Occidental, and the assumption of $1.2 billion of existing debt of CrownRock, adding to Occidental's oil and gas portfolio in the Permian Basin.

OIL AND GAS PRICE ENVIRONMENT

Oil and gas prices are the major variables that drive the industry’s financial performance. The following table presents the average daily WTI and Brent prices for oil and NYMEX natural gas prices for ~~2024~~2025 and ~~2023~~2024:

	2024		2023		% Change
	2025		2024		% Change
WTI Oil ($/Bbl)	$	7564.7281	$	7775.6472	(214)	%
Brent Oil ($/Bbl)	$	7968.7918	$	8279.2579	(315)	%
NYMEX Natural Gas ($/Mcf)	$	23.3455	$	2.9434	~~(20)~~52	%

~~The~~24 ~~following~~OXY ~~table~~2025 ~~presents~~FORM ~~Occidental’s average realized prices for continuing operations as a percentage of WTI, Brent and NYMEX for 2024 and 2023:~~10-K

	2024		2023
Worldwide oil as a percentage of average WTI	99	%	99	%
Worldwide oil as a percentage of average Brent	94	%	93	%
Worldwide NGL as a percentage of average WTI	28	%	27	%
Worldwide NGL as a percentage of average Brent	27	%	26	%
Domestic natural gas as a percentage of NYMEX	40	%	69	%

Prices and differentials can vary significantly, even on a short-term basis, making it difficult to predict realized prices with a reliable degree of certainty.

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The following table presents the Company’s average realized prices for continuing operations as a percentage of WTI, Brent and NYMEX for 2025 and 2024:


	2025		2024
Worldwide oil as a percentage of average WTI	100	%	99	%
Worldwide oil as a percentage of average Brent	95	%	94	%
Worldwide NGL as a percentage of average WTI	32	%	28	%
Worldwide NGL as a percentage of average Brent	30	%	27	%
Domestic natural gas as a percentage of NYMEX	45	%	40	%

Prices and differentials can vary significantly, even on a short-term basis, making it difficult to predict realized prices with a reliable degree of certainty.

DOMESTIC INTERESTS

BUSINESS REVIEW

~~Occidental~~The Company conducts its domestic operations through land leases, subsurface mineral rights it owns, or a combination of both. ~~Occidental~~The Company’s domestic oil and gas leases have a primary term ranging from one to 10 years, which is extended through the end of production once it commences. ~~Occidental~~The Company has leasehold and mineral interests in 98.39 million net acres, of which approximately 51% is leased, 48% is owned subsurface mineral rights and 1% is owned land with mineral rights. ~~Approximately $5.0 billion of Occidental’s worldwide capital budget is expected to be allocated to its domestic oil and gas operations in 2025.~~

DOMESTIC ASSETS (a)


			1. Powder River Basin 2. DJ Basin 3. Permian Basin 4. Gulf of America

(a)Map represents geographic outlines of the respective basins.

~~The~~OXY ~~Permian~~2025 ~~Basin~~FORM 10-K 25

The Permian Basin extends throughout West Texas and Southeast New Mexico and is one of the largest and most active oil basins in the United States, accounting for more than 47% of total United States oil production in 2024. Occidental had a leading position in the Permian Basin, and produced approximately 10% of the total oil in the basin in 2024. In 2024, Occidental’s production in the Permian Basin was 664 Mboe/d. In 2024, Occidental spent approximately $2.7 billion of development capital in the Permian Basin, of which 88% was spent on Permian Resources assets.

Occidental manages its Permian Basin operations through two businesses: Permian Resources, which includes unconventional opportunities, and Permian EOR, which utilizes secondary and tertiary recovery techniques. By exploiting the natural synergies between Permian Resources and Permian EOR, Occidental is able to deliver unique short- and long-term advantages, efficiencies and expertise across its Permian Basin operations.

The Permian Resources business is focused on developing and producing unconventional reservoir targets using horizontal drilling technology. The development programs are designed to create long-term value from primary development by maximizing the recovery of oil, utilizing sustainable practices and providing strong financial returns. Occidental strengthened its oil and gas portfolio through the acquisition of CrownRock’s well-positioned assets in the Permian Basin. Occidental’s unconventional oil and gas operations in Permian Resources include approximately 1.5 million net acres. In 2024, Occidental’s activities were focused in the core development areas with emphasis on maintaining the industry leading capital intensity through optimized surface infrastructure and customized well designs. In 2024, Permian Resources produced from approximately 6,100 gross wells and added 356 MMboe to Occidental’s proved reserves through infill development projects and extensions of proved areas.

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			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

~~With~~The ~~33 active CO2 floods and over 50 years of experience,~~ Permian ~~EOR is the industry leader in Permian~~ Basin CO2 flooding, which can increase ultimate oil recovery by 10% to 25%. Technology improvements, such as the recent trend toward vertical expansion of the CO2 flooded interval into residual oil zone targets, continue to yield more recovery from existing projects. Significant opportunities also remain to gain additional recovery by expanding Occidental’s existing CO2 projects into new portions of reservoirs that have only been waterflooded. Permian EOR has 1.4 million net acres with a large inventory of future CO2 projects, which could be developed over the next 20 years or accelerated, depending on market conditions. Permian EOR produced from approximately 12,600 gross wells in 2024.

The Permian Basin extends throughout West Texas and Southeast New Mexico and is one of the largest and most active oil basins in the United States, accounting for more than 49% of total United States oil production in 2025. In 2025, the Company sustained a leading position in the Permian Basin, producing approximately 10% of the total oil in the basin. The Company’s 2025 production in the Permian Basin was 786 Mboe/d. In 2025, the Company invested approximately $3.4 billion of development capital in the Permian Basin.

The Company manages its Permian Basin operations through two businesses: Permian Resources, which includes unconventional opportunities, and Permian EOR, which utilizes secondary and tertiary recovery techniques. By exploiting the natural synergies between Permian Resources and Permian EOR, the Company is able to deliver unique short- and long-term advantages, efficiencies and expertise across its Permian Basin operations.

The Permian Resources business is focused on developing and producing unconventional reservoir targets using horizontal drilling technology. The development programs are designed to create long-term value from primary development by maximizing the recovery of oil, utilizing sustainable practices and providing strong financial returns. In 2025, Permian Resources prioritized core development areas, focusing on maintaining the industry-leading capital intensity through optimized surface infrastructure and customized well designs. Permian Resources has 1.5 million net acres. In 2025, Permian Resources produced from approximately 6,300 gross wells and added 390 MMboe to the Company’s proved reserves through infill development projects and extensions of proved areas.

The Permian Basin’s concentration of large conventional reservoirs, strong CO2 flooding performance and the expansive CO2 transportation and processing infrastructure has resulted in decades of high-value enhanced oil production. With 34 active CO2 floods and over 50 years of experience, Permian EOR is the industry leader in Permian Basin CO2 flooding, which can increase ultimate oil recovery by 10% to 25%. Technology improvements, such as the recent trend toward vertical expansion of the CO2 flooded interval into residual oil zone targets, continue to yield more recovery from existing projects. Significant opportunities also remain to gain additional recovery by expanding the Company’s existing CO2 projects into new portions of reservoirs that have only been waterflooded. Permian EOR has 1.4 million net acres with a large inventory of future CO2 projects, which could be developed over the next 20 years or accelerated, depending on market conditions. Permian EOR produced from approximately 11,900 gross wells in 2025.

Rockies and Other Domestic

In ~~2024~~2025, ~~Occidental~~the Company produced ~~310~~284 Mboe/d and ~~spent~~invested ~~development~~ capital of approximately $0.8 billion in the Rockies and Other Domestic locations. Production in the DJ Basin is derived from approximately 3,~~700~~500 gross wells primarily focused in the Niobrara and Codell formations. The DJ Basin, ~~including the North DJ Basin,~~ comprises approximately 0.65 million total net acres and provides competitive economics, low breakeven costs and free cash flow generation through ~~Occidental~~the Company’s contiguous acreage position and royalty uplift.

Operations in the DJ Basin are subject to regulations that impose siting requirements, or “setback,” on certain oil and gas drilling locations based on the distance of a proposed well pad to occupied structures. ~~Occidental~~The Company has a dedicated stakeholder relations team that conducts regulatory and community outreach with respect to its permit applications and operations in Colorado with a focus on building trust and fostering open communication with those who live and work near its operations. ~~Occidental~~The Company has established a steady cadence of permit approvals from various agencies, local governments and the ECMC through robust community outreach, protective site selection, thoughtful facility design and planning, and best-in-class measures to mitigate potential impacts from operations. In ~~2024~~2025, ~~Occidental~~the Company submitted Oil and Gas Development Plans comprising approximately ~~200~~100 wells to the ECMC. As of December 31, ~~2024~~2025, ~~Occidental~~the Company has permits for over 90% of the ~~2025~~2026 drilling schedule and over 7045% of the ~~2026~~2027 drilling schedule with the remaining percentage of activity ~~largely~~pending ~~submitted~~regulatory ~~and~~approval ~~pending~~or ~~approval~~scheduled for submission in 2026. ~~Occidental~~The Company continues to gain efficiencies in the permitting process and will continue to look for additional opportunities to do so in the future.

~~Occidental~~The Company has interests in approximately 0.12 million net acres in the Powder River Basin, mainly located in Converse County and Campbell County, Wyoming. The ~~field~~Powder River Basin contains the Turner, Niobrara, Mowry, Parkman, and ~~Parkman~~Teapot formations that hold both liquids and natural gas and produces from 139 gross wells.

~~Occidental~~The Company holds approximately 4.65 million net acres in other domestic locations, which consist of acreage and fee minerals outside of ~~Occidental~~the Company’s core operated areas including parts of Arkansas, Colorado, Louisiana, Texas, West Virginia and Wyoming.

OFFSHORE DOMESTIC ASSETS

Gulf of America

The ~~Gulf~~Company ~~of America accounts for more than 14% of total United States oil production. Occidental~~ is the fourth-largest oil and gas producer in the ~~deepwater~~deep-water Gulf of America, operating 8 strategically located ~~deepwater~~deep-water floating platforms and producing from 1614 active fields while owning a working interest in approximately ~~300~~230 blocks, covering approximately 10.18 million net acres.

In ~~2024~~2025, ~~Occidental~~the Company’s Gulf of America production was ~~125~~132 Mboe/d from 8296 gross wells. ~~Occidental~~The Company’s focused production management processes and ~~artificial~~development ~~lift~~ projects ~~successfully~~resulted ~~reduced~~in ~~reservoir~~increased ~~declines~~production ~~for~~from athe ~~consecutive~~prior ~~fifth~~ year. Operational efficiency focus continued in ~~2024~~2025, with Production Operations and Asset Integrity teams ~~continuing~~achieving ~~to achieve~~ world class highest platform operating efficiencies, with major equipment uptimes of over 9899%. ~~Multiple platform seasonal shut-ins were planned and executed safely, resulting in an 80% reduction in the number of annual planned shut-in days compared to 2019.~~

~~Occidental’s~~26 ~~Gulf~~OXY of2025 ~~America~~FORM ~~assets continued to be among the lowest carbon emissions operations in the industry with zero routine flaring and zero cold venting.~~ 10-K

Occidental invested $0.7 billion of development capital in 2024 with a continued strategy of low risk, infill drilling opportunities and accelerated project delivery at its Horn Mountain, Lucius, and Marco Polo facilities. Drilling and well service activities were ramped up using two floating drill ships and several service rigs. During 2024, all necessary regulatory permits for new wells and existing operations were obtained timely without any operational delays. Occidental was further awarded 45 new leases from the BOEM’s Lease Sale 261.

Occidental’s Asset Development teams made significant progress in developing new plans to significantly expand the recovery from Occidental’s producing oil and gas reservoirs. Several major secondary recovery uplift projects, as well as new horizontal/extended reach well opportunities, will be ready to begin implementation in 2025 onwards.

Occidental is also implementing several state-of-the-art artificial lift projects, including down-hole gas-lift and caisson electric submersible pumps at its Horn Mountain platform. These projects are expected to deliver some of the highest margin production in Occidental’s portfolio coming online beginning in the third quarter of 2025. Occidental plans to conduct development and exploration activities in 2025 using two floating drill ships and several other well service vessels and continue to optimize its extensive portfolio of lease working interests.

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			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

The Company’s Gulf of America assets continued to be among the lowest carbon emissions operations in the industry with zero routine flaring and zero cold venting.

The Company invested $0.5 billion of development capital in 2025 with a continued strategy of low risk, infill drilling opportunities and accelerated project delivery at its Horn Mountain, Constitution and Lucius facilities. Drilling and well service projects were implemented utilizing two floating drill ships and several service rigs. During 2025, all necessary regulatory permits for new wells and existing operations were obtained timely without any operational delays.

As part of its Gulf of America 2.0 program (GOA 2.0), the Company successfully implemented several state-of-the-art artificial lift projects, including down-hole gas-lift and caisson electric submersible pumps at its Horn Mountain platform in 2025, delivering some of the highest margin production in the Company’s portfolio. In addition, the Company’s asset development and facilities teams began implementation of several GOA 2.0 growth projects to significantly increase recovery from the Company’s existing producing oil and gas reservoirs with the first water injection at Marlin planned to be on stream in Summer 2026 and at Horn Mountain in 2027. Several major secondary recovery uplift projects and new horizontal/extended reach well opportunities will continue implementation in 2026 onwards.

The Company’s Gulf of America operations will conduct both development and exploration activities in 2026 using two floating drill ships and several other well service vessels and will continue to develop and expand its extensive portfolio of lease working interests through its GOA 2.0 program.

The following table shows key areas of ongoing development in the Gulf of America, along with the corresponding working interest in those areas.


	Working Interest
Horn Mountain	100	%
Holstein	100	%
Marlin	100	%
Lucius	67	%
K2 Complex	51	%
Caesar Tonga	34	%
Constellation	33	%

INTERNATIONAL INTERESTS

BUSINESS REVIEW

~~Occidental~~The Company primarily conducts its ~~ongoing~~ international operations in two sub-regions: the Middle East and North Africa. Its activities include oil, NGL and natural gas production through direct working interests and PSCs. Under the PSCs, ~~Occidental~~the Company records a share of production and reserves to recover certain development and production costs and an additional share for profit. These contracts do not transfer any right of ownership to ~~Occidental~~the Company and reserves reported from these arrangements are based on ~~Occidental~~the Company’s economic interest as defined in the contracts. ~~Occidental~~The Company’s share of production and reserves from these contracts decreases when product prices rise and increases when prices decline. Overall, ~~Occidental~~the Company’s net economic benefit from these contracts is greater when product prices are higher. ~~Approximately $0.6 billion of Occidental’s worldwide capital budget is expected to be allocated to its international operations in 2025.~~


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			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

MIDDLE EAST / NORTH AFRICA ASSETS


			1.Algeria 2.Oman 3.Qatar 4.UAE

Algeria

~~Occidental~~The Company’s interests in Algeria consists of production rights in 18 fields within Blocks 404a and 208, both of which expire in 2048, located in the Berkine Basin in Algeria’s Sahara Desert. ~~Occidental~~The Company also owns interests in 3 unitized fields ~~with~~within Blocks 404a and 208 (the Ourhoud Unit, the EMK Unit and the HBN Unit) as well as in 3 processing facilities (the El Merk central processing facility in Block 208 that processes produced oil, NGL, and natural gas; and the Hassi Berkine South and Ourhoud central processing facilities in Block 404a that process produced oil).

In ~~2024~~2025, net production in Algeria was 28 Mboe/d, from ~~205~~219 gross wells, and annual development capital expenditures were $0.1 billion.

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table of contents MANAGEMENT’S DISCUSSION AND ANALYSIS

Oman

In Oman, ~~Occidental~~the Company is the operator of Block 9, Block 27, Block 53 (Mukhaizna Field), Block 62 and Block 65 and has additional interests in Blocks 30, 51 and 72, which are under the ~~Exploration~~exploration phase. The working interest and contract expiration year for each of the respective blocks are shown in the table below. ~~Occidental~~The Company holds 6.0 million gross acres and has 10,000 potential well inventory locations. In ~~2024~~2025, ~~Occidental~~the Company’s share of production was 6672 Mboe/d.

	Working Interest		Block Expiration (Year)
Block 9	50	%	2030
Block 27	65	%	2035
Block 53	47	%	~~2035~~2050
Block 62	100	%	2028
Block 65	51	%	2037
Blocks 30, 51 and 72	100	%	Exploration Phase

~~Occidental~~The Company has produced over ~~823~~853 million gross barrels from Block 9 since the beginning of its operation through successful exploration, continuous drilling improvements and EOR projects. The Mukhaizna Field in Block 53 is a major pattern steam flood project for EOR that utilizes some of the largest mechanical vapor compressors ever built. Since assuming operations in the Mukhaizna Field in 2005, ~~Occidental~~the Company has drilled over 3,600 new wells and has ~~produced~~substantially increased production to deliver over ~~634~~662 million gross barrels, while maintaining a strong commitment to operational excellence, environmental stewardship and community engagement. The Company signed a 15-year contract extension for Block 53 in 2025, which is expected to deliver significant value to all stakeholders. In ~~2024~~2025, ~~Occidental~~the Company invested development capital of $0.4 billion across all of the Oman blocks to drill 95120 wells and execute facilities projects to support development and EOR activities.

In28 ~~2025, Occidental will continue to enhance production by adding extended and dual laterals, stimulating wells with the~~ OXY ~~JETTINGTM~~2025 ~~wellbore~~FORM ~~stimulation system, and expanding thermal conformance. Occidental will also continue to execute projects in Oman targeting emissions reductions.~~ 10-K


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

Qatar

In Qatar, ~~Occidental~~the Company partners in the Dolphin Energy Project, an investment that is comprised of two separate economic interests. ~~Occidental~~The Company has a 24.5% interest in the upstream operations to develop and produce NGL, natural gas and condensate from Qatar’s North Field through mid-2032. ~~Occidental~~The Company also has a 24.5% interest in ~~DEL~~Dolphin midstream in the UAE, which operates a pipeline and is discussed further in the midstream and marketing segment section in this Form 10-K under Pipeline. In ~~2024~~2025, ~~Occidental~~the Company’s net share of production from Dolphin was 3940 Mboe/d.

UAE

~~Occidental~~The Company has a 40% participating interest in the Shah gas field (Al Hosn Gas), in conjunction with ADNOC, the UAE’s national oil company, which expires in 2041. In ~~2024~~2025, ~~Occidental~~the Company’s net share of production from Al Hosn Gas was ~~293~~283 MMcf/d of natural gas and 42 Mbbl/d of NGL and condensate. Al Hosn Gas includes gas processing facilities which are discussed further in the midstream and marketing segment section in this Form 10-K under Gas Processing, Gathering and CO2.

In 2019 and 2020, ~~Occidental~~the Company acquired 9-year exploration concessions and, subject to a declaration of commerciality, 35-year production concessions for Onshore Block 3 and Block 5, which cover ana combined area of approximately 12.5 million acres ~~and 0.8 million acres~~, ~~respectively,~~ and are adjacent to Al Hosn Gas. In 2023, ~~Occidental~~the Company commenced first oil production in Onshore Block 3. ~~In 2025, Occidental will continue further exploration and appraisal activities in Onshore Block 3 and Block 5.~~

PROVED RESERVES

Proved oil, NGL and natural gas reserves were estimated using the unweighted arithmetic average of the first-day-of-the-month price for each month within the year, unless prices were defined by contractual arrangements. Oil, NGL and natural gas prices used for this purpose were based on posted benchmark prices and adjusted for price differentials including gravity, quality and transportation costs.

The following table shows the ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023 calculated first-day-of-the-month average prices for both WTI and Brent oil prices, as well as the Henry Hub gas and Mt. Belvieu NGL prices:

	2024		2023		2022
	2025		2024		2023
WTI Oil ($/Bbl)	$	7565.4834	$	7875.2248	$	9378.6722
Brent Oil ($/Bbl)	$	7968.6542	$	8279.8065	$	9782.7780
Henry Hub Natural Gas ($/MMbtu)	$	23.1339	$	2.6413	$	62.3664
Mt. Belvieu NGL ($/Bbl)	$	3331.0479	$	2933.9404	$	4729.8194

34The ~~OXY~~Company ~~2024~~had ~~FORM~~proved 10reserves from continuing operations at year-Kend 2025 of 4,603 MMboe, compared to the year-end 2024 proved reserves of 4,612 MMboe. Proved developed reserves represented approximately 72% and 69% of the Company’s total proved reserves as of December 31, 2025 and 2024, respectively. The following table shows the Company’s proved reserves from continuing operations by commodity as a percentage of total proved reserves:


	2025		2024
Oil	47	%	46	%
NGL	25	%	27	%
Natural gas	28	%	27	%

The Company does not have any reserves from non-traditional sources. For further information regarding the Company’s proved reserves, see the Supplemental Oil and Gas Information section in Item 8 of this Form 10-K.


OXY 2025 FORM 10-K			29


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

Occidental had proved reserves from continuing operations at year-end 2024 of 4,612 MMboe, compared to the year-end 2023 proved reserves of 3,982 MMboe. Proved developed reserves represented approximately 69% of Occidental’s total proved reserves at year-end 2024 and 2023. The following table shows Occidental’s proved reserves from continuing operations by commodity as a percentage of total proved reserves:

	2024		2023
Oil	46	%	49	%
NGL	27	%	24	%
Natural gas	27	%	27	%

Occidental does not have any reserves from non-traditional sources. For further information regarding Occidental’s proved reserves, see the Supplemental Oil and Gas Information section in Item 8 of this Form 10-K.

