ConocoPhillips is an independent E&P company headquartered in Houston, Texas with operations and activities in 13 countries. Our diverse, low cost of supply portfolio includes resource-rich unconventional plays in North America; conventional assets in North America, Europe, Africa and Asia; LNG developments; oil sands assets in Canada; and an inventory of global exploration prospects. On December 31, 2022,2023, we employed approximately 9,5009,900 people worldwide and had total assets of about $94$96 billion. Total company production for the year was 1,7381,826 MBOED.

The Greater Prudhoe Area includes the Prudhoe Bay Unit, which consists of the Prudhoe Bay Field and five satellite fields, as well as the Greater Point McIntyre Area fields. Prudhoe Bay, the largest conventional oil field in North America, is the site of a large waterflood and enhanced oil recovery operation, supported by a large gas and water processing operation. Prudhoe Bay’s western satellite fields are Aurora, Borealis, Polaris, Midnight Sun and Orion, while the Point McIntyre, Niakuk, Raven, Lisburne and North Prudhoe Bay State fields are part of the Greater Point McIntyre Area. Field installations include seven production facilities, two gas plants, two seawater plants and a central power station. Activity in 2022 consisted of rotary and coil tubingIn 2023, on average, there were two rigs drilling throughout the year.

We operate theThe Greater Kuparuk Area which includes the Kuparuk River Unit, consistingwhich consists of the Kuparuk Field and foursix satellite fields: Tarn, Tabasco, Meltwater and West Sak. Kuparuk is located 40 miles west of the Prudhoe Bay Field.fields. Field installations include three central production facilities which separate oil, natural gas and water, as well asand a seawater treatment plant. DevelopmentIn 2023, we operated one drilling at Kuparuk consists of rotary-drilledrig and two workover rigs. The Nuna project, which targets the Moraine reservoir, was sanctioned in 2023 with first oil anticipated by early 2025. The Coyote reservoir discovered in 2021 progressed to development in 2023 with additional wells planned in 2024 and horizontal multi-laterals from existing wellbores utilizing coiled-tubing drilling.2025.

On theThe Western North Slope we operateincludes the Colville River Unit, and the Greater Mooses Tooth Unit and the Bear Tooth Unit. In 2023, on average, there were two rigs drilling throughout the year.

The Colville River Unit includes the Alpine Field and threefour satellite fields: Nanuq, Fiord and Qannik, which are located approximately 34 miles west of the Kuparuk Field.fields. Field installations include one central production facility, which separates oil, natural gas and water. In May 2022, Fiord West Kuparuk achieved first production.2023, we focused our development activities on the Narwhal trend, a reservoir within the Alpine Field, and anticipate completing the current phase in 2024. The results will help inform the design and optimization of future development.

2022 activity onOn March 12, 2023, the Western North Slope consistedDepartment of rotarythe Interior issued a Record of Decision (ROD) approving the Willow project, and extended reach drilling throughout the year.in December 2023, we announced FID. The project will consist of three drill sites, an operations center and camp, and a processing facility. First production is anticipated in 2029.

Appraisal activities of the Willow Discovery in the Bear Tooth Unit in the NPR-A concluded in 2020. A Final Supplemental Environmental Impact Statement was released on February 1,In 2023, and published in the Federal Register on February 3, 2023, with a record of decision to follow no sooner than 30 days afterwards.

We transport the petroleum liquids produced on the North Slope to Valdez, Alaska through an 800-mile pipeline that is part of Trans-Alaska Pipeline System (TAPS). We have a 29.5 percent ownership interest in TAPS, and we also have ownership interests in and operate the Alpine, Kuparuk and Oliktok pipelines on the North Slope.

We hold approximately 654,000 unconventional net acres in the Delaware Basin located in Westspanning west Texas and southeasternthrough southeast New Mexico.

We also participatedhold approximately 199,000 unconventional net acres in partner operated wells. Production increasedthe Eagle Ford located in 2022 compared with 2021 primarily related to our Shell Permian acquisition, averaging 498 MBOEDsouth Texas. The current focus is on full-field development, using customized well spacing and 286 MBOED, respectively.