CHANGES IN PROVED RESERVES

Changes in ~~Occidental~~the Company’s ~~2024~~2025 reserves were as follows:

MMboe						~~2024~~2025
Balance — beginning of year						34,~~982~~612
Revisions of previous estimates						~~170~~161
Improved recovery						4760
Extensions and discoveries						~~326~~340
Purchases						~~623~~10
Sales						(5057)
Production						(~~486~~523)
Balance — end of year						4,~~612~~603

~~Occidental~~The Company’s ability to add reserves, other than through purchases, depends on the success of infill development, extension, discovery and improved recovery projects, each of which depends on reservoir characteristics, technology improvements and oil and natural gas prices, as well as capital and operating costs. Many of these factors are outside management’s control and may negatively or positively affect ~~Occidental~~the Company’s reserves.

Revisions of Previous Estimates

Revisions can include upward or downward changes to previous proved reserve estimates for existing fields due to the evaluation or interpretation of geologic, production decline or operating performance data. In addition, product price changes affect proved reserves recorded by ~~Occidental~~the Company. For example, lower prices may decrease the economically recoverable reserves, particularly for domestic properties, because the reduced margin limits the expected life of the operations. Offsetting this effect, lower prices increase ~~Occidental~~the Company’s share of proved reserves under PSCs because more oil is required to recover costs. Conversely, when prices rise, ~~Occidental~~the Company’s share of proved reserves decreases for PSCs and economically recoverable reserves may increase for other operations. Reserve estimation rules require that estimated ultimate recoveries be much more likely to increase or remain constant than to decrease, as changes are made due to increased availability of technical data.

In ~~2024~~2025, ~~Occidental~~the Company’s revisions of previous estimates of proved reserves were positive ~~170~~161 MMboe, which were composed of ~~112 MMboe of~~ positive revisions related to additions associated with infill development projects ~~and~~(115 ~~updates~~MMboe), ~~based~~changes onin ~~reservoir~~economic ~~performance~~conditions of(131 ~~152~~MMboe), and the Oman contract extension (61 MMboe). The positive revisions were partially offset by negative revisions ~~of 87 MMboe~~ associated with ~~management~~price ~~changes in development plans. Further negative~~ revisions of(85 29 MMboe) ~~were~~and ~~associated~~updates ~~with~~based ~~negative~~on ~~price~~reservoir ~~revisions~~performance (45 MMboe).

~~The~~Positive ~~positive~~ revisions related to additions associated with infill development projects of ~~112~~115 MMboe were mainly in the DJPermian Basin (5554 MMboe), and the ~~Permian~~DJ Basin (4549 MMboe) ~~and international assets (8 MMboe)~~.

Positive revisions associated with ~~updates~~changes ~~based~~in oneconomic ~~reservoir~~conditions ~~performance~~ of ~~152~~131 MMboe were primarily ~~due to positive performance revisions~~ in the DJPermian Basin (81122 MMboe)~~, GOA (41 MMboe), international assets (32 MMboe) and the Powder River Basin (11 MMboe)~~.

~~The~~Negative ~~negative~~price revisions of 8785 MMboe ~~associated with management changes in development plans~~ were primarily ~~related~~associated towith the Permian Basin (5394 MMboe), ~~Oman~~which ~~(19~~were ~~MMboe)~~partially ~~and~~offset ~~GOA~~by ~~(13~~positive price revisions of 7 MMboe) on international PSCs.

Negative ~~price~~ revisions of 2945 MMboe associated with updates based on reservoir performance were ~~mainly~~primarily ~~associated~~related ~~with~~to the Permian Basin. (66 MMboe), which were partially offset by positive reservoir performance updates in GOA (19 MMboe).

OXY 2024 FORM 10-K 35

table of contents MANAGEMENT’S DISCUSSION AND ANALYSIS

Improved Recovery

In ~~2024~~2025, ~~Occidental~~the Company added proved reserves of 4760 MMboe related to improved recovery in GOA (44 MMboe), Permian EOR (409 MMboe) and Oman (7 MMboe). These properties comprise conventional projects, which are characterized by the deployment of EOR development methods, largely employing application of CO2 flood, waterflood or steam flood. These types of conventional EOR development methods can be applied through existing wells, though additional drilling is frequently required to fully optimize the development configuration. Waterflooding is the technique of injecting water into the formation to displace the oil to the offsetting oil production wells. The use of either CO2 or steam flooding depends on the geology of the formation, the evaluation of engineering data, availability and cost of either CO2 or steam and other economic factors. Both techniques work similarly to lower viscosity, causing the oil to move more easily to the producing wells.

Extensions and Discoveries

~~Occidental~~The Company also added proved reserves from extensions and discoveries, which are dependent on successful exploration and exploitation programs. In ~~2024~~2025, extensions and discoveries added ~~326~~340 MMboe primarily related to the recognition of proved reserves in the Permian Basin (~~313~~336 MMboe).


30			OXY 2025 FORM 10-K


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

Purchases of Proved Reserves

In ~~2024~~2025, ~~Occidental~~the Company purchased proved reserves of ~~623~~10 MMboe ~~primarily~~ consisting of ~~proved~~proven reserves in the Permian ~~Midland~~ Basin related to ~~the~~acreage ~~CrownRock Acquisition~~trades.

Sales of Proved Reserves

In ~~2024~~2025, ~~Occidental~~the Company sold 5057 MMboe in proved reserves related to the divestitures of certain non-strategic assets ~~primarily~~ in the Permian Basin and the DJ Basin.

Proved Undeveloped Reserves

~~Occidental~~The Company had PUD reserves at year-end ~~2024~~2025 of 1,~~421~~309 MMboe, compared to the year-end ~~2023~~2024 amount of 1,~~232~~421 MMboe.

Changes in PUD reserves were as follows:

MMboe						~~2024~~2025
Balance — beginning of year						1,~~232~~421
Revisions of previous estimates						~~(44)~~46
Improved recovery						4355
Extensions and discoveries						~~234~~247
Purchases						~~305~~1
Sales						(1723)
Transfer to proved developed reserves						(~~332~~438)
Balance — end of year						1,~~421~~309

Revisions of previous estimates were a ~~negative~~positive 4446 MMboe. Approximately 87238 MMboe of the ~~negative~~positive revisions were associated with ~~management~~updates ~~changes~~based inon ~~development~~reservoir ~~plans~~performance, ~~mainly~~primarily indue ~~the~~to ~~Permian~~positive ~~Basin~~performance ~~(53~~revisions ~~MMboe),~~in ~~Oman~~the ~~(19~~Permian ~~MMboe),~~Basin ~~and GOA~~ (13242 MMboe). Further ~~negative~~positive revisions ~~of 49 MMboe~~ were ~~primarily~~composed ~~associated~~of ~~with~~positive ~~updates~~revisions ~~based~~related ~~on reservoir performance, primarily due~~ to ~~negative~~additions ~~performance~~associated ~~revisions~~with ininfill ~~the~~development ~~Permian~~projects ~~Basin~~ (46102 MMboe), ~~and~~changes ~~international~~in ~~assets~~economic conditions (3116 MMboe), ~~that~~and ~~were~~the ~~partially~~Oman ~~offset~~contract byextension ~~positive performance revisions in GOA~~ (3311 MMboe). The ~~negative~~positive revisions were partially offset by ~~positive~~negative revisions of 81318 MMboe ~~primarily due to additions~~ associated with ~~infill~~management changes in development ~~projects~~plans, mainly in the ~~DJ Basin (49 MMboe) and the~~ Permian Basin (29314 MMboe)~~, as well as positive revisions of 10 MMboe primarily associated with updates based on interest related revisions~~.

~~Extensions~~The ~~and~~positive ~~discoveries~~revisions ~~added 234 MMboe primarily~~ related to ~~the~~additions ~~recognition~~associated ofwith ~~proved~~infill ~~reserves~~development inprojects ~~the Permian Basin (227 MMboe). Total improved recovery additions~~ of 43102 MMboe were ~~the~~mainly ~~result of implementing secondary and tertiary projects~~ in the Permian ~~EOR~~Basin (4047 MMboe) and ~~Oman~~the DJ Basin (344 MMboe). InPositive ~~2024,~~revisions ~~Occidental~~associated ~~purchased~~with ~~PUD~~changes ~~reserves of 305 MMboe primarily consisting of development projects~~ in ~~the~~economic ~~Permian~~conditions ~~Midland Basin related to the CrownRock Acquisition. The 2024 additions to PUD reserves were partially offset by transfers to proved developed reserves~~ of ~~332~~16 MMboe. ~~The transfers~~ were primarily ~~associated~~in ~~with~~ the ~~DJ Basin (141 MMboe), the~~ Permian Basin ~~(135 MMboe), GOA (24 MMboe), and the UAE (19 MMboe)~~.

InExtensions ~~2024,~~and ~~Occidental~~discoveries ~~incurred~~added ~~approximately~~247 ~~$2.1~~MMboe ~~billion~~primarily related to ~~convert~~the ~~PUD~~recognition of proved reserves toin ~~proved~~the ~~developed~~Permian ~~reserves,~~Basin ~~and~~(243 inMMboe). ~~2024~~Total ~~Occidental~~improved ~~converted~~recovery ~~approximately~~additions ~~27%~~of 55 MMboe were the result of ~~its~~implementing ~~PUD~~secondary ~~reserves~~and totertiary ~~proved~~projects ~~developed~~in GOA (44 MMboe), ~~when~~Permian ~~adjusted~~EOR ~~for~~(7 ~~revisions~~MMboe) and ~~sales.~~Oman As(4 ofMMboe). ~~December~~In 312025, ~~2024,~~the ~~Occidental~~Company ~~had~~purchased ~~1,421~~PUD ~~MMboe~~reserves of ~~PUD~~1 ~~reserves~~MMboe consisting of ~~which~~development ~~83%~~projects ~~were~~in ~~associated~~the ~~with~~Permian ~~domestic~~Basin ~~onshore,~~related 5%to ~~with~~acreage ~~GOA~~trades and ~~12%~~sold ~~with~~23 ~~international~~MMboe ~~assets.~~consisting ~~Occidental’s~~of ~~most~~development ~~active~~projects ~~development~~primarily ~~areas~~related ~~are~~to ~~located~~certain non-strategic assets in the Permian Basin,. ~~which~~The ~~represented~~2025 ~~68%~~additions ofto ~~the~~ PUD reserves aswere partially offset by transfers to proved developed reserves of ~~December~~438 31MMboe. The transfers were primarily associated with the Permian Basin (278 MMboe), ~~2024.~~the ~~Occidental’s~~DJ ~~total~~Basin ~~planned~~(98 MMboe) and GOA (47 MMboe).

36In ~~OXY~~2025, ~~2024~~the ~~FORM~~Company ~~10-K~~incurred approximately $2.2 billion to convert PUD reserves to proved developed reserves, and converted approximately 31% of its PUD reserves to proved developed, when adjusted for revisions and sales. As of December 31, 2025, the Company had 1,309 MMboe of PUD reserves of which 82% were associated with domestic onshore, 5% with GOA and 13% with international assets. The Company’s most active development areas are located in the Permian Basin, which represented 69% of the PUD reserves as of December 31, 2025. Overall, the Company plans to spend approximately $8.4 billion over the next five years to develop its PUD reserves in the Permian Basin.

table of contents MANAGEMENT’S DISCUSSION AND ANALYSIS

2025 capital expenditures for oil and gas are between $5.8 billion and $6.0 billion. Overall, Occidental plans to spend approximately $8.7 billion over the next five years to develop its PUD reserves in the Permian Basin.

PUD reserves are supported by a five-year detailed field-level development plan, which includes the timing, location and capital commitment of the wells to be drilled. Only PUD reserves which are reasonably certain to be drilled within five years of booking and are supported by a final investment decision to drill them are included in the development plan. A portion of the PUD reserves are expected to be developed beyond the five years and are tied to approved long-term development projects.

As of December 31, ~~2024~~2025, ~~Occidental~~the Company had ~~167~~185 MMboe of pre-~~2020~~2021 PUD reserves that remained undeveloped. These PUD reserves relate to approved long-term development plans, primarily associated with international development projects (~~129~~168 MMboe) with physical limitations in existing gas processing capacity and related to approved long-term development plans for Permian EOR projects (3417 MMboe), also with physical limitations in existing gas processing capacity. ~~Occidental~~The Company remains committed to these projects and continues to actively progress the development of these volumes. In addition to the above, Occidental has 29 MMboe of PUD reserves that are scheduled to be developed more than five years from their initial date of booking. These PUD reserves are related to approved long-term development plans, primarily associated with international development projects.


OXY 2025 FORM 10-K			31


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

RESERVES EVALUATION AND REVIEW PROCESS

~~Occidental~~The Company’s estimates of proved reserves and associated future net cash flows as of December 31, ~~2024~~2025 were made by ~~Occidental~~the Company’s technical personnel and are the responsibility of management. The estimation of proved reserves is based on the requirement of reasonable certainty of economic producibility and funding commitments by ~~Occidental~~the Company to develop the reserves. This process involves reservoir engineers, geoscientists, planning engineers and financial analysts. As part of the proved reserves estimation process, all reserve volumes are estimated by a forecast of production rates, operating costs and capital expenditures. Price differentials between benchmark prices (the unweighted arithmetic average of the first-day-of-the-month price for each month within the year) and realized prices and specifics of each operating agreement are then used to estimate the net reserves. Production rate forecasts are derived by a number of methods, including estimates from decline curve analysis, type well profile analysis, computer simulation of the reservoir performance, and volumetric analysis ~~and material balance~~ calculations that take into account the volumes of substances replacing the volumes produced and associated reservoir pressure changes supported by various technologies including seismic analysis. These reliable field-tested technologies have demonstrated reasonably certain results with consistency and repeatability in the formation being evaluated or in an analogous formation. Operating and capital costs are forecast using the current cost environment applied to expectations of future operating and development activities.

Net proved developed reserves are those volumes that are expected to be recovered through existing wells with existing equipment and operating methods for which the incremental cost of any additional required investment is relatively minor.

Net PUD reserves are those volumes that are expected to be recovered from new wells on undrilled acreage, or from existing wells where a relatively major expenditure is required for recompletion. PUD reserves are supported by a five-year, detailed, field-level development plan, which includes the timing, location and capital commitment of the wells to be drilled. The development plan is reviewed and approved annually by senior management and technical personnel. Annually, a detailed review is performed by ~~Occidental~~the Company’s Corporate Reserves Group and its technical personnel on a lease-by-lease basis to assess whether PUD reserves are being converted on a timely basis within five years from the initial disclosure date. Any leases not showing timely transfers from PUD reserves to proved developed reserves are reviewed by senior management to determine if the remaining reserves will be developed in a timely manner and have sufficient capital committed in the development plan. Only PUD reserves that are reasonably certain to be drilled within five years of booking and are supported by a final investment decision to drill them are included in the development plan. A portion of the PUD reserves are expected to be developed beyond the five years and are tied to approved long-term development plans.

The current Vice President, Reserves for Oxy Oil and Gas is responsible for overseeing the preparation of reserve estimates, in compliance with SEC rules and regulations, including the internal audit and review of ~~Occidental'~~the Company’s oil and gas reserves data. She has over 2324 years of experience in the upstream sector of the exploration and production business and has extensive experience evaluating a variety of assets in basins around the world. She is a past President of the International Executive Committee for the SPEE and a member of the Society of Petroleum Engineers. She is a licensed Professional Engineer in the State of Texas and currently serves on the SPEE Reserves Definitions Committee. She has Bachelor of Science degree in chemical engineering from the University of Illinois Urbana-Champaign.

~~Occidental~~The Company has a Reserves Committee, consisting of senior corporate officers, to review and approve ~~Occidental~~the Company’s oil and gas reserves. The Reserves Committee reports to the Audit Committee of ~~Occidental~~the Company’s Board of Directors during the year. Since 2003, ~~Occidental~~the Company has retained Ryder Scott, independent petroleum engineering consultants, to review its annual oil and gas reserve estimation processes. For additional reserves information, see Supplemental Oil and Gas Information under Item 8 of this Form 10-K.

In ~~2024~~2025, Ryder Scott conducted a process review of the methods and analytical procedures utilized by ~~Occidental~~the Company’s engineering and geological staff for estimating the proved reserves volumes, preparing the economic evaluations and determining the reserves classifications as of December 31, ~~2024~~2025, in accordance with SEC regulatory standards. Ryder Scott reviewed the specific application of such methods and procedures for selected oil and gas properties considered to be a valid representation of the Company’s 2025 year-end total proved reserves portfolio. In 2025, Ryder Scott reviewed approximately 39% of the Company’s proved oil and gas reserves. Since being engaged in 2003, Ryder Scott has reviewed the specific application of the Company’s reserve estimation methods and procedures for approximately 97% of the Company’s existing proved oil and gas reserves.

~~OXY~~Management ~~2024~~retained ~~FORM~~Ryder Scott to provide objective third-party input on its methods and procedures and to gather industry information applicable to the Company’s reserve estimation and reporting process. Ryder Scott has not been engaged to render an opinion as to the reasonableness of reserves quantities reported by the Company. The Company has filed Ryder Scott’s independent report as an exhibit to this Form 10-K 37.

~~table~~Based ofon ~~contents~~its ~~MANAGEMENT’S~~reviews, ~~DISCUSSION~~including ~~AND~~the ~~ANALYSIS~~data, technical processes and interpretations presented by the Company, Ryder Scott has concluded that the overall procedures and methodologies the Company utilized in estimating the proved reserves volumes, preparing the economic evaluations and determining the reserves classifications for the reviewed properties are appropriate for the purpose thereof and comply with current SEC regulations.

a valid representation of Occidental’s 2024 year-end total proved reserves portfolio. In 2024, Ryder Scott reviewed approximately 34% of Occidental’s proved oil and gas reserves. Since being engaged in 2003, Ryder Scott has reviewed the specific application of Occidental’s reserve estimation methods and procedures for approximately 86% of Occidental’s existing proved oil and gas reserves.

Management retained Ryder Scott to provide objective third-party input on its methods and procedures and to gather industry information applicable to Occidental’s reserve estimation and reporting process. Ryder Scott has not been engaged to render an opinion as to the reasonableness of reserves quantities reported by Occidental. Occidental has filed Ryder Scott’s independent report as an exhibit to this Form 10-K.

Based on its reviews, including the data, technical processes and interpretations presented by Occidental, Ryder Scott has concluded that the overall procedures and methodologies Occidental utilized in estimating the proved reserves volumes, preparing the economic evaluations and determining the reserves classifications for the reviewed properties are appropriate for the purpose thereof and comply with current SEC regulations.

OUTLOOK

The oil and gas exploration and production industry isremains highly competitive, and is subject to significant volatility due to various market conditions, ~~and~~with operations ~~are~~ highly dependent on oil prices and, to a lesser extent, NGL and natural gas prices. All commodity prices decreased in 2024. In 2024, compared to 2023, the average daily price per barrel of WTI crude decreased to $75.72 from $77.64, the average daily Brent price per barrel decreased to $79.79 from $82.25 and the average daily NYMEX natural gas price per MMcf decreased to $2.34 from $2.94.

~~Oil~~32 ~~prices~~OXY ~~will~~2025 ~~continue~~FORM to be affected by: (i) global supply and demand, which are generally a function of global economic conditions, inventory levels, production or supply chain disruptions, technological advances, regional market conditions and the actions of OPEC, other significant producers and governments; (ii) transportation capacity, infrastructure constraints, and costs in producing areas; (iii) currency exchange rates and inflation rates; and (iv) the effect of changes in these variables on market perceptions. It is expected that the price of oil will be volatile for the foreseeable future given the current geopolitical risks, the ongoing global impact of geopolitical risks, the evolving macro10-economic environment and supply activity from OPEC and non-OPEC oil producing countries and U.S. Government management of the U.S. Strategic Petroleum Reserve. Occidental does not operate or own assets in either Russia or Ukraine, or in the immediate vicinity of ongoing conflicts in the Middle East.K

NGL prices are related to the supply and demand for the components of products making up these liquids. Some of them more typically correlate to the price of oil while others are affected by natural gas prices as well as the demand for certain chemical products for which they are used as feedstock. In addition, infrastructure constraints magnify the pricing volatility from region to region.

Domestic natural gas prices and local differentials are strongly affected by local supply and demand fundamentals, as well as government regulations, global LNG demand and availability of transportation capacity from producing areas. International gas prices are generally fixed under long-term contracts.

These and other factors make it difficult to predict the future direction of oil, NGL and domestic gas prices reliably. For purposes of the current capital plan, Occidental will continue to focus on allocating capital to high-return assets with the flexibility to adjust based on fluctuations in commodity prices, current economic conditions, such as supply chain constraints, higher interest rates, global logistics and high inflation, which has continued to disrupt global supply and demand balances, with the goal of keeping returns well above its cost of capital.

The timing, process and ultimate cost to transition to a less carbon-intensive economy remains largely unknown; various industry forecasts indicate a growing demand for hydrocarbons for the remainder of the current decade. Occidental believes its operational flexibility to achieve low development and operating costs to maximize full-cycle value of its assets and its knowledge and experience in CO2 separation, transportation, use, recycling and storage position its oil and gas segment to support Occidental’s transition to net zero as well as create opportunities in a low-carbon future.

38 OXY 2024 FORM 10-K


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

~~CHEMICAL~~prices. ~~SEGMENT~~In 2025, compared to 2024, the average daily price per barrel of WTI crude decreased to $64.81 from $75.72, the average daily Brent price per barrel decreased to $68.18 from $79.79 and the average daily NYMEX natural gas price per MMcf increased to $3.55 from $2.34.

~~BUSINESS~~Oil ~~STRATEGY~~prices will continue to be affected by: (i) global supply and demand, which are generally a function of global economic conditions, inventory levels, production or supply chain disruptions, technological advances, regional market conditions and the actions of OPEC, other significant producers and governments; (ii) transportation capacity, infrastructure constraints, and associated costs in producing areas; (iii) currency exchange rates and inflation; and (iv) the impact of these variables on market sentiment. It is expected that the price of oil will be volatile for the foreseeable future given the ongoing geopolitical risks, the evolving macro-economic environment and supply activity from OPEC and non-OPEC oil producing countries. The Company does not operate or own assets in either Russia or Ukraine, or in the immediate vicinity of ongoing conflicts in the Middle East.

~~OxyChem~~NGL ~~concentrates~~pricing onis ~~the~~influenced ~~chlorovinyls~~by ~~chain, beginning with~~ the ~~co-production~~supply ~~of caustic soda~~ and ~~chlorine.~~demand ~~Caustic~~for soda and chlorine are marketed to external customers. In addition, chlorine, together with ethylene, is converted through a series of intermediate products into PVC. OxyChem seeks to be a low-cost producer in order to generate cash flow in excess of its normal capital expenditure requirements and achieve above-cost-of-capital returns. OxyChem’s focus on chlorovinyls allows it to maximize the ~~benefits~~individual ofcomponents ~~integration and take advantage~~ of ~~economies~~these ~~of scale~~liquids. ~~Capital~~Some isare ~~employed~~closely totied ~~sustain production capacity and~~ to ~~focus~~oil onprices, ~~projects~~while ~~and~~others ~~developments designed to improve the competitiveness of segment assets. Acquisitions and plant development opportunities may be pursued when they~~ are ~~expected~~affected toby ~~enhance~~natural ~~the~~gas ~~existing~~prices ~~core chlor-alkali~~ and ~~PVC businesses or take advantage of other specific opportunities. The expansion and conversion of~~ the ~~Battleground~~demand ~~chlor-alkali~~for ~~plant~~chemical toproducts ~~membrane~~that ~~technology~~use ~~continued~~NGLs inas ~~2024 with completion expected in 2026~~feedstock. In ~~2024~~addition, ~~capital~~regional ~~expenditures~~infrastructure ~~for~~constraints ~~OxyChem~~continue ~~totaled~~to ~~$685~~amplify ~~million.~~pricing volatility.

~~BUSINESS~~Domestic ~~ENVIRONMENT~~natural gas prices and local differentials are primarily driven by local supply and demand fundamentals, government regulations, global LNG demand and transportation capacity from producing areas. International gas prices are generally fixed under long-term contracts.

~~Although~~These ~~the~~and ~~United~~other ~~States~~factors ~~economic~~make ~~growth~~it ~~was~~difficult ~~higher~~to ~~than~~reliably ~~that~~forecast ~~of 2023~~oil, ~~depressed~~NGL ~~growth~~and indomestic ~~China~~gas ~~continues~~prices. toFor ~~negatively~~its ~~impact~~current capital plan, the ~~global~~Company ~~market.~~will ~~While~~continue ~~domestic~~to ~~demand~~focus ~~increased~~on ~~for~~allocating ~~most~~capital ~~products~~to ~~during~~high-return ~~2024,~~assets ~~product~~with ~~prices~~the ~~declined~~flexibility ~~due~~to adapt to ~~impacts~~market ofconditions ~~global~~including ~~supply~~commodity ~~exceeding~~price ~~demand~~fluctuations, ~~especially~~supply onchain ~~chlorine~~constraints, ~~and~~tariffs, ~~chlorinated~~higher ~~derivatives~~interest ~~products~~rates, ~~including~~global ~~PVC.~~logistics ~~With~~and ~~the~~persistent ~~downward~~inflation, ~~pressure~~all onof ~~chlorinated~~which ~~product~~disrupt ~~prices~~global supply and ~~margins,~~demand ~~caustic~~balances. ~~soda~~The ~~prices~~Company’s ~~increased~~objective ~~across~~is ~~the~~to ~~year.~~deliver our free cash flow needs without impacting operational performance.

~~BUSINESS~~The ~~REVIEW~~timing, process and ultimate cost of transitioning to a less carbon-intensive economy remain largely uncertain; various industry forecasts indicate a growing demand for hydrocarbons for the next decade. The Company believes its operational flexibility to achieve low development and operating costs to maximize full-cycle value of its assets and its knowledge and experience in CO2 separation, transportation, use, recycling and storage position its oil and gas segment for opportunities to lower carbon intensity.

~~BASIC~~OXY ~~CHEMICALS~~2025 FORM 10-K 33

Chlor-alkali operating rates increased in 2024 as global demand for most products returned to modest levels of growth. Despite the demand growth, global supply continued to exceed global demand on most products; therefore pricing and margins continued to decline across 2024.

VINYLS

Domestic PVC demand realized appreciable 8% growth in 2024. U.S. Gulf Coast exports also increased year over year by 3%. Industry utilization rates averaged 85% in 2024, resulting in a net production gain of 1.2 billion pounds year over year. Given the high interest rate environment, housing starts continued to decline for the third consecutive year. Construction markets have largely offset the housing market segment and resulted in year over year demand gains. PVC exports continue to be an important outlet for PVC production and represented 34% of overall demand across 2024.

OUTLOOK

Industry performance will depend on the health of the global economy. Lingering inflationary impacts will continue to impact the domestic housing and construction sectors during 2025, while overall global demand will be impacted by the rate of China’s economic recovery. Product margins will depend on the resulting supply and demand balances and the regionally comparative level of energy costs. Potential tariffs could have an impact on global trade flow, particularly on PVC. Approximately $0.9 billion of Occidental’s worldwide capital budget is expected to be allocated to OxyChem in 2025.

BASIC CHEMICALS

Demand for basic chemicals is expected to improve modestly in 2025 following the continuing slow growth trend of the general economy. Demand for chlorine and derivatives should show moderate growth in all key market segments in 2025, while demand for alkali products should continue to demonstrate stronger growth in core segments of alumina and pulp and paper.

VINYLS

Single family housing starts have held steady throughout 2024, offset by a multi-family housing market that continues to erode. Total housing starts are expected to be flat to slightly improved in 2025, which will have a modestly positive impact to domestic PVC demand in 2025. However, domestic infrastructure projects and increasing global demand will drive domestic PVC demand growth year over year in 2025. Domestic PVC expansions came online during 2024, which had a negative impact on 2024 year-end prices as the new production was targeted for a bearish PVC market.

OXY 2024 FORM 10-K 39


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS


MIDSTREAM AND MARKETING SEGMENT

BUSINESS STRATEGY

The midstream and marketing segment strives to maximize value by optimizing the use of its gathering, processing, transportation, storage and terminal commitments and by providing the oil and gas segment access to domestic and international markets. To generate returns, the segment evaluates opportunities across the value chain and uses its assets to provide services to Occidental’s subsidiaries, as well as third parties. The midstream and marketing segment operates or contracts for services on gathering systems, gas plants, ~~co-generation facilities~~ and storage facilities and invests in entities that conduct similar activities.

This segment also seeks to minimize the costs of gas and power used in ~~Occidental~~the Company’s ~~various businesses~~operations. Also included in the midstream and marketing segment is OLCV. OLCV seeks to leverage ~~Occidental~~the Company’s experience with carbon management in EOR~~, major projects development and OxyChem plant operations to further the development of CCUS projects~~. OLCV invests in emerging low-carbon technologies that are expected to reduce ~~Occidental~~the Company’s carbon footprint and ensure the long-term sustainability of ~~Occidental~~the Company’s ~~core~~principal ~~businesses~~business, and enable others to do the same.

Capital is employed to sustain or expand assets to improve the competitiveness of ~~Occidental~~the Company’s ~~businesses~~business. In ~~2024~~2025, capital expenditures related to the midstream and marketing segment totaled $~~880~~720 million, before contributions from noncontrolling interests, the majority of which were related to the construction of STRATOS.

BUSINESS ENVIRONMENT

Midstream and marketing segment earnings are primarily affected by the performance of its ~~various businesses, including its~~ marketing, gathering and transportation business, ~~gas~~as ~~processing~~well ~~and~~as ~~power-generation~~its ~~assets~~gas processing business. The marketing business aggregates, markets and stores ~~Occidental~~Company and third-party volumes. Marketing performance is affected primarily by commodity price changes and margins in oil and gas transportation and storage programs. The marketing business results can experience significant volatility depending on commodity prices and the Midland-to-Gulf-Coast oil spreads and Waha-to-Gulf-Coast gas spreads. The Midland-to-Gulf-Coast oil spreads have ~~increased~~decreased to an average of $0.4930 per barrel in ~~2024~~2025 from an average of $0.2149 per barrel in ~~2023. A $0.25 change in the Midland-to-Gulf-Coast oil spreads impacts~~ 2024 ~~operating cash flows by approximately $65 million~~. The Waha-to-Gulf-Coast gas spreads have increased to an average of $12.4921 per MMbtu in ~~2024~~2025 from an average of $01.5449 per MMbtu in ~~2023~~2024. Gas gathering, processing and transportation results are affected by fluctuations in commodity prices and the volumes that are processed and transported through the segment’s plants, as well as the margins obtained on related services from investments in which ~~Occidental~~the Company has an equity interest. Excluding items affecting comparability, midstream and marketing’s results in 2025, compared to 2024, were impacted by higher sulfur prices at Al Hosn, higher Waha-to-Gulf-Coast gas spreads, and lower long-haul crude transportation costs, partially offset by higher losses from equity method investees and higher expenses due to the increase in OLCV activities.

BUSINESS REVIEW

MARKETING

The marketing group markets substantially all of ~~Occidental~~the Company’s oil, NGL and natural gas production and optimizes its transportation and storage capacity. ~~Occidental~~The Company’s third-party marketing activities focus on purchasing oil, NGL and natural gas for resale from parties whose oil and gas supply is located near its transportation and storage capacity. These purchases allow ~~Occidental~~the Company to aggregate volumes to better utilize and optimize its assets. In 2024, compared to 2023, marketing results were impacted by higher gas marketing margin from transportation capacity optimization and higher equity method investment income from WES, partially offset by higher activities in the OLCV business.

DELIVERY AND TRANSPORTATION COMMITMENTS

~~Occidental~~The Company has made long-term commitments to certain refineries and other buyers to deliver oil, NGL and natural gas. The total amount contracted to be delivered is approximately 4974 MMbbl of oil through ~~2025~~2026, ~~794~~693 MMbbl of NGL through 2034 and ~~674~~545 Bcf of gas through 2029. The price for these deliveries is set at the time of delivery of the product.

~~Occidental~~The Company has crude pipeline take-or-pay capacity of approximately ~~850~~750 Mbbl/d to the Gulf Coast, leased crude storage capacity of approximately 9 MMbbl and capacity at the crude terminal of approximately 525 Mbbl/d. Certain of Occidental's crude pipeline take-or-pay agreements expire in 2025 and its Midstream business is well-positioned to benefit from potential reductions in crude oil transportation rates from the Permian to the Gulf Coast.

PIPELINE

~~Occidental~~The Company’s pipeline business mainly consists of its 24.5% ownership interest in DEL. DEL owns and operates a 230-mile-long, 48-inch-diameter natural gas pipeline, known as the Dolphin Pipeline, which transports dry natural gas from Qatar to the UAE and Oman. The Dolphin Pipeline has capacity to transport up to 3.2 Bcf/d and currently transports approximately 2.0 Bcf/d and up to 2.2 Bcf/d in the summer months.

GAS PROCESSING, GATHERING AND CO2

~~Occidental~~The Company processes its own and third-party domestic wet gas to extract NGL and other gas byproducts, including CO2, and delivers dry gas to pipelines. Margins primarily result from the difference between inlet costs of wet gas and market prices for NGL.

4034 OXY ~~2024~~2025 FORM 10-K


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

WES is a publicly traded limited partnership with its limited partner units traded on the NYSE under the ticker symbol “WES.” As of December 31, ~~2024~~2025, ~~Occidental~~the Company owned all of the 2.32% non-voting general partner interest, 4340.56% of the WES limited partner units, and a 2% non-voting limited partner interest in WES Operating, a subsidiary of WES. As of December 31, ~~2024~~2025, ~~Occidental'~~the Company’s combined share of net income from WES and its subsidiaries was 4643.01%. In February 2026, in connection with certain contract amendments, the Company transferred 15.3 million units to WES; after this transfer, the combined share of net income in WES and its subsidiaries is 40.9%. See Note 1 - Summary of Significant Accounting Policies in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for more information regarding ~~Occidental~~the Company’s equity method investment in WES. WES owns gathering systems, plants and pipelines and earns revenue from fee-based and service-based contracts with ~~Occidental~~the Company and third parties.

~~Occidental~~The Company’s 40% participating interest in Al Hosn Gas also includes sour gas processing facilities that are designed to process 1.45 Bcf/d of natural gas and separate it into salable gas, condensate, NGL and sulfur. In ~~2024~~2025, the ~~project~~Al ~~produced~~Hosn ~~732~~Gas ~~MMcf/d~~processing offacilities ~~natural~~produced ~~gas, 106 Mbbl/d of NGL and condensate, and~~ 13,~~800~~000 tons/d per day of sulfur, of which ~~Occidental~~the Company’s net share was ~~293 MMcf/d of natural gas, 42 Mbbl/d of NGL and condensate and~~ 5,~~520~~200 tons/d per day of sulfur.

POWER GENERATION FACILITIES

Earnings from power and steam generation facilities are derived from sales to affiliates and third parties.

LOW-CARBON VENTURES

OLCV ~~was~~capitalizes ~~formed to capitalize~~ on ~~Occidental~~the Company’s extensive experience in utilizing CO2 in its development of CCUS projects and providing services to third parties to facilitate the implementation of their CCUS projects. Moreover, OLCV isfosters ~~fostering~~ emerging technologies, including DAC and low-~~carbon~~emissions power sources, and other business models with the potential to position ~~Occidental~~the Company as a leader in the production of ~~low-~~lower carbon intensity energy and products.

InThe ~~2024,~~Company ~~Occidental~~expects ~~continued~~to ~~the~~begin ~~construction~~sequestering ofCO2 captured at STRATOS, the first commercial -scale direct air capture facility in Ector County, Texas, in 2026. The ~~facility~~Company isholds ~~expected~~permits tofor ~~begin~~Class ~~start-up~~VI ~~operations~~CO2 injection wells in ~~mid-2025~~support of STRATOS. ~~Occidental~~The Company has a joint venture agreement with BlackRock, through a fund managed by its Diversified Infrastructure business, for the development of STRATOS. ~~The~~See ~~agreement~~Note ~~provides~~1 ~~$550~~- ~~million~~Summary of ~~committed~~Significant ~~investment~~Accounting ~~from BlackRock's fund~~Policies.

Occidental helped develop standards and protocols recognized by the EPA for monitoring, reporting and verifying the amount, safety and permanence of CO2 stored through secure geologic sequestration. Occidental holds four EPA-approved monitoring, reporting and verification plans for geologic sequestration through EOR production. OLCV has acquired access to over ~~370,000~~0.3 million acres of pore space to date, and has continued to pursue permits offor Class VI CO2 injection wells with the intention of developing ~~six~~additional sequestration hubs. OLCV iscontinues ~~also~~to ~~currently~~explore ~~conducting front-end engineering design work and feasibility studies on~~ a number of projects to capture and sequester CO2, either from the atmosphere or from industrial point sources. The profitability of sequestration projects is dependent upon the costs of developing, building and operating sequestration infrastructure, demand for sequestration services from emitters and the availability of certain tax attributes and credits generated from the capture and storage of CO2.

~~Occidental~~The Company owns a 4140.63% interest in NET Power, ~~which is developing a low-cost~~Inc., ~~natural~~an ~~gas~~energy ~~electric~~technology ~~power~~company ~~system~~focused ~~that~~on ~~generates~~delivering ~~near~~low-~~zero~~carbon ~~emissions~~gas ~~and~~power ~~inherently captures all CO2~~solutions. NET Power ~~Inc.~~ is currently traded on the NYSE under the symbol “NPWR.” ~~NET Power expects its first utility scale plant, located in the Permian, to begin power generation in the second half of 2027 or the first half of 2028.~~

OUTLOOK

Midstream and marketing segment results can experience volatility depending on commodity price changes, demand impacting export sales, the Midland-to-Gulf-Coast oil spreads and Waha-to-Gulf-Coast gas spreads. Gas gathering, processing and transportation results are affected by fluctuations in commodity prices and the volumes that are processed and transported through the segment’s plants, as well as the margins obtained on related services from investments in which ~~Occidental~~the Company has an equity interest.

~~Recently,~~OLCV ~~economy-wide~~is ~~cost increases~~ affected ~~various~~by elements of ~~the~~ supply chain. ~~Further~~and economy-wide cost increases that could increase the cost of sequestration. ~~and~~In ~~other~~addition, ~~low-carbon~~there ~~projects.~~is Instill ~~2024~~uncertainty around recent legislation, ~~increased~~such ~~interest~~as ~~from~~the ~~third~~IRA ~~parties~~and inOBBBA, ~~providing~~for ~~sequestration~~certain ~~services~~tax orcredits ~~purchasing~~related to low carbon ~~credits~~businesses. ~~indicated~~For amore ~~growing~~information ~~market~~refer ~~for~~to ~~OLCV~~the ~~products~~heading ~~and~~Income ~~services~~Taxes below.

InOXY August 2022, Congress passed the IRA which contains, among other provisions, certain tax incentives related to climate change and clean energy. Since the enactment of the IRA, the Treasury has released a substantial amount of regulatory and sub-regulatory guidance. However, much of this guidance remains unfinalized, and significant questions persist regarding its application. On January 20, 2025, ~~the~~FORM ~~Trump Administration issued an executive order that pauses the disbursement of funds appropriated under the IRA. The ultimate impact of the IRA on Occidental’s emerging low~~10-~~carbon~~K businesses and net-zero pathway will depend on several factors, including the Treasury's statutory interpretations in the final regulatory guidance pending issuance and potential changes to the IRA incentives in future tax legislation.35

Approximately $0.8 billion of Occidental’s worldwide capital budget, before contributions from noncontrolling interests, are expected to be allocated to its midstream and marketing operations in 2025.

OXY 2024 FORM 10-K 41


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS


SEGMENT RESULTS OF OPERATIONS AND ITEMS AFFECTING COMPARABILITY

SEGMENT RESULTS OF OPERATIONS

Segment earnings exclude income taxes, interest income, interest expense, environmental remediation expenses, unallocated corporate expenses and discontinued operations, but include gains and losses from divestitures of segment assets and income from ~~the~~segment ~~segments’~~ equity investments. Seasonality is not a primary driver of changes in ~~Occidental~~the Company’s consolidated quarterly earnings during the year.

The following table sets forth the sales and earnings of each operating segment and corporate items for the years ended December 31:

millions, except per share amounts	~~2024~~2025		~~2023~~2024		~~2022~~2023
NET SALES (a)
NET SALES (a,b)
Oil and gas	$	2120,~~705~~902	$	21,~~284~~705	$	2721,~~165~~284
Chemical	4,923		5,321		6,757
Midstream and marketing	1,279		886		2,433
Midstream and marketing	962		2,551		4,136
Eliminations	(588)		(572)		(561)
Eliminations	(865)		(899)		(1,424)
Total	$	21,593	$	22,019	$	23,156
Total	$	26,725	$	28,257	$	36,634
SEGMENT RESULTS AND EARNINGS (b)
SEGMENT RESULTS AND EARNINGS
Domestic	$	3,192	$	3,715	$	4,822
Domestic	$	3,715	$	4,822	$	10,439
International	1,643		1,774		1,859
International	1,774		1,859		2,580
Exploration	(249)		(275)		(441)
Exploration	(275)		(441)		(216)
Oil and gas	4,586		5,214		6,240
Oil and gas	5,214		6,240		12,803
Midstream and marketing	252		563		(35)
Chemical	1,124		1,531		2,508
Total	$	4,838	$	5,777	$	6,205
Midstream and marketing	580		24		273
Total	$	6,918	$	7,795	$	15,584
Unallocated corporate items
Interest expense, net	(1,~~175~~079)		(~~945~~1,169)		(~~1,030~~957)
Income tax expense	(1,~~174~~021)		(1,~~733~~158)		(~~813~~1,330)
Other	(~~1,673~~631)		(~~421~~584)		(~~437~~586)
Income from continuing operations	$	2,~~896~~107	$	42,~~696~~866	$	133,~~304~~332
Discontinued operations, net	~~182~~262		—212		—1,364
Net income	32,~~078~~369		43,~~696~~078		134,~~304~~696
Less: Net income attributable to noncontrolling interests	(2243)		—(22)		—
Less: Preferred stock dividends and redemption premiums	(679)		(~~923~~679)		(~~800~~923)
Net income attributable to common stockholders	$	21,~~377~~647	$	32,~~773~~377	$	123,~~504~~773
Net income attributable to common stockholders—basic	$	21.5965	$	42.2259	$	134.4122
Net income attributable to common stockholders—diluted	$	21.4461	$	32.9044	$	123.4090

(a)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.

42(b)Sales ~~OXY~~and ~~2024~~net ~~FORM~~results ~~10-K~~related to the OxyChem Transaction are reflected in discontinued operations, net.


36			OXY 2025 FORM 10-K


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

ITEMS AFFECTING COMPARABILITY

OIL AND GAS SEGMENT

Results of Operations

millions	~~2024~~2025		~~2023~~2024		~~2022~~2023
Segment Sales	$	2120,~~705~~902	$	21,~~284~~705	$	2721,~~165~~284
Segment Results (a)
Domestic	$	3,~~715~~192	$	43,~~822~~715	$	104,~~439~~822
International	1,~~774~~643		1,~~859~~774		21,~~580~~859
Exploration	(~~275~~249)		(~~441~~275)		(~~216~~441)
Total	$	54,~~214~~586	$	65,~~240~~214	$	126,~~803~~240
Items affecting comparability
Gains (losses) on sales of assets and other, net - domestic (b)	$	(~~585~~99)	$	~~142~~(585)	$	~~148~~142
Gain on sales of assets and other, net - international (c)	$	—	$	25	$	55
Legal reserves and other (c)	$	(105)	$	(54)	$	26
Asset impairments and related items - domestic (d)	$	(~~334~~6)	$	(~~209~~334)	$	—(209)
Legal settlements	$	(54)	$	26	$	—
Gain on sales of assets and other, net - international	$	30	$	—	$	25

(a)Results included significant items affecting comparability discussed in the footnotes below.