We hold approximately 248,000 unconventional net acres in 2022 compared with 2021, averaging 220 MBOEDthe Midland Basin located in west Texas. The current development strategy is focused on full-field development utilizing multi-well pad projects targeting both Spraberry and 211 MBOED, respectively.

We hold approximately 562,000 unconventional net acres in 2022 compared with 2021, averaging 155 MBOEDthe Williston Basin located in North Dakota and 136 MBOED, respectively.

We alsoparticipate in partner-operated wells when they align with our investment decision criteria and development strategies. In 2023, we participated in partner operated wells. Production increased in 2022 comparedpartner-operated wells with 2021, averaging 95 MBOED and 94 MBOED, respectively.

We operate and own, with varying interests, centralized condensate processing facilities in Texas and New Mexico in support of our Eagle Ford, Delaware and Midland assets.

The Surmont oil sands leases are located approximately 35 miles south of Fort McMurray, Alberta. Surmont is a 50/50 joint venture with Total Energies SE100 percent working interest asset that offers long-lived, sustained, long-life production. We are focused on keeping facilities full, structurally lowering costs, reducing GHG intensity and optimizing asset performance.

The Montney is an unconventional resource play located in northeastern British Columbia. At December 31, 2022,2023, we held approximately 300,000297,000 net acres of land with 100 percent working interest in the liquids-rich section of the Montney.

The Greater Ekofisk Area is located approximately 200 miles offshore Stavanger, Norway, in the North Sea, and comprises fouris comprised of five producing fields: Ekofisk, Eldfisk, Embla and Tor.fields. Crude oil is exported to our operated terminal located at Teesside, England,U.K., and the natural gas is exported to Emden, Germany. The Ekofisk and Eldfisk fields consist of several production platforms and facilities, with development drilling continuing over the coming years. Currently there are two development projects, Tommeliten A development, a new subsea tieback to Ekofisk, achieved first production in 2023, and the Eldfisk North within the Greater Ekofisk Area. These subsea developmentsdevelopment will be tied back to Ekofisk and Eldfisk, respectively, with first production expected in 2024. Additionally in 2022, we received a 20-year extension on our production licenses in the Greater Ekofisk Area until 2048.

The Heidrun Field is located in the Norwegian Sea. Produced crude oil is stored in a floating storage unit and exported via shuttle tankers. Most of the gas is transported to Europe via gas processing terminals in Norway with some reinjected for pressure support if required. A portion of the gas is also transported for use as feedstock in a methanol plant in Norway, in which we have an 18 percent interest.

The Aasta Hansteen Field is a gas and condensate field located in the Norwegian Sea. Produced condensate is loaded onto shuttle tankers and transported to market. Gas is transported through the Polarled gas pipeline to the onshore Nyhamna processing plant for final processing prior to export to market.

The Troll Field lies in the northern part of the North Sea and consists of the Troll A, B and C platforms. The natural gas from Troll A is transported to Kollsnes, Norway. Crude oil from floating platforms Troll B and Troll C is transported to Mongstad, Norway, for storage and export.

The Visund Field is an oil and gas field located in the northern part of the North Sea and consists of a floating drilling, production and processing unit and subsea installations. Crude oil is transported by pipeline to a nearby third-party field for storage and export via tankers. The natural gas is transported to athe gas processing plantplants at Kollsnes Norway,and Kårstø, through the Gassled transportation system.

The Alvheim Field is located in the northern part of the North Sea near the border with the U.K. sector, and consists of a FPSO vessel and subsea installations. Produced crude oil is exported via shuttle tankers and natural gas is transported to the Scottish Area Gas Evacuation (SAGE) Terminal at St. Fergus, Scotland,U.K., through the SAGE Pipeline. The Kobra East and Gekko (KEG) project, a new subsea tieback to the Alvheim FPSO, is currently being developed, withachieved first production expected in 2024.2023.