(b)The 2024 amount included $572 million of losses primarily related to the sale of non-core onshore U.S. assets. The 2023 ~~and~~amount ~~2022 amounts~~ included gains on sales primarily related to certain non-strategic assets in the Permian Basin of $142 million ~~and $148 million, respectively~~.

(c)The ~~2023~~2025 ~~and~~amount ~~2022 amounts of $25 million and $55 million, respectively,~~ included ~~post-closing~~additions ~~consideration~~to ~~earned~~legal asreserves ~~a result of certain production~~ and ~~pricing~~inventory ~~targets being met as well as the closing of the sale of certain assets that were negotiated with the 2020 Colombia divestiture~~adjustments.

(d)The 2024 amount included a pre-tax impairment of $334 million related to certain wells in the Gulf of America whose future net cash inflows did not indicate that the asset value is recoverable. The 2023 amount included a pre-tax impairment of $180 million related to undeveloped acreage in the northern non-core area of the Powder River Basin where ~~Occidental~~the Company decided not to pursue future exploration and appraisal activities as well as a $29 million impairment related to an equity method investment in Black Butte Coal Company.

Domestic oil and gas results, excluding significant items affecting comparability, decreased in ~~2024~~2025, compared to ~~2023~~2024, primarily due to lower realized oil ~~and natural gas~~ prices, partially offset by higher ~~sales~~oil volumes ~~across all commodities~~, largely driven by a full year of production in 2025 related to the CrownRock Acquisition, which closed in August 2024, and higher realized domestic gas prices. International oil and gas results, excluding significant items affecting comparability, decreased in ~~2024~~2025, compared to ~~2023~~2024, primarily due to lower oil and NGL prices ~~and higher lease operating costs~~, partially offset by higher ~~sales~~oil volumes.

OXY 2024 FORM 10-K 43

table of contents MANAGEMENT’S DISCUSSION AND ANALYSIS

Average Realized Prices

The following table sets forth the average realized prices for oil, NGL and natural gas from ongoing operations for each of the three years in the period ended December 31, ~~2024~~2025, and includes a year-over-year change calculation:

	2024		Year over Year Change	2023		Year over Year Change	2022
	2025		Year over Year Change	2024		Year over Year Change	2023
Average Realized Prices
Oil ($/Bbl)
United States	$	7464.6201	(214)%	$	7674.4262	(192)%	$	9476.1242
International	$	7767.4693	(212)%	$	7977.0346	(172)%	$	9579.4603
Total worldwide	$	7564.0560	(214)%	$	7675.8505	(192)%	$	9476.3685
NGL ($/Bbl)
United States	$	2019.4896	1(3)%	$	20.1948	~~(43)~~1%	$	3520.6919
International	$	2825.0043	(59)%	$	2928.3500	(145)%	$	3429.0935
Total worldwide	$	2120.3860	—(4)%	$	21.3238	~~(40)~~—%	$	3521.4832
Natural Gas ($/Mcf)
United States	$	01.9458	~~(54)~~68%	$	20.0494	(6354)%	$	52.4804
International	$	1.89	1—%	$	1.8889	(1)%	$	1.8988
Total worldwide	$	1.1865	~~(41)~~40%	$	21.0018	(5641)%	$	42.5100

~~Realized~~OXY ~~Price~~2025 ~~and~~FORM ~~Sales~~10-K ~~Volume Variance~~37

The following table presents an analysis of the impacts of changes in average realized prices and sales volumes with regard to Occidental's domestic and international oil and gas revenue:

				Increase (Decrease) Related to
millions	Year ended December 31, 2023		(a)	Price Realizations		Net Sales Volumes		Year ended December 31, 2024		(a)
United States Revenue
Oil	$	14,893		$	(384)	$	1,095	$	15,604
NGL	1,619			81		165		1,865
Natural gas	970			(572)		116		514
Total	$	17,482		$	(875)	$	1,376	$	17,983
International Revenue
Oil (b)	$	3,057		$	(42)	$	(75)	$	2,940
NGL	372			(15)		33		390
Natural gas	335			(7)		33		361
Total	$	3,764		$	(64)	$	(9)	$	3,691

(a) Results excluded "other" oil and gas revenue. See Note 2 - Revenue in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for additional information regarding other revenue.

(b) Results included the impact of international production sharing contracts, along with the net sales volume impact from the new Algeria development agreement which took effect May 3, 2023.

44 OXY 2024 FORM 10-K


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

Realized Price and Sales Volume Variance

The following table presents an analysis of the impacts of changes in average realized prices and sales volumes with regard to the Company’s domestic and international oil and gas revenue:


				Increase (Decrease) Related to
millions	Year ended December 31, 2024		(a)	Price Realizations		Net Sales Volumes		Year ended December 31, 2025		(a)
United States Revenue
Oil	$	15,604		$	(2,386)	$	1,241	$	14,459
NGL	1,865			(21)		53		$	1,897
Natural gas	514			498		5		$	1,017
Total	$	17,983		$	(1,909)	$	1,299	$	17,373
International Revenue
Oil	$	2,940		$	(330)	$	105	$	2,715
NGL	390			(34)		(4)		352
Natural gas	361			3		(12)		352
Total	$	3,691		$	(361)	$	89	$	3,419

(a) Results excluded “other” oil and gas revenue. See Note 2 - Revenue in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for additional information regarding other revenue.

Production

The following table sets forth the production volumes of oil, NGL and natural gas per day for each of the three years in the period ended December 31, ~~2024~~2025, and includes a year-over-year change calculation:

Production per Day, Ongoing Operations (Mboe/d)	2024	Year over Year Change		2023	Year over Year Change		2022
Production per Day (Mboe/d)	2025	Year over Year Change		2024	Year over Year Change		2023
United States
Permian	~~664~~786	1418	%	~~584~~664	14	%	~~513~~584
Rockies & Other Domestic	~~310~~284	14(8)	%	~~271~~310	~~(2)~~14	%	~~277~~271
Gulf of America	~~125~~132	~~(14)~~6	%	~~145~~125	(114)	%	~~147~~145
Total	1,~~099~~202	109	%	1,~~000~~099	710	%	~~937~~1,000
International
Algeria & Other International	3231	(93)	%	3532	(269)	%	4735
Al Hosn Gas	9189	10(2)	%	8391	1410	%	7383
Dolphin	3940	—3	%	39	5—	%	3739
Oman	6672	—9	%	66	2—	%	6566
Total	~~228~~232	2	%	~~223~~228	—2	%	~~222~~223
Total Production (Mboe/d) (a)	1,~~327~~434	98	%	1,~~223~~327	69	%	1,~~159~~223

(a)Natural gas volumes have been converted to Boe based on energy content of six Mcf of gas to one barrel of oil. Boe equivalence does not necessarily result in price equivalence. Please refer to the Supplemental Oil and Gas Information (unaudited) section of this Form 10-K for additional information on oil and gas production and sales.

Average daily production volumes ~~from ongoing operations~~ increased by 98% in ~~2024~~2025, compared to ~~2023~~2024. The increase in production was primarily ~~related~~driven toby ~~increased~~a ~~U.S.~~full ~~onshore~~year of production, ~~including~~in ~~volumes~~2025 ~~from~~related to the CrownRock Acquisition, which closed in August 2024.

Acquisition closed on August 1, 2024, higher DJ basin production from new development activities and higher Al Hosn Gas production, as the Al Hosn Gas expansion project was completed in the second quarter of 2023.

Lease Operating Expense

The following table sets forth the average lease operating expense per Boe ~~from ongoing operations~~ for each of the three years in the period ended December 31, ~~2024~~2025:

	2024		2023		2022
	2025		2024		2023
Average lease operating expense per Boe	$	98.7594	$	109.4875	$	910.5248

~~Average~~38 ~~lease~~OXY ~~operating~~2025 ~~expense~~FORM ~~per Boe decreased in 2024, compared to 2023, primarily due to lower operational costs as a result of the CrownRock Acquisition and operational efficiencies.~~10-K

CHEMICAL SEGMENT

millions	2024		2023		2022
Segment Sales	$	4,923	$	5,321	$	6,757
Segment Results	$	1,124	$	1,531	$	2,508
Items affecting comparability
Legal Settlements	$	(16)	$	—	$	—

Chemical segment results decreased in 2024, compared to 2023, driven primarily by lower realized pricing across most product lines, partially offset by improved demand across most product lines and lower energy costs.

OXY 2024 FORM 10-K 45


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

Average lease operating expense per Boe decreased in 2025, compared to 2024, primarily due to operational efficiencies in the Permian Basin and lower energy costs in Oman.

MIDSTREAM AND MARKETING SEGMENT

millions	~~2024~~2025		~~2023~~2024		~~2022~~2023
Segment Sales	$	~~962~~1,279	$	~~2,551~~886	$	42,~~136~~433
Segment Results (a)	$	~~580~~252	$	24563	$	~~273~~(35)
Items affecting comparability
Gains on sales of assets and other, net (b)	$	~~647~~301	$	51647	$	9851
TerraLithium fair value gain	$	27	$	—	$	—
Equity method investments fair value gains	$	61	$	27	$	—
Derivative losses, net (c)	$	(32)	$	(14)	$	(259)
Derivative losses, net	$	(29)	$	(32)	$	(14)
Asset impairments and other charges, net (c)	$	(21487)	$	(6021)	$	—(60)
Acquisition-related costs (d)	$	—	$	~~(20)~~—	$	—(20)
Carbon Engineering fair value gain (d)	$	—	$	~~283~~—	$	—283

(a)Results included significant items affecting comparability discussed in the footnotes below.

(b)The ~~2024,~~2025 ~~2023~~amount included a gain of $301 million resulting from pro-rata ownership reduction in WES following an acquisition by WES. The 2024 and ~~2022~~2023 amounts included gains on sale of $489 million, ~~$51 million~~ and $6251 million, respectively, from the sales of 19.5 million, and 5.1 million ~~and 10.0 million~~ limited partner units in WES, respectively. The 2024 amount also included $158 million of income from equity investments and other related to ~~Occidental'~~the Company’s share of WES'’ gains on its asset divestitures.

(c)The 2025, 2024 and 2023 ~~amount~~amounts primarily included ~~amounts~~the ~~from~~Company’s ~~income~~proportionate amounts from ~~equity~~impairments ~~investments~~ and other incharges ~~the~~recorded ~~Consolidated~~by ~~Condensed~~its ~~Statement~~equity ofmethod ~~Operations~~investees.

(d)The 2023 amount included a gain of $283 million from the remeasurement of the noncontrolling interest held prior to the Carbon Engineering acquisition to fair value and acquisition-related costs of $20 million.

Midstream and marketing segment results, excluding items affecting comparability, increased in ~~2024~~2025, compared to ~~2023~~2024, due to higher ~~income~~sulfur inprices ~~the~~at Al Hosn, higher gas ~~marketing~~margins ~~business~~from astransportation acapacity ~~result~~optimization ofin ~~higher~~the ~~gas~~Permian ~~transportation~~Basin, ~~spreads~~and ~~from~~lower ~~the~~long-haul ~~Permian~~crude totransportation ~~the~~costs, ~~Gulf~~partially ~~Coast~~offset ~~and~~by higher losses from equity method ~~investment~~investees ~~income~~and ~~from~~higher ~~WES,~~expenses ~~partially~~related ~~offset~~to bythe ~~higher~~increase ~~activities~~ in OLCV activities.

CORPORATE

Significant corporate items include the following:

millions	~~2024~~2025		~~2023~~2024		~~2022~~2023
Items Affecting Comparability
Passaic environmental reserve(a)	$	(925)	$	—	$	—
Acquisition-related costs(a)	$	(13)	$	(150)	$	(6)
Environmental receivable valuation allowance adjustment(a)	$	(84)	$	260	$	(22)
Early retirement plan	$	(39)	$	—	$	—
Acquisition-related costs(b)	$	(150)	$	(6)	$	(89)
Early debt extinguishment	$	20	$	—	$	—
Gains on sales of assets and other, net	$	48—	$	—48	$	—
Interest rate swap gains, net	$	—	$	—	$	317
Early debt extinguishment	$	—	$	—	$	149

(a)~~See~~The ~~Note~~2024 13amount -included ~~Lawsuits,~~$66 ~~Claims,~~million ~~Commitments~~of ~~and~~financing ~~Contingencies~~costs inrelated to the ~~Notes~~CrownRock toAcquisition ~~Consolidated~~and ~~Financial~~the ~~Statements~~remaining inamounts ~~Part~~were IIrelated ~~Item~~to 8CrownRock oftransaction ~~this~~costs. ~~Form~~The ~~10-K~~2023 amount related to costs incurred for ~~additional~~the ~~information.~~CrownRock Acquisition.

~~(b)The~~DISCONTINUED 2024 amount included $66 million of financing costs related to the CrownRock Acquisition and the remaining amounts were related to CrownRock transaction costs. The 2023 amount related to costs incurred for the CrownRock Acquisition and the 2022 amount related to the Anadarko Acquisition.OPERATIONS

46Significant ~~OXY~~discontinued ~~2024~~operations ~~FORM~~items ~~10-K~~include the following:

table of contents MANAGEMENT’S DISCUSSION AND ANALYSIS


millions	2025		2024		2023
Discontinued operations, net of taxes	$	262	$	212	$	1,364
Items Affecting Comparability(a)	$	(283)	$	(622)	$	204

~~INCOME~~(a)The ~~TAXES~~2025 amount included a one-time foreign income tax charge of $101 million and adjustments to legal reserves of $142 million, net of taxes. The 2024 amount included $725 million, net of taxes, related to an increase in the DASS environmental remediation reserve retained in the OxyChem Transaction, partially offset by a gain of $182 million, net of taxes, resulting from a legal settlement related to the Andes Arbitration. The 2023 amount related to a $204 million, net of taxes, remeasurement of the valuation allowance established against the Company’s claims against Maxus. Refer to Note 11 - Environmental Liabilities and Expenditures and Note 12 - Lawsuits, Claims, Commitments and Contingencies for additional details.

Total deferred tax assets, after valuation allowance, were $2.4 billion and $2.0 billion as of December 31, 2024 and 2023, respectively. Occidental expects to realize the recorded deferred tax assets, net of any allowances, through future operating income and reversal of temporary differences. The total deferred tax liabilities were $7.7 billion as of December 31, 2024 and 2023. See more discussion below.

WORLDWIDE EFFECTIVE TAX RATE

The following table sets forth the calculation of the worldwide effective tax rate for income from continuing operations:

millions	2024		2023		2022
Income from continuing operations before taxes	$	4,070	$	6,429	$	14,117
Income tax benefit (expense)
Federal and state	(589)		(975)		248
Foreign	(585)		(758)		(1,061)
Total income tax expense	(1,174)		(1,733)		(813)
Income from continuing operations	$	2,896	$	4,696	$	13,304
Worldwide effective tax rate	29%		27%		6%

Occidental’s worldwide effective tax rate in 2024 and 2023 was higher than the U.S. statutory rate of 21% and primarily driven by Occidental's jurisdictional mix of income, where international income is subject to tax at statutory rates as high as 55%. The 2022 worldwide effective tax rate was impacted by a legal entity reorganization, as described below.

LEGAL ENTITY REORGANIZATION

To align Occidental’s legal entity structure with the nature of its business activities after completing the Anadarko Acquisition and subsequent large scale post-acquisition divestiture program, management undertook a legal entity reorganization that was completed in the first quarter of 2022.

As a result of this legal entity reorganization, management made an adjustment to the tax basis in a portion of its operating assets, thus reducing Occidental’s deferred tax liabilities. Accordingly, in 2022, Occidental recorded a tax benefit of $2.7 billion in connection with this reorganization. The timing of any reduction in Occidental’s future cash taxes as a result of this legal entity reorganization will be dependent on a number of factors, including prevailing commodity prices, capital activity level and production mix. The legal entity reorganization transaction is currently under IRS review as part of the Company’s 2022 federal tax audit.

INFLATION REDUCTION ACT AND PILLAR TWO

In August 2022, Congress passed the IRA that contains, among other provisions, certain tax incentives related to climate change and clean energy. Since the enactment of the IRA, the Treasury has released a substantial amount of regulatory and sub-regulatory guidance. However, much of this guidance remains unfinalized, and significant questions persist regarding its application. On January 20, 2025, the Trump Administration issued an executive order that pauses the disbursement of funds appropriated under the IRA. The ultimate impact of the IRA on Occidental’s businesses depends on several factors, including the Treasury's statutory interpretations in the final regulatory guidance pending issuance and potential changes to the IRA incentives in future tax legislation.

Approximately 140 countries have agreed to support the OECD Pillar Two initiative that proposes to apply a 15% global minimum tax on multinational entities, applied jurisdiction-by-jurisdiction. Several countries, including European Union member states, Canada, and Oman, have enacted or are in the process of enacting legislation aligned with all, or portions of, Pillar Two. Widespread implementation of Pillar Two is anticipated in 2025.

As the legislation becomes effective in countries in which Occidental operates, the Company’s cash tax could increase, and its effective tax rate could be negatively impacted. In January 2025, the Trump Administration issued an executive order indicating that any commitments made by the prior U.S. administration regarding Pillar Two “have no force or effect in the United States”. The order also suggested the U.S. will consider retaliatory measures against countries that attempt to apply extraterritorial taxes on U.S. companies.

Occidental will continue to monitor the developments in the U.S., in addition to the status of legislation and guidance issued by both the OECD and the jurisdictions in which the Company operates, to assess the impact on the Company’s tax position. Occidental does not expect the global minimum tax provisions to have a material impact on its results of operations, financial position, or cash flows.

OXY 2024 FORM 10-K 47

table of contents MANAGEMENT’S DISCUSSION AND ANALYSIS


CONSOLIDATED RESULTS OF OPERATIONS


OXY 2025 FORM 10-K			39


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

REVENUE AND OTHER INCOME ITEMS

millions	~~2024~~2025		~~2023~~2024		~~2022~~2023
Net sales	$	2621,~~725~~593	$	2822,~~257~~019	$	3623,~~634~~156
Interest, dividends and other income	$	~~171~~219	$	~~139~~192	$	153
Gains (losses) on sales of assets and other, net	$	~~(16)~~263	$	~~522~~(16)	$	~~308~~522

NET SALES

~~Price~~Revenue ~~and~~declined ~~volume~~from ~~changes~~2024 ~~generally~~to ~~represent~~2025, ~~the~~primarily ~~majority~~as a result of ~~the~~lower ~~change~~crude oil prices in the oil and gas ~~and~~segment, ~~chemical~~partially ~~segments~~offset ~~sales.~~by ~~Midstream~~increased ~~and marketing~~ sales ~~generally~~volumes ~~represent~~due ~~the~~to ~~margins~~a ~~earned~~full byyear ~~the~~of ~~marketing~~production ~~business~~in as2025 itrelated ~~strives~~ to ~~optimize~~ the ~~use~~CrownRock ofAcquisition, ~~its~~which ~~transportation,~~closed ~~storage~~in August 2024, and ~~terminal~~higher ~~commitments~~domestic tonatural ~~provide~~gas ~~access~~prices. toAdditionally, ~~domestic~~midstream and ~~international~~marketing ~~markets~~revenue ~~and,~~improved toyear aover ~~lesser~~year ~~extent,~~due ~~NGL~~to ~~and~~higher sulfur ~~revenues~~prices ~~from~~at ~~the~~Al ~~gas~~Hosn ~~processing~~and ~~business.~~enhanced natural gas margins.

The decrease in net sales in 2024, compared to 2023, was primarily due to the expiration of crude supply contracts in the midstream and marketing segment at the end of 2023, which also decreased purchased commodities for the same periods, lower domestic natural gas and oil prices in the oil and gas segment and lower realized prices across most products in the chemical segment, partially offset by higher oil volumes, largely related to the CrownRock Acquisition in the oil and gas segment.

GAINS (LOSSES) ON SALES OF ASSETS AND OTHER, NET

Gains (losses) on sales of assets and other, net ~~for~~increased from 2024 ~~included the sale of non-core assets in the Powder River Basin with near~~ to ~~intermediate~~2025, ~~term~~primarily ~~lease~~as ~~expirations~~a ~~and~~result ~~certain Delaware Basin assets in Texas and New Mexico for combined net proceeds~~ of ~~$769 million. Occidental recognized~~ a ~~pre-tax loss of $479 million on the asset sales. These and other losses were partially offset by the pre-tax~~ gain of $~~489~~301 million ~~resulting~~ from ~~the~~a ~~sale~~fourth ofquarter ~~19.5 million~~pro-rata ofownership ~~Occidental’s~~reduction ~~limited partner units~~ in WES ~~for~~following ~~proceeds~~an ofacquisition ~~$697 million.~~by WES.

EXPENSE ITEMS

millions	~~2024~~2025		~~2023~~2024		~~2022~~2023
Oil and gas operating expense	$	4,~~738~~681	$	4,~~677~~738	$	4,~~028~~677
Transportation and gathering expense	$	1,~~608~~660	$	1,~~481~~608	$	1,~~475~~481
Chemical and midstream cost of sales	$	3,121	$	3,116	$	3,273
Purchased commodities and midstream cost of sales	$	176	$	431	$	2,116
Purchased commodities	$	337	$	2,009	$	3,287
Selling, general and administrative	$	986	$	960	$	987
Selling, general and administrative	$	1,062	$	1,083	$	945
Other operating and non-operating expense	$	1,556	$	1,319	$	1,165
Other operating and non-operating expense	$	1,581	$	1,084	$	1,271
Taxes other than on income	$	1,030	$	1,039	$	1,087
Taxes other than on income	$	1,039	$	1,087	$	1,548
Depreciation, depletion and amortization	$	7,533	$	6,951	$	6,449
Depreciation, depletion and amortization	$	7,371	$	6,865	$	6,926
Asset impairments and other charges	$	60	$	356	$	209
Asset impairments and other charges	$	1,281	$	209	$	—
Acquisition-related costs	$	13	$	84	$	26
Acquisition-related costs	$	84	$	26	$	89
Exploration expense	$	249	$	275	$	441
Exploration expense	$	275	$	441	$	216
Interest and debt expense, net	$	1,079	$	1,169	$	957
Interest and debt expense, net	$	1,175	$	945	$	1,030

PURCHASED COMMODITIES AND MIDSTREAM COST OF SALES

Purchased commodities and midstream cost of sales decreased in ~~2024~~2025, compared to ~~2023~~2024, due to ~~lower volumes on third-party crude purchases as~~ certain crude supply contracts which expired in ~~2023 in the midstream and marketing segment~~2024.

OTHER OPERATING AND NON-OPERATING EXPENSE

Other operating and non-operating expense increased in ~~2024~~2025, compared to ~~2023~~2024, primarily due to ~~changes~~higher incompensation ~~the~~costs, ~~receivable~~adjustments ~~valuation allowance related~~ to ~~environmental~~legal ~~remediation~~reserves, ~~which was reduced by $260 million for the Maxus Liquidating Trust in 2023, as well as higher compensation costs~~ and increased research and development activities ~~in OLCV in 2024~~.

48 OXY 2024 FORM 10-K

table of contents MANAGEMENT’S DISCUSSION AND ANALYSIS

DEPRECIATION, DEPLETION, AND AMORTIZATION

Depreciation, depletion and amortization increased in ~~2024~~2025, compared to ~~2023~~2024, primarily related to increased sales volumes due to a full year of production in 2025 related to the ~~Permian~~CrownRock ~~Basin~~Acquisition, ~~and~~which ~~Rockies~~closed in August 2024.

ASSET IMPAIRMENTS AND OTHER CHARGES

Asset impairments ~~and other charges~~ in 2024, included $~~925 million Passaic reserve adjustment as well as a pre-tax impairment of $~~334 million related to certain wells in the Gulf of America whose future net cash inflows did not indicate that the asset value is recoverable. See Note 13 - Lawsuits, Claims, Commitments and Contingencies in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for additional information. Asset impairments in 2023 included a pre-tax impairment of $180 million related to undeveloped acreage in the northern non-core area of the Powder River Basin and a $29 million impairment related to an equity method investment in the Black Butte Coal Company.

INTEREST AND DEBT EXPENSE, NET

Interest and debt expense increased in 2024, compared to 2023, due to increased debt related to the CrownRock Acquisition.

OTHER ITEMS

Income (expense) millions	~~2024~~2025		~~2023~~2024		~~2022~~2023
Gains on interest rate swaps, net	$	—	$	—	$	317
Income from equity investments and other	$	76	$	759	$	426
Income from equity investments and other	$	862	$	534	$	793
Income tax expense	$	(1,021)	$	(1,158)	$	(1,330)
Income tax expense	$	(1,174)	$	(1,733)	$	(813)
Discontinued operations, net	$	262	$	212	$	1,364
Discontinued operations, net	$	182	$	—	$	—


40			OXY 2025 FORM 10-K


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

INCOME FROM EQUITY INVESTMENTS AND OTHER

Income from equity investments and other ~~increased~~decreased in ~~2024~~2025, compared to ~~2023~~2024, primarily due to ~~gains~~the onCompany’s ~~sales~~proportionate amount of ~~assets~~impairments and ~~higher~~other ~~operating~~charges ~~income~~recorded ~~recognized~~ by ~~WES~~its inequity ~~2024~~method investees.

INCOME TAX EXPENSE

Income tax expense decreased in 2024, compared to 2023, primarily as a result of lower net income. See Note 10 - Income Taxes in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for additional details.

DISCONTINUED OPERATIONS, NET

Discontinued operations, net infor ~~2024~~all periods presented resulted from the ~~Andes~~OxyChem ~~Arbitration~~Transaction ~~final~~that ~~legal~~closed ~~settlement~~on January 2, 2026. See Note 54 - Acquisitions, Divestitures and Other Transactions ~~and Note 13 - Lawsuits, Claims, Commitments and Contingencies~~ in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for additional details.

Discontinued operations, net in 2024 also included a gain of $182 million, net of taxes, from the Andes Arbitration final legal settlement. See Note 4 - Acquisitions, Divestitures and Other Transactions in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for additional details.

Select results for discontinued operations are reflected in the following table:


millions	2025			2024			2023


Income before income taxes	$	495		$	285		$	1,767
Income tax expense	(233)			(73)			(403)
Income from discontinued operations, net of tax	$	262		$	212		$	1,364
Effective tax rate	47		%	26		%	23		%

Income before income taxes increased in 2025, compared to 2024, due to a 2024 pre-tax charge related to the DASS environmental remediation reserve of $925 million, partially offset by a gain of $239 million from the Andes Arbitration legal settlement in 2024 and lower chemical sales and higher raw material costs in 2025. Income taxes and the effective tax rate for discontinued operations increased from 2024 to 2025 primarily due to international tax charges as a result of the OxyChem Transaction.


OXY 2025 FORM 10-K			41


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS


INCOME TAXES

Total deferred tax assets, after valuation allowance, were $2.6 billion and $2.4 billion as of December 31, 2025 and 2024, respectively. The Company expects to realize the recorded deferred tax assets, net of any allowances, through future operating income and reversal of temporary differences. The total deferred tax liabilities were $8.2 billion and $7.7 billion as of December 31, 2025 and 2024, respectively. See Note 9 - Income Taxes in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for additional details.

WORLDWIDE EFFECTIVE TAX RATE

The following table sets forth the calculation of the worldwide effective tax rate for income from continuing operations:


millions	2025		2024		2023
Income from continuing operations before taxes	$	3,128	$	4,024	$	4,662
Income tax benefit (expense)
Federal and state	(437)		(586)		(588)
Foreign	(584)		(572)		(742)
Total income tax expense	(1,021)		(1,158)		(1,330)
Income from continuing operations	$	2,107	$	2,866	$	3,332
Worldwide effective tax rate	33%		29%		28%

The Company’s worldwide effective tax rate in 2025, 2024 and 2023 was higher than the U.S. statutory rate of 21% and primarily driven by the Company’s jurisdictional mix of income from continuing operations, where international income is subject to tax at statutory rates as high as 55%. The reclassification of OxyChem, which is primarily domestic, to discontinued operations increased this impact.

LEGAL ENTITY REORGANIZATION

The IRS is currently reviewing the legal entity reorganization transaction as part of the Company’s 2022 federal tax audit. Following the acquisition of Anadarko and related divestitures, the Company reorganized its legal entities to better align with the nature of its business activities. This reorganization resulted in the Company making an adjustment to the tax basis in a portion of its operating assets, reducing deferred tax liabilities and recording a $2.7 billion tax benefit in 2022.

RECENT TAX LEGISLATION

The OBBBA was enacted on July 4, 2025 and introduced provisions expected to benefit the Company including accelerated depreciation for newly acquired and constructed assets, favorable adjustments to interest expense limitation, immediate deduction of research and development costs, and increased tax credit values for qualified CO2 projects. In accordance with ASC 740, the financial statement impact of the OBBBA was recognized beginning in the third quarter of 2025.

The OECD Pillar Two initiative proposes to apply a 15% global minimum tax on multinational entities, applied on a jurisdiction-by-jurisdiction basis. Several countries, including European Union member states, Canada and Oman, have enacted or are in the process of enacting legislation aligned with all or portions of Pillar Two. The Company continues to monitor and assess the impact of new OECD Pillar Two administrative guidance and Pillar Two compliant legislation proposed or enacted in the jurisdictions in which the Company operates. Based on developments to date, the Company does not anticipate any significant impact on the Company’s results of operations or cash flows from the enactment of Pillar Two legislation.


42			OXY 2025 FORM 10-K


			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS


LIQUIDITY AND CAPITAL RESOURCES

SOURCES AND USES OF CASH

~~Occidental~~The Company currently expects its operational cash flows and cash on hand to be sufficient to meet its current debt maturities and other obligations for the next 12 months from the date of this filing. As of December 31, ~~2024~~2025, ~~Occidental~~the Company’s sources of liquidity included $2.10 billion of cash and cash equivalents, and $4.15 billion of borrowing capacity under its RCF. Subsequent to December 31, 2025, but before the date of this filing, the Company used proceeds from the OxyChem Transaction to pay or satisfy and discharge the remaining balance of the term loan of $~~600~~1.3 billion, current maturities of $270 million, and long-term maturities of ~~available~~$3.8 billion, ~~borrowing~~leaving ~~capacity~~principal ~~under~~debt ~~its~~outstanding ~~receivables~~of ~~securitization~~$15 billion. ~~facility~~Following these repayments, $24 million is due in 2026, $48 million in 2027, $14 million in 2028, $367 million in 2029 and $14.6 billion due in 2030 and thereafter.

InThe ~~February~~Company’s ~~2024, Occidental entered into a Third Amended and Restated Credit Agreement for the~~ RCF ~~extending~~expires ~~the~~on ~~maturity date to~~ June 30, 2028, and inhas ~~May~~a ~~2024, Occidental amended the RCF to increase its~~ borrowing capacity byof ~~an additional~~ $~~150 million to $~~4.15 billion. InThere ~~July~~were ~~2024,~~no ~~Occidental~~borrowings ~~amended~~outstanding ~~and~~on ~~extended~~ the ~~maturity~~Company’s ~~date~~RCF as of ~~its~~December ~~existing~~31, ~~receivables~~2025. As ~~securitization~~of ~~facility~~December ~~to July 30~~31, ~~2027~~2025, ~~maintaining~~and ~~$600 million~~through ofthe ~~available~~date ~~borrowing~~of ~~capacity.~~this ~~There~~filing, ~~were~~the noCompany ~~borrowings~~was ~~outstanding~~in oncompliance ~~Occidental’s~~with ~~RCF~~all orcovenants ~~receivables~~in ~~securitization~~its ~~facility~~financing ~~as of December 31, 2024~~agreements.

~~Occidental~~The Company’s planned ~~2025~~2026 capital expenditures are between $75.65 billion toand $75.8 9 billion~~, before contributions from noncontrolling interests of $200 million~~.

AsThe ofCompany ~~December~~is ~~31,~~party ~~2024,~~to ~~and~~various ~~through~~purchase ~~the~~agreements ~~date~~that ofare ~~this~~not ~~filing,~~accounted ~~Occidental~~for ~~was~~as inleases ~~compliance~~or ~~with~~otherwise ~~all~~accrued ~~covenants~~as inliabilities ~~its~~as ~~financing~~of ~~agreements~~December 31, 2025. AsThese agreements consist primarily of ~~December~~obligations 31to secure terminal, ~~2024~~pipeline and processing capacity, ~~Occidental~~purchase ~~had~~services ~~$1.0 billion~~used in ~~current~~the ~~maturities~~normal course of ~~long-term~~business ~~debt~~including ~~which~~transporting ~~are~~and ~~due~~disposing inof ~~2025~~produced water, ~~and~~purchase ~~$4.1 billion~~goods used in ~~long-term~~oil ~~obligations~~and ~~due~~gas inproduction ~~2026.~~and Asagreements ofrelating ~~December~~to ~~31,~~equipment ~~2024,~~maintenance ~~Occidental~~and ~~had~~service. ~~non-cancelable~~Refer ~~lease~~to ~~payments~~the ofline ~~$582 million~~item ~~due~~“Purchase Obligations” in ~~2025,~~the ~~and~~table ~~$425 million~~below ~~due~~under inContractual ~~2026.~~Obligations ~~Occidental’s~~for ~~final~~the ~~payment~~amounts ~~for~~that ~~the~~will ~~Carbon~~be ~~Engineering~~paid ~~acquisition~~for ofsuch ~~approximately~~outstanding ~~$415 million~~off-balance issheet ~~due~~purchase inobligations ~~November~~from 2025 and thereafter.

Occidental is party to various purchase agreements that are not accounted for as leases or otherwise accrued as liabilities as of December 31, 2024. These agreements consist primarily of obligations to secure terminal, pipeline and processing capacity, purchase services used in the normal course of business including transporting and disposing of

OXY 2024 FORM 10-K 49

table of contents MANAGEMENT’S DISCUSSION AND ANALYSIS

produced water, purchase goods used in the production of finished goods including certain chemical raw materials and power and agreements relating to equipment maintenance and service. Refer to the line item “Purchase Obligations” in the table below under Contractual Obligations for the amounts that will be paid for such outstanding off-balance sheet purchase obligations from 2025 and thereafter.

CONTRACTUAL OBLIGATIONS

The following table summarizes and cross-references ~~Occidental~~the Company’s contractual obligations and indicates on- and off-balance sheet obligations as of December 31, ~~2024~~2025. Commitments related to discontinued operations and liabilities of held for sale assets are excluded.

millions			Payments Due by Year
	Total		~~2025~~2026		~~2026~~2027 and ~~2027~~2028		~~2028~~2029 and ~~2029~~2030		~~2030~~2031 and thereafter
On-Balance Sheet
Current portion of long-term debt (Note 6) (a)	$	1,003	$	1,003	$	—	$	—	$	—
Current portion of long-term debt (Note 5)	$	1,575	$	1,575	$	—	$	—	$	—
Long-term debt (Note 6) (a)	23,388		—		5,653		2,761		14,974
Long-term debt (Note 5) (a)	18,852		—		2,411		4,373		12,068
Expected interest payments on debt	13,179		1,451		2,459		2,050		7,219
Expected interest payments on debt (b)	11,616		1,213		2,197		1,884		6,322
Leases (Note 7) (b)	2,021		582		706		331		402
Leases (Note 6) (c)	2,212		635		893		390		294
Asset retirement obligations (Note 1)	4,~~430~~553		~~388~~381		~~893~~535		~~571~~677		2,~~578~~960
Other long-term liabilities (c)	3,339		—		896		209		2,234
Other long-term liabilities (d)	3,057		—		702		244		2,111
Off-Balance Sheet
Purchase obligations (d)	12,808		3,414		4,361		2,598		2,435
Purchase obligations (e)	12,617		3,038		4,699		2,627		2,253
Total	$	6054,~~168~~482	$	6,~~838~~842	$	1411,~~968~~437	$	810,~~520~~195	$	2926,~~842~~008

(a)Excluded unamortized debt premium, net, debt issuance costs and interest.

(b)~~Occidental~~As isnoted above, the ~~lessee~~Company ~~under~~has ~~various~~repaid ~~agreements~~or ~~for~~otherwise ~~real~~discharged ~~estate~~$5.4 billion subsequent to December 31, ~~equipment~~2025. Taking into account these debt repayments, ~~plants~~expected interest payments on debt would be $934 million in 2026, $1.9 billion in 2027 and ~~facilities~~2028, $1.8 billion in 2029 and 2030, and $6.3 billion in 2031 and thereafter, for a total of $10.9 billion.

(c)~~Included~~The ~~long-term~~Company ~~obligations~~is the lessee under ~~postretirement~~various ~~benefits,~~agreements ~~accrued~~for ~~transportation~~real ~~commitments~~estate, adequipment, ~~valorem~~plants ~~taxes~~ and ~~other accrued liabilities~~facilities.

(d)~~Amounts~~Included ~~included payments which will become due under~~ long-term ~~agreements~~obligations tounder ~~purchase~~postretirement ~~goods and services used in the normal course of business to secure terminal~~benefits, ~~pipeline~~accrued ~~and~~transportation ~~processing capacity~~commitments, ~~CO2,~~ad ~~drilling~~valorem ~~rigs~~taxes and ~~services,~~other ~~electrical~~accrued ~~power, non-lease components, steam and certain chemical raw materials including but not limited to capital commitments~~liabilities. Amounts excluded certain product purchase obligations related to marketing activities for which there are no minimum purchase requirements or the amounts are not fixed or determinable. Long-term purchase contracts were discounted at a 5.51% discount rate.

(e)Amounts included payments which will become due under long-term agreements to purchase goods and services used in the normal course of business including, but not limited to, capital commitments to secure terminal, pipeline and processing capacity, CO2, drilling rigs and services, electrical power and non-lease components. Amounts excluded certain product purchase obligations related to marketing activities for which there are no minimum purchase requirements or the amounts are not fixed or determinable. Long-term purchase contracts were discounted at a 5.44% discount rate.


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GUARANTEES

~~Occidental~~The Company has entered into various ~~guarantees~~commitments, indemnities and ~~commitments~~guarantees provided by ~~Occidental~~the Company to third parties, mainly to provide assurance that ~~Occidental~~the Company or its consolidated subsidiaries or affiliates will meet their various obligations. In addition, the Company has entered into certain covenants, indemnities and guarantees related to the OxyChem Transaction. See Note 4 - Acquisitions, Divestitures and Other Transactions in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for additional details.

As of the date of this filing, ~~Occidental~~the Company has provided required financial assurance through a combination of cash, letters of credit and surety bonds. ~~Occidental~~The Company has 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 this Form 10-K.

CASH FLOW ANALYSIS

CASH PROVIDED BY OPERATING ACTIVITIES

millions	~~2024~~2025		~~2023~~2024		~~2022~~2023
Operating cash flow from continuing operations	$	119,~~739~~606	$	1210,~~308~~519	$	1610,~~810~~235
Operating cash flow from discontinued operations, net of taxes	(300)		—		—
Operating cash flow from discontinued operations	926		920		2,073
Net cash provided by operating activities	$	1110,~~439~~532	$	1211,~~308~~439	$	1612,~~810~~308

~~Cash~~Continuing flow provided by operating activities decreased in 2024, compared to 2023, primarily from lower realized pricing across most product lines in the chemical segment, lower realized oil and domestic gas prices in the oil and gas segment, and the final settlement related to the Andes Arbitration, partially offset by higher sales volumes in both the chemical and oil and gas segments. Operations

50Cash ~~OXY~~flow provided by operating activities from continuing operations decreased in 2025, compared to 2024, ~~FORM~~primarily ~~10-K~~driven by higher use of cash in working capital related to higher tax payments in 2025, as certain 2024 tax payments were deferred into 2025 under the federal disaster relief program following 2024 Hurricane Beryl, and timing of payments for accounts payable and accrued liabilities.

~~table~~Discontinued ~~of contents MANAGEMENT’S DISCUSSION AND ANALYSIS~~Operations

Cash flow provided by operating activities from discontinued operations was $926 million, $920 million and $2.1 billion in 2025, 2024 and 2023, respectively, primarily due to chemical segment income. In addition, the 2024 amount included a gain of $239 million from the Andes Arbitration legal settlement.

CASH USED BY INVESTING ACTIVITIES

millions	~~2024~~2025		~~2023~~2024		~~2022~~2023
Capital expenditures
Oil and gas	$	(5,~~320~~615)	$	(45,~~960~~320)	$	(34,~~844~~960)
Chemical	(685)		(535)		(322)
Midstream and marketing	(720)		(869)		(641)
Midstream and marketing	(880)		(656)		(268)
Corporate	(92)		(74)		(95)
Corporate	(133)		(119)		(63)
Total	$	(6,427)	$	(6,263)	$	(5,696)
Total	$	(7,018)	$	(6,270)	$	(4,497)
Changes in capital accrual	32		100		(22)
Changes in capital accrual	96		25		147
Purchase of businesses, assets and equity investments, net	(280)		(9,117)		(713)
Purchase of businesses, assets and equity investments, net	(9,129)		(713)		(990)
Proceeds from sale of assets and equity investments, net	2,278		1,673		447
Proceeds from sale of assets and equity investments, net	1,673		448		584
Other investing activities, net	(286)		(214)		(479)
Other investing activities, net	(212)		(470)		(116)
Investing cash flow from continuing operations	$	(4,683)	$	(13,821)	$	(6,463)
Net cash used by investing activities	$	(14,590)	$	(6,980)	$	(4,872)
Investing cash flow from discontinued operations	(1,116)		(769)		(517)
Net cash used by investing activities	$	(5,799)	$	(14,590)	$	(6,980)

~~Cash~~Continuing flows used by investing activities increased by $7.6 billion in 2024 compared to 2023. In 2024, Occidental continued the construction of STRATOS in OLCV, increased domestic development activities in the oil and gas segment, and continued the expansion and conversion activities of OxyChem’s Battleground chlor-alkali plant, which increased capital expenditures in 2024, compared to 2023.Operations

InCash ~~2024,~~flow ~~purchase~~used ofby ~~businesses,~~investing ~~assets~~activities ~~and~~from ~~equity~~continuing ~~investments,~~operations ~~net~~decreased ~~included~~by ~~the CrownRock Acquisition consisting of~~ $89.81 billion ofin ~~net~~2025 ~~cash~~compared ~~consideration~~to ~~(inclusive of cash acquired~~2024, ~~certain~~The ~~working~~decrease ~~capital~~was ~~and~~primarily ~~other~~attributable ~~customary~~to ~~purchase~~the ~~price~~cash ~~adjustments).~~portion ~~In 2023, purchase~~ of ~~businesses,~~the ~~assets~~CrownRock ~~and equity investments~~Acquisition, ~~net~~which ~~primarily~~was ~~included~~paid ~~the~~in ~~purchase of Carbon Engineering~~2024.