In 2022, we executed a four-well exploration and appraisal campaign which included the Slagugle appraisal well and exploration of the Peder, Bounty and Lamba prospects. Additionally in 2022,2023, we participated in the Othello partner operatedpartner-operated Ve exploration well. None ofwell on PL919 located in the exploration wells resulted in commercial discovery of hydrocarbons, and allNorth Sea. We were permanently plugged and abandoned. Slagugle is a discovery that we are continuing to evaluate. In 2022, we werealso awarded threetwo new exploration licenses, PL1146, PL1163,PL1146B and PL1166,PL036G located in the North Sea and executedtraded into two licenses, PL886 and PL886B located in the Norwegian Sea. In the third quarter of 2023, we recorded the investment in the suspended Warka discovery well on license PL1009, located in the Norwegian Sea and drilled in 2020, as dry hole expense. In 2024, we plan to drill the second appraisal well in the 2020 Slagugle discovery located in the Norwegian Sea and participate in a trade to enter license PL1099.partner-operated exploration well in the Alvheim Deep prospect.

We have a 35.1 percent interest in the Norpipe Oil Pipeline System, a 220-mile pipeline which carries crude oil from Ekofisk to a crude oil stabilization and NGLs processing facility in Teesside, England.U.K.

We operate and have a 40.25 percent ownership interest in a crude oil stabilization and NGLs processing facility at Teesside, EnglandU.K. to support our Norway operations.

In 2019, we entered intoWe own an agreement with 3D Oil to acquire a 7580 percent working interest in and operatorship of an offshoreboth Exploration Permit (T/49P) and (VIC/P79) located in the Otway Basin, Australia. We obtained an additional five percent interest, increasing our interest to 80 percent, in June 2020. A 3DExisting seismic survey acquisition was completed in October 2021, and this data for both permits is being evaluated for future exploration drilling opportunities.

The Penglai 19-3, 19-9 and 25-6 fields are located in the Bohai Bay Block 11/05 and are being developed in stages.stages from large offshore platforms and a FPSO. Most crude oil produced from the block is sold to the China domestic market, with the remainder exported to international markets.

Phase 3 consists of three new wellhead platforms and a central processing platform. First production from Phase 3 was achieved in 2018. This project could include up to 186 wells, 157175 of which have been completed and brought online as of December 2022.2023.

We currently haveown a 29.5 percent working interest in the unitized Gumusut Field. Gumusut Phase 3 first oil was achieved in 2022. Development drilling associated with Gumusut Phase 4, a four-well program targeting the Brunei acreage of the unitized Gumusut Field that straddles Malaysia and Brunei waters, is planned to commence in early 2024 with first oil anticipated in late 2024.early 2025. The unitized Gumusut Field is operated on a FPS with oil evacuation via a pipeline to the Sabah Oil and Gas Terminal (SOGT) for tanker liftings.

The KBBC PSC grants usWe own a 30 percent working interest in the KBB, Kamunsu East and Kamunsu East Upthrown Canyon gas and condensate fields.

Gas is transported from the KBB platform via pipeline for sale to the domestic gas market. During 2019, KBB tied-in to a nearby third-party floating LNG vessel, which provided increased gas offtake capacity. Production from the field has been reduced since January 2020, due to the rupture of a third-party pipeline which carries gas production from KBB to one of its markets. The third-party operator continues to progress the pipeline repair.

We holdown a 35 percent working interest in Malikai. Malikai Phase 2 development first oil was achieved in February 2021. Malikai operates on a tension leg platform and pipes oil to the KBB platform for processing. Oil evacuation is via pipeline to SOGT for tanker liftings.

We holdown a 21 percent working interest in the unitized Siakap North-Petai (SNP) oil field. First oil from SNP Phase 2 was achieved in November 2021. The subsea system in the SNP oil field is tied back to a FPSO operated by PTTEP.

The Other International segment includes interests in Colombia as well as contingencies associated with prior operations in other countries.

We have an 80 percent operatedoperating interest in the Middle Magdalena Basin Block VMM-3 extending over approximately 67,000 net acres. In addition, we have an 80 percent working interest in the VMM-2 Block, which extends over approximately 58,000 net acres and is contiguous to the VMM-3 Block. The blockscontracts for this project are currently in Force Majeureforce majeure due to the lack of a defined Environmental Licensing process.environmental licensing required for the execution of unconventional exploratory activities. Additionally, the government of Colombia supports a ban on such activities.

Our Commercial organization manages our worldwide commodity portfolio, which mainly includes natural gas, crude oil, bitumen, NGLs, LNG and LNG.power. Marketing activities are performed through offices in the U.S., Canada, Europe and Asia. In marketing our production, we attempt to minimize flow disruptions, maximize realized prices and manage credit-risk exposure. Commodity sales are generally made at prevailing market prices at the time of sale. We also purchase and sell third-party commodity volumes to better position the company to satisfy customer demand while fully utilizing transportation and storage capacity.

Our natural gas production, along with third-party purchased gas, is primarily marketed in the U.S., Canada and Europe. Our natural gas is sold to a diverse client portfolio, which includes local distribution companies; gas and power utilities; large industrials; independent, integrated or state-owned oil and gas companies; as well as marketing companies. To reduce our market exposure and credit risk, we also transport natural gas via firm and interruptible transportation agreements to major market hubs.

LNG marketing efforts are focused onWe have producing equity LNG production facilities located in Australia and Qatar. LNG isQatar, by which volumes are primarily sold under long-term contracts with prices based on market indices. In 2022,2023, we entered into several agreements with Sempra entitiescontinued to progress our global LNG strategy, acquiring a 30 percent equity interest in connection with the Port Arthur LNG (PALNG) facility includingand contracting 5 MTPA offtake capacity. We secured additional offtake capacity in North America of 2.4 MTPA, which includes a 20-year sale and purchaseofftake agreement for 5 million tonnes per annum (MTPA) of LNG offtakeapproximately 2.2 MTPA at the start-upSaguaro LNG project on the West Coast of Mexico, subject to Mexico Pacific reaching FID and other certain conditions precedent as well as a 5-year offtake agreement for 0.2 MTPA at the Energia Costa Azul Phase 1 of the PALNG facility.1. In addition, we will acquire 30 percent of the equity in Phase 1 of PALNG. Development of PALNG is subject to completing required commercial agreements and resolving a number of risks and uncertainties, obtaining financing and reaching a final investment decision, among other factors. In addition, we securedexecuted additional regasification capacity and services agreements for approximately 1.7 MTPA, including a 15-year throughput agreement for 1.5 MTPA of capacity and a 5-year services agreement for 0.2 MTPA at the GermanGate LNG terminal in Brunsbuttel that will provide access to the German natural gas market.Netherlands. Our marketing efforts are focused on further progressing the placement of our offtake volumes into Europe and Asia.

We are a founding member of the MWCC, a non-profit organization formed in 2010, which provides well containment equipment and technology in the deepwater U.S. Gulf of Mexico. MWCC’s containment system meets the U.S. Bureau of Safety and Environmental Enforcement requirements for a subsea well containment system that can respond to a deepwater well control incident in the U.S. Gulf of Mexico.

OSRL-SWIS is a non-profit organization in the U.K. that is an industry funded joint initiative providing the capability to respond to subsea well-control incidents. Through our SWIS subscription, ConocoPhillips has access to equipment that is maintained and stored in a response ready state. This provides well capping and containment capability outside the U.S.

We maintain memberships in several OSROs, across the globe as a key elementmany of our preparedness program in addition to internal response resources. Many of the OSROswhich are not-for-profit cooperatives owned by the member companies wherein we may actively participate as a member of the board of directors, steering committee, work group or other supporting role. In North America, our primary OSROs include the Marine Spill Response Corporation for the continental U.S. and Alaska Clean Seas and Ship Escort/Response Vessel System for the Alaska North Slope and Prince William Sound, respectively. Internationally, we maintain memberships in various OSROs including Oil Spill Response Limited, the Norwegian Clean Seas Association for Operating Companies, Australian Marine Oil Spill Center and Petroleum Industry of Malaysia Mutual Aid Group.