InCapital ~~2024,~~expenditures ~~Occidental~~of ~~sold~~$6.4 billion ~~non-core assets~~ in ~~the~~2025 ~~Powder~~were ~~River~~primarily ~~Basin~~related ~~with near~~ to ~~intermediate~~continued ~~term~~development ~~lease expirations and certain Delaware Basin assets~~ in ~~Texas~~the ~~and~~oil ~~New Mexico for combined net proceeds of $769 million~~ and ~~19.5 million~~gas ofsegment, ~~its~~which ~~limited~~included ~~partner units in WES for proceeds of~~ $~~697 million~~3.4 Inbillion ~~2023,~~related ~~Occidental~~to ~~sold certain non-core proved and unproved properties in~~ the Permian Basin, ~~for proceeds of~~ $~~202 million and 5~~0.18 ~~million~~billion ofrelated ~~its~~to ~~limited~~the ~~partner~~Rockies, ~~units in WES for proceeds of~~ $~~128 million~~0. ~~See Note~~ 5 billion -related ~~Acquisitions,~~to ~~Divestitures~~GOA and ~~Other Transactions in~~ the ~~Notes~~remainder to ~~Consolidated~~international ~~Financial~~locations. ~~Statements~~In in2024, ~~Part~~capital IIexpenditures ~~Item 8~~ of ~~this~~$6.3 ~~Form~~billion ~~10-K~~were ~~for~~primarily arelated ~~listing~~to ofdevelopment ~~assets and equity investments acquired and sold~~ in ~~2024, 2023 and 2022.~~


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the oil and gas segment, which included $3.1 billion related to the Permian Basin, $0.9 billion related to the Rockies, $0.8 billion related to GOA, and the remainder to international locations.

Midstream capital expenditures were primarily related to the completion of central processing facilities and continued work on Trains 3 and 4 at STRATOS.

The Company purchased $280 million of assets in 2025 primarily related to oil and gas properties, compared to $9.1 billion in 2024 of which $8.8 billion was related to the CrownRock Acquisition.

In 2025, the Company sold non-core assets for $2.3 billion, which included working interests in the Permian Basin for proceeds of approximately $800 million, non-operated proved and unproved royalty and mineral interests in the DJ Basin for proceeds of approximately $840 million and certain gas gathering assets in the Permian Basin for approximately $580 million. In 2024, the Company sold non-core assets in the Powder River Basin with near- to intermediate-term lease expirations and certain Delaware Basin assets in Texas and New Mexico for combined net proceeds of $769 million and 19.5 million of its limited partner units in WES for proceeds of $697 million. See Note 4 - Acquisitions, Divestitures and Other Transactions in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for a listing of assets and equity investments acquired and sold in 2025, 2024 and 2023.

Discontinued Operations

Cash flow used by investing activities from discontinued operations in 2025, 2024 and 2023 was $1.1 billion, $769 million and $517 million, respectively, primarily due to capital expenditures associated with OxyChem.

CASH PROVIDED (USED) BY FINANCING ACTIVITIES

millions	~~2024~~2025		~~2023~~2024		~~2022~~2023
Net cash provided (used) by financing activities	$	3,844	$	(4,890)	$	(13,715)
Proceeds from debt issuance	$	—	$	9,612	$	(46)
Payments of debt	(3,754)		(4,514)		(22)
Preferred stock redemption	—		—		(1,661)
Purchases of treasury stock	—		(27)		(1,798)
Cash dividends paid	(1,594)		(1,446)		(1,365)
Proceeds from issuance of common stock	966		584		135
Other financing activities, net	(453)		(360)		(129)
Financing cash flow from continuing operations	(4,835)		3,849		(4,886)
Financing cash flow from discontinued operations	(9)		(5)		(4)
Net cash provided (used) by financing activities	$	(4,844)	$	3,844	$	(4,890)

~~Net~~In 2025, cash ~~provided~~used by financing activities ~~was~~included payments of debt of $3.8 billion ~~in 2024~~, ~~which~~dividends ~~included net proceeds from debt issuance~~ of $91.6 billion, and ~~proceeds from~~ the ~~issuance~~final ofdeferred ~~common~~payment ~~stock~~for ofthe ~~$584 million~~Carbon ~~primarily~~Engineering ~~related~~acquisition ~~to common stock warrant exercises, offset by debt repayment~~ of $40.54 billion. ~~and~~These ~~cash~~payments ~~dividends~~were ~~paid~~partially onoffset ~~common~~by ~~and~~proceeds ~~preferred~~from the issuance of stock of $1.40 billion., ~~See~~mainly ~~Item~~from 5exercises ~~Market~~of ~~for~~common ~~Registrant's~~stock ~~Common Equity~~warrants, ~~Related Stockholder Matters~~ and ~~Issuer~~$200 million ~~Purchases~~ of ~~Equity~~contributions ~~Securities~~from innoncontrolling ~~Part~~interest IIrelated ofto ~~this Form 10-K and Note 14 - Stockholders' Equity in~~ the ~~Notes~~BlackRock tojoint ~~Consolidated~~venture ~~Financial Statements in Part II Item 8 of this Form 10-K~~ for ~~additional information related to Occidental’s share repurchases~~STRATOS.

Net cash provided by financing activities was $3.8 billion in 2024, which included net proceeds from debt issuance of $9.6 billion and proceeds from the issuance of common stock of $584 million primarily related to common stock warrant exercises, offset by debt repayment of $4.5 billion and cash dividends paid on common and preferred stock of $1.4 billion. See Item 5 Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities in Part II of this Form 10-K and Note 13 - Stockholders’ Equity in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for additional information related to the Company’s share repurchases.


LAWSUITS, CLAIMS, COMMITMENTS AND CONTINGENCIES

LEGAL MATTERS

For information on ~~Occidental~~the Company’s Lawsuits, Claims, Commitments and Contingencies, see the information in Note 1312 - Lawsuits, Claims, Commitments and Contingencies in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.

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ENVIRONMENTAL EXPENDITURES

Environmental expenditures relate to the prevention, monitoring, control, treatment or abatement of waste, spills, emissions or releases to air, water or land from ~~operations~~the ~~of Occidental~~Company’s ~~subsidiaries~~operations. These activities are generally integrated with ongoing operations or development projects and therefore are estimated using definitions and guidelines established by the American Petroleum Institute. ~~Although~~The ~~these expenditures may be significant to the results of operations in any single period, the~~ Company ~~does not presently expect them to have a material adverse effect on the Company's liquidity or financial position. Occidental~~ estimated the environmental expenditures to be approximately $~~812~~874 million in ~~2024~~2025 compared to $~~736~~663 million in ~~2023~~2024. Included in these expenditures were $~~253~~402 million and $~~206~~222 million asin of2025 ~~2024~~ and ~~2023~~2024, respectively, related to longer-lived improvements in properties currently operated by ~~Occidental~~the Company. They also ~~include~~included $~~559~~472 million of operating expenses in ~~2024~~2025 and $~~530~~441 million in ~~2023~~2024, which are incurred on a continual basis. While ~~Occidental~~the Company does not expect these costs to fluctuate significantly in the near term, changes in environmental regulations may increase these costs. The environmental expenditures do not include litigation-related costs, including fines, penalties or settlements, ~~Occidental~~the Company’s investments in low-carbon ventures, or costs incurred to satisfy asset retirement obligations, or remediation expenses.

~~Remediation~~The Company’s remediation expenses ofrelated ~~Occidental’s~~to ~~subsidiaries~~ongoing operations, which are not included in the expenditures above, ~~relate~~were to$18 million ~~existing~~in ~~conditions~~2025 ~~from~~and ~~alleged~~$20 million ~~past~~in ~~practices~~2024. ~~and~~For discontinued operations, these costs were $7664 million in ~~2024~~2025 and $7956 million in ~~2023~~2024.

For additional information on ~~Occidental~~the Company’s Environmental Liabilities and Expenditures, see the information in Note 1211 - Environmental Liabilities and Expenditures in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.


GLOBAL INVESTMENTS

A portion of ~~Occidental~~the Company’s assets are located outside North America. The following table shows the geographic distribution of ~~Occidental~~the Company’s assets as of December 31, ~~2024~~2025, at both the segment and consolidated level~~, related to Occidental’s ongoing operations~~:

millions

Oil and gas

~~Chemical~~Midstream and marketing

~~Midstream~~Corporate and ~~marketing~~other

~~Corporate~~Assets ~~and~~Held ~~other~~for Sale

Total Consolidated

North America

United States

5955,~~089~~735

49,~~921~~229

93,~~022~~372

36,~~086~~340

7674,~~118~~676

Canada

—

~~100~~1,638

~~1,550~~—

—85

~~1,650~~$

1,723

Middle East

3,~~632~~743

—2,861

~~2,936~~—

—

~~6,568~~$

6,604

North Africa and Other

~~875~~915

~~101~~173

~~133~~—

—95

~~1,109~~$

1,183

Consolidated

6360,~~596~~393

513,~~122~~901

133,~~641~~372

36,~~086~~520

8584,~~445~~186

In ~~2024~~2025, net sales outside North America totaled $4.32 billion, or approximately 1619% of total net sales, excluding discontinued operations.

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CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The process of preparing financial statements in accordance with United States GAAP requires ~~Occidental~~the Company’s management to make informed estimates and judgments regarding certain items and transactions. Changes in facts and circumstances or discovery of new information may result in revised estimates and judgments and actual results may differ from these estimates upon settlement, but generally not by material amounts. The selection and development of these policies and estimates have been discussed with the Audit Committee of the Board of Directors. ~~Occidental~~The Company considers the following to be its most critical accounting policies and estimates that involve management’s judgment.

OIL AND GAS PROPERTIES

The carrying value of ~~Occidental~~the Company’s PP&E represents the cost incurred to acquire or develop the asset, including any AROs and capitalized interest, net of DD&A and any impairment charges. For assets acquired in a business combination, PP&E cost is based on fair values at the acquisition date. AROs and interest costs incurred in connection with qualifying capital expenditures are capitalized and amortized over the useful lives of the related assets.

~~Occidental~~The Company uses the successful efforts method to account for its oil and gas properties. Under this method, ~~Occidental~~the Company capitalizes costs of acquiring properties, costs of drilling successful exploration wells and development costs. The costs of exploratory wells are initially capitalized pending a determination of whether proved reserves have been found. If proved reserves have been found, the costs of exploratory wells remain capitalized. For exploratory wells that find reserves that cannot be classified as proved when drilling is completed, costs continue to be capitalized as suspended exploratory drilling costs if there have been sufficient reserves found to justify completion as a producing well and sufficient progress is being made in assessing the economic and operating viability of the project. At the end of each quarter, management reviews the status of all suspended exploratory drilling costs in light of ongoing exploration activities and, in particular, whether ~~Occidental~~the Company is making sufficient progress in its ongoing exploration and appraisal efforts or, in the case of discoveries requiring government sanctioning, analyzing whether development negotiations are underway and proceeding as planned. If management determines that future appraisal drilling or development activities are unlikely to occur, associated suspended exploratory well costs are expensed.

~~Occidental~~The Company expenses annual lease rentals, the costs of injectants used in production and geological and geophysical costs as incurred for exploration activities.

~~Occidental~~The Company determines depreciation and depletion of oil and gas producing properties by the unit-of-production method. It amortizes leasehold acquisition costs over total proved reserves and capitalized development and successful exploration costs over proved developed reserves.

Proved oil and gas reserves are those quantities of oil and gas which, by analysis of geoscience and engineering data, can be estimated with reasonable certainty to be economically producible—from a given date forward, from known reservoirs, and under existing economic conditions, operating methods, and government regulations—prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation.

Several factors could change ~~Occidental~~the Company’s proved oil and gas reserves. For example, ~~Occidental~~the Company receives a share of production from PSCs to recover its costs and generally an additional share for profit. ~~Occidental~~The Company’s share of production and reserves from these contracts decreases when product prices rise and increases when prices decline. Generally, ~~Occidental~~the Company’s net economic benefit from these contracts is greater at higher product prices. In other cases, particularly with long-lived properties, lower product prices may lead to a situation where production of a portion of proved reserves becomes uneconomical. For such properties, higher product prices typically result in additional reserves becoming economical. Estimation of future production and development costs is also subject to change partially due to factors beyond ~~Occidental~~the Company’s control, such as energy costs and inflation or deflation of ~~oil~~oilfield ~~field~~ service costs. These factors, in turn, could lead to changes in the quantity of proved reserves. Additional factors that could result in a change of proved reserves include production decline rates and operating performance differing from those estimated when the proved reserves were initially recorded. Changes in the political and regulatory climate, including new or amended laws and regulations or changes in the interpretation of those laws and regulations, could lead to decreases in proved reserves as development horizons may be extended into the future, changes to development locations ~~are~~may be necessary or ~~the~~such changes may result in higher development or operating costs.

~~Occidental~~The Company performs impairment tests with respect to its proved properties whenever events or circumstances indicate that the carrying value of property may not be recoverable. If there is an indication the carrying amount of the asset may not be recovered due to significant and prolonged declines in current and forward prices, significant changes in reserve estimates, changes in management’s plans or other significant events, management will evaluate the property for impairment. Under the successful efforts method, if the sum of the undiscounted cash flows is less than the carrying value of the proved property, the carrying value is reduced to estimated fair value and reported as an impairment charge in the period. Individual proved properties are grouped on a field-by-field basis or by logical grouping of assets if there is a significant shared infrastructure. The fair value of impaired assets is typically determined based on the present value of expected future cash flows using discount rates believed to be consistent with those used by market participants. The impairment test incorporates a number of assumptions involving expectations of future cash flows which can change

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significantly over time. These assumptions include estimates of future production, product prices, contractual prices, estimates of risk-adjusted oil and gas proved and unproved reserves and estimates of future operating and development costs. It is reasonably possible that prolonged declines in commodity prices, reduced capital spending in response to lower prices, or increases in operating costs could result in impairments.

For impairment testing, unless prices are contractually fixed, ~~Occidental~~the Company uses observable forward strip prices for oil and natural gas prices when projecting future cash flows. Future operating and development costs are estimated using the current cost environment applied to expectations of future operating and development activities to develop and produce oil and gas reserves. Market prices for oil, NGL and natural gas have been volatile and may continue to be volatile in the future. Changes in global supply and demand, transportation capacity, currency exchange rates, applicable laws and regulations and the effect of changes in these variables on market perceptions could impact current forecasts. Future fluctuations in commodity prices could cause estimates of future cash flows to vary significantly.

Net capitalized costs attributable to unproved properties were $107.27 billion as of December 31, ~~2024,~~2025 and $10.2 billion as of December 31, ~~2023~~2024. The unproved amounts are not subject to DD&A until they are classified as proved properties. Individually insignificant unproved properties are combined and amortized on a group basis based on factors such as geographic location, lease terms, success rates and other factors to provide for full amortization upon lease expiration or abandonment.

Significant unproved properties are assessed individually for impairment and, when events or circumstances indicate that the carrying value of property may not be recovered, a valuation allowance is provided if an impairment is indicated. ~~Occidental~~The Company periodically reviews significant unproved properties for impairments; numerous factors are considered, including, but not limited to, availability of funds for future exploration and development activities, current exploration and development plans, favorable or unfavorable exploration activity on the property or the adjacent property, geologists’ evaluation of the property, the current and projected political and regulatory climate, contractual conditions and the remaining lease term for the properties. If an impairment is indicated, ~~Occidental~~the Company will first determine whether a comparable transaction for similar properties or implied acreage valuation derived from ~~domestic onshore~~ market participants is available and will adjust the carrying amount of the unproved property to its fair value using the market approach. In situations where the market approach is not observable and unproved reserves are available, undiscounted future net cash flows used in the impairment analysis are determined based on management’s risk-adjusted estimates of unproved reserves, future commodity prices and future costs to produce the reserves. If undiscounted future net cash flows are less than the carrying value of the property, the future net cash flows are discounted and compared to the carrying value for determining the amount of the impairment loss to record. ~~Occidental~~The Company utilizes the same assumptions and methodology discussed above for cash flows associated with proved properties.

PROVED RESERVES

~~Occidental~~The Company estimates its proved oil and gas reserves according to the definition of proved reserves provided by the SEC’s Rule 4-10 (a) of Regulation S-X and the Financial Accounting Standards Board. Proved oil and gas reserves are those quantities of oil and gas which, by analysis of geoscience and engineering data, can be estimated with reasonable certainty to be economically producible—from a given date forward, from known reservoirs, and under existing economic conditions, operating methods, and government regulations—prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation. Prices include consideration of price changes provided only by contractual arrangements and do not include adjustments based on expected future conditions. For reserves information, see the Supplemental Information on Oil and Gas Exploration and Production Activities under Item 8 of this Form 10-K.

Engineering estimates of the quantities of proved reserves are inherently imprecise and represent only approximate amounts because of the judgments involved in developing such information. ~~Occidental~~The Company’s estimates of proved reserves are made using available geological and reservoir data as well as production performance data. The reliability of these estimates at any point in time depends on both the quality and quantity of the technical and economic data and the efficiency of extracting and processing the hydrocarbons. These estimates are reviewed annually by internal reservoir engineers and revised, either upward or downward, as warranted by additional data. Revisions are necessary due to changes in, among other things, development plans, reservoir performance, prices, economic conditions and government restrictions as well as changes in the expected recovery associated with infill drilling. Decreases in prices, for example, may cause a reduction in some proved reserves due to reaching economic limits at an earlier projected date. A material adverse change in the estimated volume of proved reserves could have a negative impact on DD&A and could result in property impairments.

The most significant ongoing financial statement effect from a change in ~~Occidental~~the Company’s oil and gas reserves or impairment of its proved properties would be to the DD&A rate. For example, a 5% increase or decrease in the amount of oil and gas reserves would change the DD&A rate by approximately $0.65/~~Bbl~~Boe, which would increase or decrease pre-tax income by approximately $~~345~~350 million annually at current production rates.

FAIR VALUES

~~Occidental~~The Company estimates fair-value of long-lived assets for impairment testing, assets and liabilities acquired in a business combination or exchanged in non-monetary transactions, pension plan assets and initial measurements of AROs.

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Accounting for the acquisition of a business requires the allocation of the purchase price to the various assets and liabilities of the acquired business and recording deferred taxes for any differences between the allocated values and tax basis of assets and liabilities. Any excess of the purchase price over the amounts assigned to assets and liabilities is recorded as goodwill. The purchase price allocation is accomplished by recording each asset and liability at its estimated fair value, which may be determined using different methods of fair value measurements, largely based on the availability and quality of market information. ~~Occidental~~The Company primarily applies the market approach for recurring fair value measurements, maximizes its use of observable inputs and minimizes its use of unobservable inputs.

FINANCIAL ASSETS AND LIABILITIES

~~Occidental~~The Company utilizes published prices or counterparty statements for valuing the majority of its financial assets and liabilities measured and reported at fair value. In addition to using market data, ~~Occidental~~the Company makes assumptions in valuing its assets and liabilities, including assumptions about the risks inherent in the inputs to the valuation technique. For financial assets and liabilities carried at fair value, ~~Occidental~~the Company measures fair value using the following methods:

■~~Occidental~~The Company values exchange-cleared commodity derivatives using closing prices provided by the exchange as of the balance sheet date. These derivatives are classified as using quoted prices in active markets for the assets or liabilities (Level 1).

■OTC bilateral financial commodity contracts, international exchange contracts, options and physical commodity forward purchase and sale contracts are generally classified as using observable inputs other than quoted prices for the assets or liabilities (Level 2) and are generally valued using quotations provided by brokers or industry-standard models that consider various inputs, including quoted forward prices for commodities, time value, volatility factors, credit risk and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these inputs are observable in the marketplace throughout the full term of the instrument and can be derived from observable data or are supported by observable prices at which transactions are executed in the marketplace.

■~~Occidental~~The Company values commodity derivatives based on a market approach that considers various assumptions, including quoted forward commodity prices and market yield curves. The assumptions used include inputs that are generally unobservable in the marketplace or are observable but have been adjusted based upon various assumptions and the fair value is designated as using unobservable inputs (Level 3) within the valuation hierarchy.

■~~Occidental~~The Company values debt using market-observable information for debt instruments that are traded on secondary markets. For debt instruments that are not traded, the fair value is determined by interpolating the value based on debt with similar terms and credit risk.

NON-FINANCIAL ASSETS

~~Occidental~~The Company uses market-observable prices for assets when comparable transactions can be identified that are similar to the asset being valued. When ~~Occidental~~the Company is required to measure fair value and there is not a market-observable price for the asset or for a similar asset then the cost or income approach is used depending on the quality of information available to support management’s assumptions. The cost approach is based on management’s best estimate of the current asset replacement cost. The income approach is based on management’s best assumptions regarding expectations of future net cash flows and the expected cash flows are discounted using a commensurate risk-adjusted discount rate. Such evaluations involve significant judgment. The results are based on expected future events or conditions such as sales prices, estimates of future oil and gas production or throughput, development and operating costs and the timing thereof, economic and regulatory climates and other factors, most of which are often outside of management’s control. However, assumptions used reflect a market participant’s view of long-term prices, costs and other factors and are consistent with assumptions used in ~~Occidental~~the Company’s business plans and investment decisions.

ENVIRONMENTAL LIABILITIES AND EXPENDITURES

~~Certain~~The ~~subsidiaries~~Company ofincurs ~~Occidental incur~~ environmental liabilities and expenditures ~~that~~with ~~relate~~respect to both current operations and ~~are expensed or capitalized by such subsidiaries as appropriate. Certain subsidiaries also incur environmental liabilities and expenditures with respect to~~ remediation of existing conditions from alleged past practices at Third-Party, Currently Operated, and Closed or Non-operated Sites, which categories may include NPL Sites. Those environmental liabilities and related charges and expenses for estimated remediation costs from alleged past practices are recorded when environmental remediation efforts are probable and the costs can be reasonably estimated. ~~Occidental~~The Company discloses such remediation liabilities on a consolidated basis. In determining the environmental remediation liability and the range of reasonably possible additional losses, ~~Occidental~~the Company refers to currently available information, including relevant past experience, remedial objectives, available technologies, applicable laws and regulations and cost-sharing arrangements. These environmental remediation liabilities are based on management’s estimate of the most likely cost to be incurred using the most cost-effective technology reasonably expected to achieve the remedial objective. ~~Occidental~~The Company periodically reviews these environmental remediation liabilities and adjusts them as new information becomes available. ~~Occidental’s~~The ~~subsidiaries~~Company generally records reimbursements or recoveries of

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			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS

~~generally record reimbursements or recoveries of~~ environmental remediation costs in income when received, or when receipt of recovery is highly probable.