We have several technology programs that improve our ability to develop unconventional reservoirs, increase recoveries from our legacy fields, improve the efficiency of our exploration program, produce heavy oil economically with lower emissions and implement sustainability measures.

In 2021, we established a multi-disciplinary Low-Carbon Technologies organization, with the remit to support our net-zero ambition, understand the alternative energy landscape and prioritize opportunities for future competitive investment.

Over the last two years, we continued our work to reduce and accelerateidentify additional pathways to abate our Scope 1 and Scope 2 emissions reduction. Potential projects evaluated includedas well as low-carbon opportunities for future competitive investment. For example:

We sell crude oil and natural gas from our producing operations under a variety of contractual arrangements, some of which specify the delivery of a fixed and determinable quantity. Our commercial organization also enters into natural gas sales contracts where the source of the natural gas used to fulfill the contract can be the spot market or a combination of our reserves and the spot market. Worldwide, we are contractually committed to deliver approximately 578440 billion cubic feet of natural gas, 345275 million barrels of crude oil and 12.915.9 million megawatt hours of electricity in the future. These contracts have various expiration dates through the year 2030. We expect to fulfill these delivery commitments with third-party purchases, as supported by our gas management and power supply agreements; proved developed reserves;reserves and PUDs. See the disclosure on “Proved Undeveloped Reserves” in the “Supplementary Data - Oil and Gas Operations” section following the Notes to Consolidated Financial Statements, for information on the development of PUDs.

ConocoPhillips is one of the world’s leading E&P companies based on both production and reserves, with a globally diversified asset portfolio. We compete with private, public and state-owned companies in all facets of the E&P business. Some of our competitors are larger and have greater resources. Each of our segments is highly competitive, with no single competitor, or small group of competitors, dominating.

At ConocoPhillips, our strategy, performance, culture and reputation are fueled by our workforce. We recognize that attracting, retaining, and developing talent is a competitive imperative within our changing industry. Our human capital management (HCM) approach starts with a foundation in our core SPIRIT Values – Safety, People, Integrity, Responsibility, Innovation, and Teamwork. These SPIRIT Values set the tone for how we interact with all of our internal and external stakeholders. We believe a safe organization is a successful organization, and therefore, we prioritize personal and process safety across the company. Our SPIRIT Values are a source of pride. Our day-to-day work is guided by the principles of accountability and performance, which means the way we do our work is as important as the results we deliver. We believe these core values and principles set us apart, align our workforce and provide a foundation for our culture.

How we do our work is what sets us apart and drives our performance. We’reWe are experts in what we do and continuously find ways to do our jobs better. We value diversityOur different backgrounds, ideas and create an inclusive culture of belonging.views drive our success. Together, we deliver strong performance, but not at all costs. We embrace our core cultural attributes that are shared by everyone, everywhere.

Our HSE organization sets expectations and provides tools and assurance to our workforce to promote and achieve HSE excellence. We manage and assure ConocoPhillips HSE policies, standards and practices, to help ensure business activities are consistently safe, healthy and conducted in an environmentally and socially responsible manner across the globe. Each business unit manages its local operational risks with particular attention to process safety, occupational safety and environmental and emergency preparedness risk. Objectives, targets and deadlines are set and tracked annually to drive strong HSE performance. Progress is tracked and reported to our ELT and the Board of Directors. HSE audits are conducted on business units and staff groups to ensure conformance with ConocoPhillips HSE policies, standards and practices where improvement actions are identified and tracked to completion.

At ConocoPhillips, we believe our unique differences power the future of energy. Our DEI vision is to foster an inclusive culture that values the rich mixture of backgrounds, identities and workstyles of our people, built on equitable practices that support all employees in unlocking their full potential. Our commitment to DEI is foundational to our SPIRIT Values and to achieving our business objectives. All employees play a part in creating and sustaining an inclusive work environment because everyone benefits from DEI.

The ELT has ultimate accountability for advancing our DEI commitments through a governance structure that includes a Chief Diversity Officer (CDO), a dedicated DEI organization and a global DEI Council consisting of senior leaders from across the company. The company sets goals and measures progress based on a transparent DEI strategy with four pillars that guide our focus and approach: people, programs and processes, culture and our external brand and reputation. All company leaders are accountable for setting personal DEI goals and advancing DEI through local efforts. Our DEI efforts and progress are regularly reviewed with the Board of Directors.

Our continued success requires a strong global workforce that can contributewith the right skills inacross the right places,globe to achieve our strategic objectives. We recruit extensively for experienced hires with critical skills to help us sustain a broad range of expertise. We also offer university internships across multiple disciplines to attract the best early-career talent. Weand partner with top diversity organizations and universities including Hispanic-serving organizations and Historically Black Colleges and Universities.to create a pipeline for early-career talent. We also recruit extensively for external experienced hiresstrive to supplement our university and internal pipeline. These individuals bring critical skills and help us to maintain a broad range of expertise and experience. We have taken significant steps to embed inclusion into each stepensure equitable practices in every aspect of our recruiting practices, including adapting the way we construct job descriptions to using intentionally diverse interview panels. Werecruitment process and conduct routine talent assessments with leaders to ensure we have the organizational capacity and capabilities to successfully execute our business plans.

We focus on the engagement and development of our workforce and encourage our employees to build diverse and fulfilling careers withat ConocoPhillips. We develop our workforce through a combination of on-the-job learning, formal training, regular feedback, coaching and mentoring. Skills-based Talent Management Teams (TMTs) guide targeted employee development and career progression by skills, discipline and location. The TMTs help identify our workforce planning needs and assess the availability of critical skill sets within the company. We use a performance management program focused on objectivity, credibility and transparency. The program includes broad stakeholder feedback, real-time monetary and non-monetary recognition and a formal “how” rating to assess behaviors to ensure they align with our SPIRIT Values.

We empower our employees to grow their careers through personal and professional development opportunities, including individual development plans, annual career development conversations with supervisors, a voluntary 360-feedback tool and training on a broad range of technical and professional skills. Succession planning is a top priority for management and the Board of Directors. This work ensures we have the talent available for futurecritical leadership roles and serves to inspire employees to reach their ultimate potential and limit business interruption.

Taking steps to measure and assess employee satisfaction and engagement is at the heart of long-term business success and creating a great place to work for our global workforce. Since 2019, the ConocoPhillips Perspectives Survey has become our primary listening platform for gathering feedback on employee sentiment and promoting our “Who We Are” culture. Our leadership reviews the survey feedback to guide priorities and goals. Our employee feedback strategy is delivered through this annual engagement survey and as needed; shorter ad hoc pulse surveys are leveraged to unlock targeted insights in support of our human capital priorities.

We offer competitive, performance-based compensation packages and have global equitable pay practices. Our compensation programs are generally comprised of a base pay, the annual Variable Cash Incentive Program (VCIP) and, for eligible employees, the Restricted Stock Unit (RSU) program. From the CEO to the frontline worker, every employee participates in VCIP, our annual incentive program, which aligns employee compensation with ConocoPhillips’ success on critical performance metrics and also recognizes individual performance. Our RSU program is designed to attract and retain employees, reward performance and align employee interest with stockholders by encouraging stock ownership. Our retirement and savings plans are intended to support the financial futures of our employees and are competitive within local markets.

We routinely benchmark our global compensation and benefits programs to ensure they are competitive, inclusive, aligned with company culture and allow our employees to meet their individual needs and the needs of their families. We provide flexible work schedules and competitive time off, including parental leave policies in many locations. We also offer employees flexibility through the Hybrid Office Work (HOW) program in all of our global locations, which provides eligible employees a combination of work from both office and home. We also provide coverage for families requiring disability support, elder care and childcare, including onsite childcare, where access locally is a challenge.