Many factors could affect future remediation costs incurred by ~~Occidental’s~~the ~~subsidiaries~~Company and result in adjustments to environmental remediation liabilities and the range of reasonably possible additional losses. The most significant are: (i) cost estimates for remedial activities may vary from the initial estimate; (ii) the length of time, type or amount of remediation necessary to achieve the remedial objective may change due to factors such as site conditions, the ability to identify and control contaminant sources or the discovery of additional contamination; (iii) a regulatory agency may ultimately reject or modify proposed remedial plans; (iv) improved or alternative remediation technologies may change remediation costs; (v) laws and regulations may change remediation requirements or affect cost sharing or allocation of liability; and (vi) changes in allocation or cost-sharing arrangements may occur.

Certain sites involve multiple parties with various cost-sharing arrangements, which generally fall into the following three categories: (i) environmental proceedings that result in a negotiated or prescribed allocation of remediation costs among ~~Occidental’s~~the ~~affected~~Company ~~subsidiary~~ and other alleged potentially responsible parties; (ii) oil and gas ventures in which each participant pays its proportionate share of remediation costs reflecting its working interest; or (iii) contractual arrangements, typically relating to purchases and sales of properties, in which the parties to the transaction agree to methods of allocating remediation costs. In these circumstances, the affected subsidiary evaluates the financial viability of other parties with whom it is alleged to be jointly liable, the degree of their commitment to participate and the consequences to such subsidiary of their failure to participate when estimating its ultimate share of liability. ~~Occidental~~The ~~subsidiaries~~Company ~~record~~records environmental remediation liabilities at their expected net cost of remedial activities. Based on these factors, except as otherwise disclosed in Note 1211 - Environmental Liabilities and Expenditures in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K, ~~Occidental’s~~the ~~subsidiaries~~Company ~~believe~~believes that ~~they~~it will not be required to assume a share of liability of such other potentially responsible parties in an amount materially above amounts reserved.

In addition to the costs of investigations and cleanup measures, which often take in excess of 10 years at CERCLA NPL sites, ~~Occidental~~the ~~subsidiaries~~Company’s environmental remediation liabilities include estimates of the costs to operate and maintain remedial systems. If remedial systems are modified over time in response to significant changes in site-specific data, laws, regulations, technologies or engineering estimates, ~~Occidental’s~~the ~~subsidiaries~~Company ~~review~~reviews and ~~adjust~~adjusts ~~their~~its environmental remediation liabilities accordingly.

If ~~Occidental~~the orCompany ~~its subsidiaries~~ were to adjust the balance of their environmental remediation liabilities based on the factors described above, the amount of the increase or decrease would be recognized in earnings. For example, if the balance were increased or reduced by 10%, ~~Occidental~~the Company would record a pre-tax ~~increase~~decrease toor ~~income~~increase, ~~of approximately $190 million. If the balance were increased by 10%~~respectively, ~~Occidental~~to ~~would~~income ~~record an additional remediation expense~~ of approximately $190 million.

INCOME TAXES

~~Occidental~~The ~~and~~Company ~~its~~files ~~subsidiaries file~~ various U.S. federal, state and foreign income tax returns. The impact of changes in tax regulations are reflected when enacted. In general, deferred federal, state and foreign income taxes are provided on temporary differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. ~~Occidental~~The Company routinely assesses the realizability of its deferred tax assets. If ~~Occidental~~the Company concludes that it is more likely than not that some of the deferred tax assets will not be realized, the tax asset is reduced by a valuation allowance. ~~Occidental~~The Company recognizes a tax benefit from an uncertain tax position when it is more likely than not that the position will be sustained upon examination, based on the technical merits of the position. The tax benefit recorded is equal to the largest amount that is greater than 50% likely to be realized through final settlement with a taxing authority. Interest and penalties related to unrecognized tax benefits are recognized in income tax expense (benefit). See Note 109 - Income Taxes in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.

LOSS CONTINGENCIES

~~Occidental~~The orCompany ~~certain~~is ~~of its subsidiaries are~~ involved, in the normal course of business, in lawsuits, claims and other legal proceedings and audits. ~~Occidental~~The orCompany ~~its~~accrues ~~affected~~reserves ~~subsidiaries,~~ as appropriate, ~~accrues reserves~~ for these matters when it is probable that a liability has been incurred and the liability can be reasonably estimated. In addition, ~~Occidental~~the Company discloses, in aggregate on a consolidated basis, exposure to loss in excess of the amount recorded on the balance sheet for these matters if it is reasonably possible that an additional material loss may be incurred. ~~Occidental~~The Company reviews such loss contingencies on an ongoing basis.

Loss contingencies are based on judgments made by management with respect to the likely outcome of these matters and are adjusted as appropriate. Management’s judgments could change based on new information, changes in, or interpretations of, laws or regulations, changes in management’s plans or intentions, opinions regarding the outcome of legal proceedings or other factors. See Note 1312 - Lawsuits, Claims, Commitments and Contingencies in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for additional information.

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			table of contents			MANAGEMENT’S DISCUSSION AND ANALYSIS


SAFE HARBOR DISCUSSION REGARDING OUTLOOK AND OTHER FORWARD-LOOKING DATA

Portions of this report contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws, including, but not limited to: any projections of earnings, revenue or other financial items or future financial position or sources of financing; any statements of the plans, strategies and objectives of management for future operations or business strategy; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing. Words such as “estimate,” “project,” “predict,” “will,” “would,” “should,” “could,” “may,” “might,” “anticipate,” “plan,” “intend,” “believe,” “expect,” “aim,” “goal,” “target,” “objective,” "“commit,"” "“advance,"” “guidance,” “priority,” “focus,” “assumption,” “likely” or similar expressions that convey the prospective nature of events or outcomes are generally indicative of forward-looking statements. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this report unless an earlier date is specified. Unless legally required, ~~Occidental~~the Company does not undertake any obligation to update, modify or withdraw any forward-looking ~~statements~~statement as a result of new information, future events or otherwise.

Actual outcomes or results may differ from anticipated results, sometimes materially. Forward-looking and other statements regarding ~~Occidental'~~the Company’s sustainability efforts and aspirations are not an indication that these statements are necessarily material to investors or require disclosure in Occidental'’s filings with the SEC. In addition, historical, current and forward-looking sustainability-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve and definitions, assumptions, data sources and estimates or measurements that are subject to change in the future, including through rulemaking or guidance. Factors that could cause results to differ from those projected or assumed in any forward-looking statement include, but are not limited to: general economic conditions, including slowdowns and recessions, domestically or internationally; ~~Occidental~~the Company’s indebtedness and other payment obligations, including the need to generate sufficient cash flows to fund operations; ~~Occidental~~the Company’s ability to successfully monetize select assets and repay or refinance debt and the impact of changes in ~~Occidental~~the Company’s credit ratings or future increases in interest rates; assumptions about energy markets; global and local commodity and commodity-futures pricing fluctuations and volatility; supply and demand considerations for, and the prices of, ~~Occidental~~the Company’s products and services; actions by OPEC and non-OPEC oil producing countries; results from operations and competitive conditions; future impairments of ~~Occidental'~~the Company’s proved and unproved oil and gas properties or equity investments, or write-downs of productive assets, causing charges to earnings; unexpected changes in costs; government actions (including the effects of announced or future tariff increases and other geopolitical, trade, tariff, fiscal and regulatory uncertainties), war (including the Russia-Ukraine war and conflicts in the Middle East) and political conditions and events (such as in Latin America); inflation, its impact on markets and economic activity and related monetary policy actions by governments in response to inflation; availability of capital resources, levels of capital expenditures and contractual obligations; the regulatory approval environment, including ~~Occidental'~~the Company’s ability to timely obtain or maintain permits or other government approvals, including those necessary for drilling and/or development projects; ~~Occidental'~~the Company’s ability to successfully complete, or any material delay of, field developments, expansion projects, capital expenditures, efficiency projects, acquisitions or divestitures; risks associated with acquisitions, mergers and joint ventures, such as difficulties integrating businesses, uncertainty associated with financial projections or projected synergies, restructuring, increased costs and adverse tax consequences; uncertainties and liabilities associated with acquired and divested properties and businesses, including retained liabilities and indemnification obligations associated with the chemical business; uncertainties about the estimated quantities of oil, NGL and natural gas reserves; lower-than-expected production from development projects or acquisitions; ~~Occidental~~the Company’s ability to realize the anticipated benefits from prior or future streamlining actions to reduce fixed costs, simplify or improve processes and improve ~~Occidental~~the Company’s competitiveness; exploration, drilling and other operational risks; disruptions to, capacity constraints in, or other limitations on the pipeline systems that deliver ~~Occidental~~the Company’s oil and natural gas and other processing and transportation considerations; volatility in the securities, capital or credit markets, including capital market disruptions and instability of financial institutions; ~~government actions (including geopolitical, trade, tariff and regulatory uncertainties), war (including the Russia-Ukraine war and conflicts in the Middle East) and political conditions and events;~~ HSE risks, costs and liability under existing or future federal, regional, state, provincial, tribal, local and international HSE laws, regulations and litigation (including related to climate change or remedial actions or assessments); legislative or regulatory changes, including changes relating to hydraulic fracturing or other oil and natural gas operations, retroactive royalty or production tax regimes, and deep-water and onshore drilling and permitting regulations; ~~Occidental'~~the Company’s ability to recognize intended benefits from its business strategies and initiatives, such as ~~Occidental'~~the OxyChem Transaction, the Company’s low-carbon ventures businesses orand announced GHG emissions reduction targets or net-zero goals; changes in government grant or loan programs; potential liability resulting from pending or future litigation, government investigations and other proceedings; disruption or interruption of production or ~~manufacturing or~~ facility damage due to accidents, chemical releases, labor unrest, weather, power outages, natural disasters, cyber-attacks, terrorist acts or insurgent activity; the scope and duration of global or regional health pandemics or epidemics, and actions taken by government authorities and other third parties in connection therewith; the creditworthiness and performance of ~~Occidental'~~the Company’s counterparties, including financial institutions, operating partners and other parties; failure of risk management; ~~Occidental~~the Company’s ability to retain and hire key personnel; supply, transportation and labor constraints; reorganization or restructuring of ~~Occidental~~the Company’s operations; changes in state, federal or international tax rates, deductions, incentives or credits; and actions by third parties that are beyond ~~Occidental'~~the Company’s control.

Additional information concerning these and other factors that may cause ~~Occidental~~the Company’s results of operations and financial position to differ from expectations can be found in Item 1A, “Risk Factors” and elsewhere in this Form 10-K, as well as in ~~Occidental~~the Company’s other filings with the SEC, including ~~Occidental~~the Company’s Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

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			table of contents			QUANTITATIVE AND QUALITATIVE DISCLOSURES

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


COMMODITY PRICE RISK

GENERAL

~~Occidental~~The Company’s results are sensitive to fluctuations in oil, NGL and natural gas prices. Price changes at ~~current~~ global prices and levels of production affect ~~Occidental~~the Company’s budgeted ~~2025~~2026 pre-tax ~~annual~~cash ~~income~~ by approximately $~~250~~240 million for a $1 per barrel change in ~~oil~~WTI ~~prices~~price and approximately $3025 million for a $1 per barrel change in ~~NGL~~Brent ~~prices~~price. If domestic natural gas prices varied by $0.1050 per Mcf, it would have an estimated annual effect on ~~Occidental~~the Company’s budgeted ~~2025~~2026 pre-tax ~~income~~cash of approximately $35120 million. These price-change sensitivities include the impact of PSC and similar contract volume changes on income. If production levels differ from ~~Occidental~~the Company’s ~~2025~~2026 budgeted production, the sensitivity of ~~Occidental~~the Company’s results to prices also will change. Marketing results are sensitive to price changes of oil, natural gas and, to a lesser degree, ~~other~~NGL, ~~commodities~~sulfur and CO2. A $0.25 change in the Midland-to-Gulf-Coast oil spreads impacts budgeted ~~2025~~2026 ~~operating~~pre-tax cash ~~flows~~ by approximately $60 55 million.

Occidental’s results are also sensitive to fluctuations in chemical prices. A variation in chlorine and caustic soda prices of $10 per ton would have a pre-tax annual effect on income of approximately $10 million and $30 million, respectively. A variation in PVC prices of $0.01 per lb. would have a pre-tax annual effect on income of approximately $30 million. Historically, over time, product price changes have tracked raw material and feedstock product price changes, somewhat mitigating the effect of price changes on margins.

RISK MANAGEMENT

~~Occidental~~The Company conducts its risk management activities for marketing and trading under the controls and governance of its risk ~~control~~ policies. The controls under these policies are implemented and enforced by aregulatory ~~risk~~compliance ~~management~~and ~~group~~market ~~which~~and ~~monitors~~credit risk groups which monitor risks by providing an independent and separate ~~evaluation~~evaluations and ~~check~~checks. ~~Members of the risk management group report to the Corporate Vice President and Treasurer.~~ Controls for these activities include limits on value at risk, ~~limits on~~ credit, ~~limits~~and onasset ~~total~~hedges ~~notional~~as ~~trade~~well ~~value,~~as segregation of duties, delegation of authority, ~~daily~~ price verifications, ~~reporting to senior management on various risk measures~~ and areview ~~number~~ of ~~other~~various ~~policy~~key ~~and~~performance ~~procedural controls~~indicators.

FAIR VALUE OF MARKETING DERIVATIVE CONTRACTS

~~Occidental~~The Company carries derivative contracts it enters into in connection with its marketing activities at fair value. Fair values for these contracts are derived from Level 1 and Level 2 sources. The fair values in future maturity periods are insignificant.

The following table shows the fair value of ~~Occidental~~the Company’s derivatives (excluding collateral), segregated by maturity periods and by methodology of fair value estimation:

	Maturity Periods
Source of Fair Value Assets (Liabilities)millions	~~2025~~2026		~~2026~~2027 and ~~2027~~2028		~~2028~~2029 and ~~2029~~2030		~~2030~~2031 and thereafter		Total
Prices actively quoted	$	39	$	—	$	—	$	—	$	39
Prices provided by other external sources	226		(1)		1—		—		227
Total	$	535	$	(1)	$	1—	$	—	$	536

QUANTITATIVE INFORMATION

~~Occidental~~The Company uses value at risk to estimate the potential effects of changes in fair values of commodity contracts used in trading activities. This measure determines the maximum potential negative one day change in fair value with a 95% level of confidence. Additionally, ~~Occidental~~the Company uses complementary trading limits including position and tenor limits and maintains liquid positions as a result of which market risk typically can be neutralized or mitigated on short notice. As a result of these controls, ~~Occidental~~the Company believes that the market risk of its trading activities is not reasonably likely to have a material adverse effect on its performance.

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			table of contents			QUANTITATIVE AND QUALITATIVE DISCLOSURES


INTEREST RATE RISK

GENERAL

As of December 31, ~~2024~~2025, ~~Occidental~~the Company had fixed rate debt with a fair value of $2119.24 billion outstanding. A 25-basis point change in Treasury rates would change the fair value of the fixed rate debt approximately $~~325~~300 million.

As of December 31, ~~2024~~2025, ~~Occidental~~the Company had variable rate debt with a notional value of $21.83 billion outstanding. A 25-basis point increase in SOFR interest rates would increase gross interest expense $73.0 million per year.

The table below provides information about ~~Occidental~~the Company’s long-term debt obligations as of December 31, 2025. Debt amounts represent principal payments by maturity date.

millions except percentages	U.S. DollarFixed-Rate Debt			U.S. DollarVariable-Rate Debt			Total (a)
2025	$	1,003		$	—		$	1,003
2026	$	295		$	1,280		$	1,575
2026	1,449			2,700			4,149
2027	1,503			—			1,503
2027	1,504			—			1,504
2028	906			—			906
2028	907			—			907
2029	1,853			—			1,853
2029	1,854			—			1,854
2030	2,449			68			2,517
Thereafter	1412,~~906~~073			68—			1412,~~974~~073
Total	$	2119,~~623~~079		$	21,~~768~~348		$	2420,~~391~~427
Weighted-average interest rate	56.9110		%	65.2142		%	56.9605		%
Fair Value	$	2119,~~229~~424		$	21,~~780~~354		$	2420,~~009~~778

(a)Excluded unamortized debt premiums, net of $1.01 billion and debt issuance costs of $~~105~~84 million. See Note 5 Long-Term Debt for information regarding debt activity at the date of filing.


FOREIGN CURRENCY RISK

~~Occidental~~The Company’s international operations have limited currency risk. ~~Occidental~~The Company manages its exposure primarily by balancing monetary assets and liabilities and limiting cash positions in foreign currencies to levels necessary for operating purposes. A vast majority of international oil sales are denominated in United States dollars. Additionally, all of ~~Occidental~~the Company’s consolidated international oil and gas subsidiaries have the United States dollar as the functional currency. The effect of exchange rates on transactions in foreign currencies is included in periodic income.


CREDIT RISK

The majority of ~~Occidental~~the Company’s counterparty credit risk is related to the physical delivery of energy commodities to its customers and any inability of these customers to meet their settlement commitments. ~~Occidental~~The Company manages credit risk by selecting counterparties that it believes to be financially strong, by entering into netting arrangements with counterparties and by requiring collateral or other credit risk mitigants, as appropriate. ~~Occidental~~The Company actively evaluates the creditworthiness of its counterparties, assigns appropriate credit limits and monitors credit exposures against those assigned limits. ~~Occidental~~The Company also enters into futures contracts through regulated exchanges with select clearinghouses and brokers, which are subject to minimal credit risk, if any.

As of December 31, ~~2024~~2025, the substantial majority of the credit exposures were with investment grade counterparties. ~~Occidental~~The Company believes its exposure to credit-related losses as of December 31, ~~2024,~~2025 was not material and losses associated with credit risk have been insignificant for all years presented.

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			table of contents			FINANCIAL STATEMENTS INDEX

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS			PAGE
Report of Independent Registered Public Accounting Firm on Consolidated Financial Statements			6155
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting			6357
Consolidated Balance Sheets			6458
Consolidated Statements of Operations			6660
Consolidated Statements of Comprehensive Income			6761
Consolidated Statements of Equity			6862
Consolidated Statements of Cash Flows			6963
Notes to Consolidated Financial Statements			7065
Note 1 - Summary of Significant Accounting Policies			7065
Note 2 - Revenue			7873
Note 3 - Inventories			81
Note 3 - Investments and Related-Party Transactions			76
Note 4 - Investments and Related-Party Transactions			81
Note 4 - Acquisitions, Divestitures and Other Transactions			77
Note 5 - Acquisitions, Divestitures and Other Transactions			82
Note 5 - Long-term Debt			82
Note 6 - Long-term Debt			86
Note 6 - Lease Commitments			85
Note 7 - Lease Commitments			89
Note 7 - Derivatives			86
Note 8 - Derivatives			91
Note 8 - Fair Value Measurements			87
Note 9 - Fair Value Measurements			92
Note 9 - Income Taxes			88
Note 10 - Income Taxes			93
Note 10 - Retirement and Postretirement Benefit Plans			93
Note 11 - Retirement and Postretirement Benefit Plans			96
Note 11 - Environmental Liabilities and Expenditures			97
Note 12 - Environmental Liabilities and Expenditures			100
Note 12 - Lawsuits, Claims, Commitments and Contingencies			99
Note 13 - Lawsuits, Claims, Commitments and Contingencies			102
Note 13 - Stockholders’ Equity			101
Note 14 - Stockholders’ Equity			104
Note 14 - Stock-Based Incentive Plans			103
Note 15 - Stock-Based Incentive Plans			106
Note 15 - Industry Segments and Geographic Areas			106
Note 16 - Industry Segments and Geographic Areas			109
Supplemental Quarterly Financial Data (Unaudited)			109
Supplemental Oil and Gas Information (Unaudited)			~~112~~110
Schedule II – Valuation and Qualifying Accounts			127

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			table of contents			FINANCIAL STATEMENTS REPORT

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

Occidental Petroleum Corporation:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Occidental Petroleum Corporation and subsidiaries (the Company) as of December 31, ~~2024~~2025 and ~~2023~~2024, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, ~~2024~~2025, and the related notes ~~and financial statement schedule II - valuation and qualifying accounts~~ (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, ~~2024~~2025 and ~~2023~~2024, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, ~~2024~~2025, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, ~~2024~~2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 18, ~~2025~~2026 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit ~~Matters~~Matter

The critical audit ~~matters~~matter communicated below ~~are~~is ~~matters~~a matter arising from the current period audit of the consolidated financial statements that ~~were~~was communicated or required to be communicated to the audit committee and that: (1) ~~relate~~relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit ~~matters~~matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit ~~matters~~matter below, providing a separate ~~opinions~~opinion on the critical audit ~~matters~~matter or on the accounts or disclosures to which ~~they~~it ~~relate~~relates.

Assessment of the estimated proved oil and gas reserves on the determination of depletion expense related to proved oil and gas properties.

As discussed in Note 1 to the consolidated financial statements, the Company determines depreciation and depletion of oil and gas producing properties by the unit-of-production method. Under this method, capitalized costs are amortized over estimated proved reserves. For the year ended December 31, ~~2024~~2025, the Company recorded depreciation and depletion expense related to proved oil and gas properties of $67.61 billion.

We identified the assessment of the estimated proved oil and gas reserves on the determination of depreciation and depletion expense related to proved oil and gas properties as a critical audit matter. Complex auditor judgment was required to assess the Company’s estimate of proved oil and gas reserves, which is a key input for the determination of depreciation and depletion expense. Estimating proved oil and gas reserves requires the expertise of professional petroleum reservoir engineers. The key assumptions included estimated future production quantities and estimated operating and capital costs.

~~The~~OXY ~~following~~2025 ~~are~~FORM ~~the~~10-K ~~primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s depreciation and~~ 55

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			table of contents			FINANCIAL STATEMENTS REPORT

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s depreciation and depletion process, including the estimation of proved oil and gas reserves. We analyzed and assessed the determination of depreciation and depletion expense for compliance with industry and regulatory standards. We assessed compliance of the methodology used by the Company’s engineering and technical staff to estimate proved oil and gas reserves with industry and regulatory standards. We read the findings of the independent reservoir engineering specialist’s review of the methods and procedures used by the Company in estimating the proved reserves for compliance with industry and regulatory standards. To assess the Company’s ability to accurately estimate future production quantities, we compared the future production quantity assumptions used by the Company in prior periods to the actual production amounts. We compared the estimated future production quantities used by the Company in the current period to historical production rates. We evaluated the operating and capital cost assumptions used by the Company by comparing them to historical costs incurred. We evaluated the professional qualifications and the knowledge, skills, and ability of the Company’s internal reserve engineers and the independent reservoir engineering specialists engaged by the Company.

Fair value of oil and gas properties on the acquisition of CrownRock

As discussed in Note 5 to the consolidated financial statements, on August 1, 2024, the Company completed an acquisition of CrownRock, L.P. (CrownRock) for total consideration of approximately $12.4 billion. The transaction was accounted for as a business combination using the acquisition method. Under the acquisition method of accounting, the assets acquired and liabilities assumed were recorded at their respective fair values as of the acquisition date. As a result of the transaction, the Company acquired oil and gas properties, which were recognized at their acquisition date fair value of $11.8 billion. The Company used a combination of valuation methodologies to estimate the initial fair value of acquired oil and gas properties. Unproved oil and gas properties were valued using a market approach based on comparable transactions for similar properties. Proved oil and gas properties were valued using an income approach.

We identified the evaluation of the acquisition-date fair value of the oil and gas properties of CrownRock as a critical audit matter. Complex auditor judgment was required in evaluating the key assumptions used to estimate the fair value of the oil and gas properties as changes to those assumptions could have had a significant effect on the fair value. The income approach utilized a risk adjusted discounted cash flow model, which included key assumptions related to estimated future production quantities, estimated operating and capital costs, forecasted commodity pricing, and the discount rate. Estimating proved oil and gas reserves requires the expertise of professional petroleum reservoir engineers. Additionally, the audit effort associated with evaluating the forecasted commodity pricing and discount rate assumptions required specialized skills and knowledge. The market approach also required specialized skills and knowledge to determine which market-based transactions were most relevant to the Company’s acquisition of CrownRock’s oil and gas properties.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s acquisition-date valuation process, including controls related to the determination of the key assumptions, as noted above, used to measure the fair value of the acquired oil and gas properties. We assessed compliance of the methodology used by the Company’s engineering and technical staff to estimate proved oil and gas reserves with industry and regulatory standards. We compared the estimated future production quantities to historical production rates. We evaluated the operating and capital cost assumptions used by the Company by comparing them to historical costs incurred. We evaluated the professional qualifications and the knowledge, skills, and ability of the Company’s internal reserve engineers. In addition, we involved valuation professionals with specialized skills and knowledge, who assisted in:

•evaluating the forecasted commodity pricing assumptions by comparing them to independently developed ranges of forward price estimates using data from analysts and other industry sources

•evaluating the discount rate by comparing it to a discount rate range that was independently developed using publicly available market data for comparable entities.

•assessing the acreage valuation in the market approach by comparing such valuation to a range of indicated values for comparable transactions for similar properties using publicly available market data.

/s/ KPMG LLP

We have served as the Company’s auditor since 2002.

Houston, Texas

February 18, ~~2025~~2026

6256 OXY ~~2024~~2025 FORM 10-K


			table of contents			FINANCIAL STATEMENTS REPORT

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

Occidental Petroleum Corporation:

Opinion on Internal Control Over Financial Reporting

We have audited Occidental Petroleum Corporation and subsidiaries' (the Company) internal control over financial reporting as of December 31, ~~2024~~2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, ~~2024~~2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, ~~2024~~2025 and ~~2023~~2024, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, ~~2024~~2025, and the related notes ~~and financial statement schedule II - valuation and qualifying accounts~~ (collectively, the consolidated financial statements), and our report dated February 18, ~~2025~~2026 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Annual Assessment of and Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Houston, Texas

February 18, ~~2025~~2026

OXY ~~2024~~2025 FORM 10-K 6357


			table of contents			FINANCIAL STATEMENTS


Consolidated Balance Sheets			Occidental Petroleum Corporation and Subsidiaries

	December 31,
millions	~~2024~~2025		~~2023~~2024
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	21,~~132~~968	$	12,~~426~~125
Trade receivables, net of reserves of $24 in 2024 and $29 in 2023	3,526		3,195
Trade receivables	2,575		2,839
Joint interest receivables	~~720~~684		~~902~~720
Inventories	21,~~095~~823		21,~~022~~756
Other current assets	597		830
Assets held for sale	1,176		1,140
Total current assets	9,070		8,375
Other current assets	601		490
INVESTMENTS IN UNCONSOLIDATED ENTITIES	3,159		3,224
Total current assets	8,827		9,070
PROPERTY, PLANT AND EQUIPMENT
Oil and gas	~~121~~126,~~874~~896		~~109~~121,~~214~~874
Chemical	8,725		8,279
Midstream and marketing	9,638		8,593
Midstream and marketing	9,322		8,279
Corporate	1,219		1,163
Corporate	1,033		1,039
	137,753		131,630
	140,954		126,811
Accumulated depreciation, depletion and amortization	(74,110)		(65,767)
Accumulated depreciation, depletion and amortization	(71,576)		(68,282)
Total property, plant and equipment, net	63,643		65,863
Total property, plant and equipment, net	69,378		58,529
NON-CURRENT ASSETS
OPERATING LEASE ASSETS	937		1,130
Operating lease assets	908		755
OTHER LONG-TERM ASSETS	2,901		2,750
Investments in unconsolidated entities	2,475		2,646
TOTAL ASSETS	$	85,445	$	74,008
Non-current assets held for sale	5,344		4,430
Other long-term assets	2,989		2,681
Total non-current assets	11,716		10,512
TOTAL ASSETS	$	84,186	$	85,445

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

6458 OXY ~~2024~~2025 FORM 10-K


			table of contents			FINANCIAL STATEMENTS


Consolidated Balance Sheets			Occidental Petroleum Corporation and Subsidiaries

	December 31,
millions except share and per-share amounts	~~2024~~2025		~~2023~~2024
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Current maturities of long-term debt	$	1,~~138~~773	$	1,~~202~~138
Current operating lease liabilities	374		446
Accounts payable	3,285		3,472
Accounts payable	3,753		3,646
Accrued liabilities	3,592		4,248
Accrued liabilities	4,256		3,854
Liabilities held for sale	778		663
Total current liabilities	9,~~521~~428		9,~~148~~521
LONG-TERM DEBT, NET	2420,~~978~~623		1824,~~536~~979
DEFERRED CREDITS AND OTHER LIABILITIES
Deferred income taxes, net	5,~~394~~636		5,~~764~~394
Asset retirement obligations	4,~~042~~172		3,~~882~~923
Other deferred credits and liabilities	7,030		6,329
Non-current liabilities held for sale	418		333
Total deferred credits and other liabilities	16,466		15,975
Other deferred credits and liabilities	7,311		6,815
Total deferred credits and other liabilities	17,537		16,465
EQUITY
Preferred stock, at $1.00 per share par value, issued shares: 2024 — 84,897 and 2023 — 84,897	8,287		8,287
Preferred stock, at $1.00 per share par value, issued shares: 2025 — 84,897 and 2024 — 84,897	8,287		8,287
Common stock, $0.20 per share par value, authorized shares: 1.5 billion, issued shares: 2024 — 1,166,769,167 and 2023 — 1,107,516,500	233		222
Common stock, $0.20 per share par value, authorized shares: 1.5 billion, issued shares: 2025 — 1,214,337,600 and 2024 — 1,166,769,167	243		233
Treasury stock: 2024 — 228,311,184 shares and 2023 — 228,053,397 shares	(15,597)		(15,582)
Treasury stock: 2025 — 228,311,184 shares and 2024 — 228,311,184 shares	(15,597)		(15,597)
Additional paid-in capital	1921,~~868~~008		1719,~~422~~868
Retained earnings	21,~~189~~891		1921,~~626~~189
Accumulated other comprehensive income	~~179~~202		~~275~~179
Total stockholders’ equity	3436,~~159~~034		3034,~~250~~159
Noncontrolling interest	~~321~~564		99321
Total equity	3436,~~480~~598		3034,~~349~~480
TOTAL LIABILITIES AND EQUITY	$	8584,~~445~~186	$	7485,~~008~~445

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

OXY ~~2024~~2025 FORM 10-K 6559


			table of contents			FINANCIAL STATEMENTS


Consolidated Statements of Operations			Occidental Petroleum Corporation and Subsidiaries

	Years Ended December 31,
millions except per-share amounts	~~2024~~2025		~~2023~~2024		~~2022~~2023
REVENUES AND OTHER INCOME
Net sales	$	2621,~~725~~593	$	2822,~~257~~019	$	3623,~~634~~156
Interest, dividends and other income	~~171~~219		~~139~~192		153
Gains (losses) on sales of assets and other, net	~~(16)~~263		~~522~~(16)		~~308~~522
Total	2622,~~880~~075		2822,~~918~~195		3723,~~095~~831
COSTS AND OTHER DEDUCTIONS
Oil and gas lease operating expense	4,~~738~~681		4,~~677~~738		4,~~028~~677
Transportation and gathering expense	1,~~608~~660		1,~~481~~608		1,~~475~~481
Chemical and midstream cost of sales	3,121		3,116		3,273
Purchased commodities and midstream cost of sales	176		431		2,116
Purchased commodities	337		2,009		3,287
Selling, general and administrative expense	986		960		987
Selling, general and administrative expense	1,062		1,083		945
Other operating and non-operating expense	1,556		1,319		1,165
Other operating and non-operating expense	1,581		1,084		1,271
Taxes other than on income	1,030		1,039		1,087
Taxes other than on income	1,039		1,087		1,548
Depreciation, depletion and amortization	7,533		6,951		6,449
Depreciation, depletion and amortization	7,371		6,865		6,926
Asset impairments and other charges	60		356		209
Asset impairments and other charges	1,281		209		—
Acquisition-related costs	13		84		26
Acquisition-related costs	84		26		89
Exploration expense	249		275		441
Exploration expense	275		441		216
Interest and debt expense, net	1,079		1,169		957
Interest and debt expense, net	1,175		945		1,030
Total	19,023		18,930		19,595
Total	23,672		23,023		24,088
Income before income taxes and other items	3,052		3,265		4,236
Income before income taxes and other items	3,208		5,895		13,007
OTHER ITEMS
Gains on interest rate swaps, net	—		—		317
Income from equity investments and other	76		759		426
Income from equity investments and other	862		534		793
Total	76		759		426
Total	862		534		1,110
Income from continuing operations before income taxes	3,128		4,024		4,662
Income from continuing operations before income taxes	4,070		6,429		14,117
Income tax expense	(1,021)		(1,158)		(1,330)
Income tax expense	(1,174)		(1,733)		(813)
Income from continuing operations	2,107		2,866		3,332
Income from continuing operations	2,896		4,696		13,304
Income from discontinued operations, net of tax	262		212		1,364
Income from discontinued operations, net of tax	182		—		—
NET INCOME	2,369		3,078		4,696
NET INCOME	3,078		4,696		13,304
Less: Net income attributable to noncontrolling interest	(43)		(22)		—
Less: Net income attributable to noncontrolling interest	(22)		—		—
Less: Preferred stock dividends and redemption premiums	(679)		(679)		(923)
Less: Preferred stock dividends and redemption premiums	(679)		(923)		(800)
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	1,647	$	2,377	$	3,773
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	2,377	$	3,773	$	12,504
PER COMMON SHARE
Income from continuing operations—basic	$	21.3938	$	42.2236	$	132.4169
Discontinued operations—basic	0.2027		—0.23		—1.53
Net income attributable to common stockholders—basic	$	21.5965	$	42.2259	$	134.4122
Income from continuing operations—diluted	$	21.2635	$	32.9023	$	122.4049
Discontinued operations—diluted	0.1826		—0.21		—1.41
Net income attributable to common stockholders—diluted	$	21.4461	$	32.9044	$	123.4090

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

6660 OXY ~~2024~~2025 FORM 10-K


			table of contents			FINANCIAL STATEMENTS


Consolidated Statements of Comprehensive Income			Occidental Petroleum Corporation and Subsidiaries

	Years Ended December 31,
millions	~~2024~~2025		~~2023~~2024		~~2022~~2023
Net income	$	32,~~078~~369	$	43,~~696~~078	$	134,~~304~~696
Other comprehensive income (loss) items:
Gains (losses) on derivatives (a)	(5)		44		80
Gains (losses) on derivatives	(15)		(5)		44
Pension and postretirement gains (losses) (b)	(89)		34		321
Pension and postretirement gains (losses)	38		(89)		34
Other	~~(2)~~—		(2)		2
Other comprehensive income (loss), net of tax	~~(96)~~23		80(96)		~~403~~80
Comprehensive income	2,~~982~~392		42,~~776~~982		134,~~707~~776
Less: Comprehensive income attributable to noncontrolling interest	(2243)		—(22)		—
Comprehensive income attributable to preferred and common stockholders	$	2,~~960~~349	$	42,~~776~~960	$	134,~~707~~776

(a)Net of tax expense of $(22) in 2022.

(b)Net of tax benefit (expense) of $26, $(10) and $(99) in 2024, 2023 and 2022, respectively. See Note 11 - Retirement and Postretirement Benefit Plans in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K for additional information.

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

OXY ~~2024~~2025 FORM 10-K 6761


			table of contents			FINANCIAL STATEMENTS


Consolidated Statements of Equity			Occidental Petroleum Corporation and Subsidiaries

			Equity Attributable to Common Stock
	Preferred Stock		Common Stock		Treasury Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Noncontrolling Interests		Total Equity
Balance, December 31, 2021	$	9,762	$	217	$	(10,673)	$	16,749	$	4,480	$	(208)	$	—	$	20,327
Net income	—		—		—		—		13,304		—		—		13,304
Other comprehensive income, net of tax	—		—		—		—		—		403		—		403
Dividends on common stock, $0.52 per share	—		—		—		—		(485)		—		—		(485)
Dividends on preferred stock, $8,000 per share	—		—		—		—		(800)		—		—		(800)
Shareholder warrants exercised	—		2		—		252		—		—		—		254
Options Exercised	—		—		—		27		—		—		—		27
Issuance of common stock and other, net	—		1		—		153		—		—		—		154
Purchases of treasury stock	—		—		(3,099)		—		—		—		—		(3,099)
Balance, December 31, 2022	$	9,762	$	220	$	(13,772)	$	17,181	$	16,499	$	195	$	—	$	30,085
Net income	—		—		—		—		4,696		—		—		4,696
Other comprehensive income, net of tax	—		—		—		—		—		80		—		80
Dividends on common stock, $0.72 per share	—		—		—		—		(646)		—		—		(646)
Dividends on preferred stock, $8,000 per share	—		—		—		—		(736)		—		—		(736)
Preferred stock redemption – face value	(1,511)		—		—		—		—		—		—		(1,511)
Preferred stock redemption – premium	—		—		—		—		(151)		—		—		(151)
Preferred stock redemption – amortization of carrying value	36		—		—		—		(36)		—		—		—
Shareholder warrants exercised	—		1		—		98		—		—		—		99
Options Exercised	—		—		—		13		—		—		—		13
Options exercised	—		—		—		13		—		—		—		13
Issuance of common stock and other, net	—		1		—		130		—		—		—		131
Purchases of treasury stock	—		—		(1,810)		—		—		—		—		(1,810)
Noncontrolling interest contributions, net	—		—		—		—		—		—		99		99
Balance, December 31, 2023	$	8,287	$	222	$	(15,582)	$	17,422	$	19,626	$	275	$	99	$	30,349
Net income	—		—		—		—		3,056		—		22		3,078
Other comprehensive loss, net of tax	—		—		—		—		—		(96)		—		(96)
Other comprehensive income, net of tax	—		—		—		—		—		(96)		—		(96)
Dividends on common stock, $0.88 per share	—		—		—		—		(814)		—		—		(814)
Dividends on preferred stock, $8,000 per share	—		—		—		—		(679)		—		—		(679)
Shareholder warrants exercised	—		5		—		554		—		—		—		559
Issuance of common stock and other, net of cancellations	—		—		—		143		—		—		—		143
Issuance of common stock and other, net	—		—		—		143		—		—		—		143
Purchases of treasury stock	—		—		(15)		—		—		—		—		(15)
Common Stock issued for CrownRock acquisition	—		6		—		1,749		—		—		—		1,755
Common stock issued for CrownRock acquisition	—		6		—		1,749		—		—		—		1,755
Noncontrolling interest contributions, net	—		—		—		—		—		—		200		200
Balance, December 31, 2024	$	8,287	$	233	$	(15,597)	$	19,868	$	21,189	$	179	$	321	$	34,480
Net income	—		—		—		—		2,326		—		43		2,369
Other comprehensive loss, net of tax	—		—		—		—		—		23		—		23
Dividends on common stock, $0.96 per share	—		—		—		—		(945)		—		—		(945)
Dividends on preferred stock, $8,000 per share	—		—		—		—		(679)		—		—		(679)
Shareholder warrants exercised	—		9		—		921		—		—		—		930
Issuance of common stock and other, net of cancellations	—		1		—		219		—		—		—		220
Noncontrolling interest contributions, net	—		—		—		—		—		—		200		200
Balance, December 31, 2025	$	8,287	$	243	$	(15,597)	$	21,008	$	21,891	$	202	$	564	$	36,598

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

6862 OXY ~~2024~~2025 FORM 10-K


			table of contents			FINANCIAL STATEMENTS


Consolidated Statements of Cash Flows			Occidental Petroleum Corporation and Subsidiaries

Years Ended December 31,

millions

~~2024~~2025

~~2023~~2024

~~2022~~2023

CASH FLOW FROM OPERATING ACTIVITIES

Net income

32,~~078~~369

43,~~696~~078

134,~~304~~696

Adjustments to reconcile net income to net cash from operating activities:

Discontinued operations, net

(~~182~~262)

—(212)

—(1,364)

Depreciation, depletion and amortization of assets

7,~~371~~533

6,~~865~~951

6,~~926~~449

Deferred income tax provision (benefit)

~~(461)~~127

57(265)

~~(1,644)~~54

Other noncash charges (benefit) to income

543

(100)

(8)

Other noncash charges to income

420

454

133

Asset impairments and related items

1,281

209

—

Asset impairments

355

209

Losses (gains) on sales of assets and other, net

60(263)

~~(522)~~60

(~~308~~522)

Undistributed losses (earnings) from equity investments

~~(79)~~619

~~144~~(83)

~~(219)~~141

Dry hole expense

~~106~~109

~~299~~106

84299

Changes in operating assets and liabilities:

(Increase) decrease in trade receivables

~~(133)~~252

~~1,088~~(116)

~~(97)~~931

Increase in inventories

(46)

(91)

(230)

(Increase) decrease in inventories

(27)

(84)

(Increase) decrease in joint interest receivables and other current assets

~~303~~(62)

~~(13)~~286

(~~335~~350)

Decrease in accounts payable and accrued liabilities

(~~661~~964)

(~~549~~540)

(~~478~~423)

Increase (decrease) in current domestic and foreign income taxes

~~559~~(305)

~~225~~472

~~(185)~~66

Operating cash flow from continuing operations

119,~~739~~606

1210,~~308~~519

1610,~~810~~235

Operating cash flow from discontinued operations

~~(300)~~926

—920

—2,073

Net cash provided by operating activities

1110,~~439~~532

1211,~~308~~439

1612,~~810~~308

CASH FLOW FROM INVESTING ACTIVITIES

Capital expenditures

(76,~~018~~427)

(6,~~270~~263)

(45,~~497~~696)

Change in capital accrual

9632

25100

~~147~~(22)

Purchases of assets, businesses and equity investments, net

(~~9,129~~280)

(~~713~~9,117)

(~~990~~713)

Proceeds from sale of assets and equity investments, net

12,~~673~~278

~~448~~1,673

~~584~~447

Equity investments and other, net

(~~212~~286)

(~~470~~214)

(~~116~~479)

Net cash used by investing activities

(14,590)

(6,980)

(4,872)

Investing cash flow from continuing operations

(4,683)

(13,821)

(6,463)

Investing cash flow from discontinued operations

(1,116)

(769)

(517)

Net cash used by investing activities

(5,799)

(14,590)

(6,980)

CASH FLOW FROM FINANCING ACTIVITIES

Draws on receivables securitization facility

—

~~900~~—

~~400~~283

Payment of receivables securitization facility

—

~~(900)~~—

(~~400~~283)

Proceeds from long-term debt, net

~~9,612~~—

~~(46)~~9,612

—(46)

Payments of long-term debt, net

(43,~~514~~754)

(224,514)

(~~9,484~~22)

Redemption of preferred stock

—

~~(1,661)~~—

—(1,661)

Purchases of treasury stock

~~(27)~~—

(~~1,798~~27)

(31,~~099~~798)

Cash dividends paid on common and preferred stock

(1,~~446~~594)

(1,~~365~~446)

(1,~~184~~365)

Proceeds from issuance of common stock

~~584~~966

~~135~~584

~~293~~135

Contributions from noncontrolling interest

200

~~100~~200

—100

Financing portion of net cash paid for derivative instruments

—

(111)

Deferred payments for purchases of assets and businesses

(417)

(318)

—

Deferred payments for purchases of assets and businesses

(318)

—

Other financing, net

(236)

(242)

(229)

Other financing, net

(247)

(233)

(130)

Financing cash flow from continuing operations

(4,835)

3,849

(4,886)

Net cash provided (used) by financing activities

3,844

(4,890)

(13,715)

Financing cash flow from discontinued operations

(9)

(5)

(4)

Increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents

693

438

(1,777)

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