Our global wellness programs include biometric screenings and fitness challenges designed to educate and promote a healthy lifestyle. All employees have access to our employee assistance program, and many of our locations offer custom programs to support mental well-being.

We have considered the risks associated with each of our executive and broad-based compensation programs and policies. As part of the analysis, we considered the performance measures we use as well as the different types of compensation, varied performance measurement periods and extended vesting schedules that we utilize under each incentive compensation program. As a result of this review, management concluded that the risks arising from our compensation policies and practices are not reasonably likely to have a material adverse effect on the company. As part of the Board of Directors’ oversight of our risk management programs, the Human Resources Compensation Committee (HRCC) conducts a similar review with the assistance of its independent compensation consultant. The HRCC agrees with management’s conclusion that the risks arising from our compensation policies and practices are not reasonably likely to have a material adverse effect on the company.

In 2021, we established our Low-Carbon Technologies organization to identify and evaluate business opportunities that address end-use emissions and early-stage low-carbon technology opportunities that would leverage our existing expertise and adjacencies. Our investments in these technologies may expose us to numerous financial, legal, operational, reputational and other risks. While we perform a thorough analysis on these investments, the related technologies and markets are at early stages of development and we do not yet know what rate of return we will achieve.achieve, if any. Furthermore, we may not be able to deploy such technologies at a commercial scale. The success of our low-carbon strategy will depend in part be dependent upon the cooperation of government agencies, the support of stakeholders, the success of our ability to research and forecast potential investments, and our ability to apply our existing strengths and expertise.expertise to new technologies, projects and markets.

In addition, although we design and operate our business operations to accommodate expected climatic conditions, to the extent there are significant changes in the earth's climate, such as more severe or frequent weather conditions in the markets where we operate or the areas where our assets reside, we could incur increased expenses, our operations and supply chain could be adversely impacted and demand for our products could fall.

For example, in November 2021,December 2023, the U.S. Environmental Protection AgencyEPA published a Proposed Rule (revised and republished as a Supplemental Proposal in November 2022)final rule that would reviserevises the regulations governing, among other things, the emission of GHGmethane and volatile organic compounds from new oil and gas production facilities, and emission guidelines for states to use when revising Clean Air Act implementation plans to limit GHGmethane emissions from existing oil and gas facilities. While the form and substance of the regulation is not yetThe final the new regulationrule could result in additional capital expenditures and compliance, operating and maintenance costs, any of which may have an adverse effect on our business and results of operations.

Additionally, in 2022,2023, the U.S. joined the international community at the 27th28th Conference of the Parties (COP27). At the conclusion of COP27,(COP28), where the U.S. and nearly 200 other countries, including most of the other countries in which we operate, renewed solidaritytheir commitment to deliver on the outstanding elementsaims of the 2015 Paris Agreement andAgreement. COP28 included a decision on the Glasgow Climate Pact agreedworld's first 'global stocktake' to atratchet up climate action before the 26th Conferenceend of the Partiesdecade — including a goal to triple renewable energy capacity by 2030 — and for the first time its final agreement explicitly recommended "transitioning away from fossil fuels in 2021.the energy system." The implementation of current agreements and regulatory measures, as well as any future agreements or measures addressing climate change and GHG emissions, may adversely increase our capital and operating expenses,

impact the demand for our products, impose taxes on our products or operations, or

Increasing attention to global climate change has also resulted in pressure from and upon stockholders, financial institutions and other financial market participants to modify their relationships with oil and gas companies and topotentially limit or discontinue investments, insurance and funding to suchoil and gas companies. For example, a significant number of financial institutions are now members of the Glasgow Financial Alliance for Net Zero (GFANZ), thereby pledging to the goal of net zero by 2050, on scope 1, 2 and 3 emissions, as well as setting interim targets for 2030 or earlier. While GFANZ membersthey are not prohibited from having relationshipsdoing business with oil and gas companies, they are facing intense scrutiny for providing any sort of financial support to such companies, which may lead to greater restrictions on GFANZ members in the future.may self-impose limits. Conversely, we also face pressure from some in the investment community and certain public interest groups to limit the focus on ESG in our decision-making.decision-making, arguing that ESG considerations do not relate to financial outcomes. As public pressure continues to mount our access to capital on terms we find favorable (if it is available at all) may be limited, andthe financial sector, our costs of capital may increase, our reputation could be damaged, and our business and results of operations may be otherwise adversely affected.increase.

Hydraulic fracturing, an essential completion technique that facilitates production of oil and natural gas otherwise trapped in lower permeability rock formations.formations, has historically attracted political and regulatory scrutiny. A range of local, state, federal and national laws and regulations currently govern, constrain or in some hydraulic fracturing operations, prohibit hydraulic fracturing in some jurisdictions. Although hydraulic fracturing has been conducted safely for many decades, a number of new laws, regulations and permitting requirements are under consideration which could result in increased costs, operating restrictions, operational delays or could limit the ability to develop oil and natural gas resources. Certain jurisdictions in which we operate have adopted or are considering regulations that could impose newNew or more stringent permitting, disclosure or other regulatory requirements on hydraulic fracturing or other oil and natural gas operations, including subsurface water disposal.disposal, could result in increased costs, operating restrictions or operational delays or could limit the ability to develop oil and natural gas resources.

Approximately 3231 percent of our hydrocarbon production was derived from production outside the U.S. in 2022,2023, and 3233 percent of our proved reserves, as of December 31, 2022,2023, were located outside the U.S. We are subject to risks associated with our operations in foreign jurisdictions and international markets, including changes in foreign governmental policies relating to crude oil, bitumen, LNG, natural gas or NGL pricing and taxation,taxation; other political,regulatory or economic or diplomatic developments (including the macro effects of international trade policies and disputes), potentially; disruptive geopolitical conditions, and international monetary and currency rate fluctuations. For example, in December 2022, in response to higher energy prices resulting from the conflict between Russia and Ukraine, in December 2022, Australia’s Parliament passed legislation setting a one-year price cap on natural gas. Further legislation was introduced in 2023 that extends the price cap through to at least June 2025, subject to further review and certain exemptions. Restrictions on production of oil and gas could increase to the extent governments view such measures as a viable approach for pursuing national and global energy security and climate policies. The escalation of geopolitical tension in the Middle East in late 2023 and early 2024 underscores the continued relevance of this consideration. In addition, some countries where we operate lack a fully independent judiciary system. This, coupled with changes in foreign law or policy, results in a lack of legal certainty that exposes our operations to increased risks, including increased difficulty in enforcing our agreements in those jurisdictions and increased risks of adverse actions by local government authorities, such as expropriations. Actions by host governments, such as the expropriation of our oil assets by the Venezuelan government, have affected operations significantly in the past and may continue to do so in the future.

In addition, the U.S. government has the authority to prevent or restrict us from doing business in foreign jurisdictions or with certain parties. These restrictions and similar restrictions imposed by foreign governments have in the past limited our ability to operate in, or gain access to, opportunities in various jurisdictions. Diplomatic relations or policies between the U.S. government and one or more foreign jurisdictions may impair our ability to collect awards in legal actions against such foreign jurisdictions. Changes in domestic and international policies and regulations may also restrict our ability to obtain or maintain licenses or permits necessary to operate in foreign jurisdictions, including those necessary for drilling and development of wells. Similarly, the declaration of a “climate emergency” could result in actions to limit exports of our products and other restrictions.

cybersecurity risk. Although we have business continuity plans in place, our operations may be adversely affected by significant and widespread disruption to our systems and infrastructure that support our business. While we continue to evolve and modify our business continuity plans, there can be no assurance that they will be completely effective in avoiding disruption and business impacts. Further, our insuranceability to insure against cybersecurity risks may not be adequate to compensate us for all resulting losses,limited by the availability and the cost to obtain adequate coverage may increase for us in the future.increasing expense of sufficient coverage.