0000070145false00000701452024-11-062024-11-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): November 6, 2024

NATIONAL FUEL GAS COMPANY
(Exact name of registrant as specified in its charter)
New Jersey1-388013-1086010
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)
6363 Main Street
Williamsville,New York14221
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (716) 857-7000

Former name or former address, if changed since last report: Not Applicable

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of Each Exchange on Which Registered
Common Stock, par value $1.00 per shareNFGNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth 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. ¨



Item 2.02    Results of Operations and Financial Condition.

On November 6, 2024, National Fuel Gas Company (the “Company”) issued a press release regarding its earnings for the quarter and fiscal year ended September 30, 2024. A copy of the press release is furnished as part of this Current Report as Exhibit 99.

Neither the furnishing of the press release as an exhibit to this Current Report nor the inclusion in such press release of any reference to the Company’s internet address shall, under any circumstances, be deemed to incorporate the information available at such internet address into this Current Report. The information available at the Company’s internet address is not part of this Current Report or any other report filed or furnished by the Company with the Securities and Exchange Commission.

In addition to financial measures calculated in accordance with generally accepted accounting principles (“GAAP”), the press release furnished as part of this Current Report as Exhibit 99 contains certain non-GAAP financial measures. The Company believes that such non-GAAP financial measures are useful to investors because they provide an alternative method for assessing the Company’s operating results in a manner that is focused on the performance of the Company’s ongoing operations, for measuring the Company’s cash flow and liquidity, and for comparing the Company’s financial performance to other companies. The Company’s management uses these non-GAAP financial measures for the same purpose, and for planning and forecasting purposes. The presentation of non-GAAP financial measures is not meant to be a substitute for financial measures prepared in accordance with GAAP.

Certain statements contained herein or in the press release furnished as part of this Current Report, including statements regarding estimated future earnings and statements that are identified by the use of the words “anticipates,” “estimates,” “expects,” “forecasts,” “intends,” “plans,” “predicts,” “projects,” “believes,” “seeks,” “will” and “may” and similar expressions, are “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. There can be no assurance that the Company’s projections will in fact be achieved nor do these projections reflect any acquisitions or divestitures that may occur in the future. While the Company’s expectations, beliefs and projections are expressed in good faith and are believed to have a reasonable basis, actual results may differ materially from those projected in forward-looking statements. Furthermore, each forward-looking statement speaks only as of the date on which it is made. In addition to other factors, the following are important factors that could cause actual results to differ materially from those discussed in the forward-looking statements: impairments under the SEC’s full cost ceiling test for natural gas reserves; increased costs or delays or changes in plans with respect to Company projects or related projects of other companies, as well as difficulties or delays in obtaining necessary governmental approvals, permits or orders or in obtaining the cooperation of interconnecting facility operators; changes in the price of natural gas; changes in laws, regulations or judicial interpretations to which the Company is subject, including those involving derivatives, taxes, safety, employment, climate change, other environmental matters, real property, and exploration and production activities such as hydraulic fracturing; governmental/regulatory actions, initiatives and proceedings, including those involving rate cases (which address, among other things, target rates of return, rate design, retained natural gas and system modernization), environmental/safety requirements, affiliate relationships, industry structure, and franchise renewal; the Company’s ability to estimate accurately the time and resources necessary to meet emissions targets; governmental/regulatory actions and/or market pressures to reduce or eliminate reliance on natural gas; changes in economic conditions, including inflationary pressures, supply chain issues, liquidity challenges, and global, national or regional recessions, and their effect on the demand for, and customers’ ability to pay for, the Company’s products and services; the creditworthiness or performance of the Company’s key suppliers, customers and counterparties; financial



and economic conditions, including the availability of credit, and occurrences affecting the Company’s ability to obtain financing on acceptable terms for working capital, capital expenditures and other investments, including any downgrades in the Company’s credit ratings and changes in interest rates and other capital market conditions; changes in price differentials between similar quantities of natural gas sold at different geographic locations, and the effect of such changes on commodity production, revenues and demand for pipeline transportation capacity to or from such locations; the impact of information technology disruptions, cybersecurity or data security breaches; factors affecting the Company’s ability to successfully identify, drill for and produce economically viable natural gas reserves, including among others geology, lease availability and costs, title disputes, weather conditions, water availability and disposal or recycling opportunities of used water, shortages, delays or unavailability of equipment and services required in drilling operations, insufficient gathering, processing and transportation capacity, the need to obtain governmental approvals and permits, and compliance with environmental laws and regulations; the Company’s ability to complete strategic transactions; increasing health care costs and the resulting effect on health insurance premiums and on the obligation to provide other post-retirement benefits; other changes in price differentials between similar quantities of natural gas having different quality, heating value, hydrocarbon mix or delivery date; the cost and effects of legal and administrative claims against the Company or activist shareholder campaigns to effect changes at the Company; negotiations with the collective bargaining units representing the Company's workforce, including potential work stoppages during negotiations; uncertainty of natural gas reserve estimates; significant differences between the Company’s projected and actual production levels for natural gas; changes in demographic patterns and weather conditions (including those related to climate change); changes in the availability, price or accounting treatment of derivative financial instruments; changes in laws, actuarial assumptions, the interest rate environment and the return on plan/trust assets related to the Company’s pension and other post-retirement benefits, which can affect future funding obligations and costs and plan liabilities; economic disruptions or uninsured losses resulting from major accidents, fires, severe weather, natural disasters, terrorist activities or acts of war, as well as economic and operational disruptions due to third-party outages; significant differences between the Company’s projected and actual capital expenditures and operating expenses; or increasing costs of insurance, changes in coverage and the ability to obtain insurance. The Company disclaims any obligation to update any forward-looking statements to reflect events or circumstances after the date hereof.


Item 9.01    Financial Statements and Exhibits.

    (d)    Exhibits
Exhibit 104
Cover Page Interactive Data File (embedded within the Inline XBRL document)






SIGNATURES

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


NATIONAL FUEL GAS COMPANY
By:/s/ Michael W. Reville
Michael W. Reville
General Counsel and Secretary

Dated: November 7, 2024



Exhibit 99

exhibit998kimagea15a.jpg
6363 Main Street/Williamsville, NY 14221
Release Date:Immediate November 6, 2024Natalie M. Fischer
Investor Relations
716-857-7315
Timothy J. Silverstein
Chief Financial Officer
716-857-6987

NATIONAL FUEL REPORTS FOURTH QUARTER
AND FULL YEAR FISCAL 2024 EARNINGS

WILLIAMSVILLE, N.Y.: National Fuel Gas Company (“National Fuel” or the “Company”) (NYSE:NFG) today announced consolidated results for the three months and fiscal year ended September 30, 2024.

FISCAL 2024 FOURTH QUARTER SUMMARY
GAAP net loss of $167.6 million, or $1.84 per share, which includes $237.8 million in non-cash impairment charges.
Adjusted operating results of $70.5 million, or $0.77 per share, compared to $72.2 million, or $0.78 per share, in the prior year (see non-GAAP reconciliation on page 2).
Supply Corporation filed a certificate application with FERC for its Tioga Pathway Project, a modernization and expansion project that is expected to provide 190,000 dekatherms per day of firm transportation capacity and $15 million in annual expansion revenues.
In the Utility segment, a Joint Proposal was filed with the New York State utility commission for a three-year settlement of its rate proceeding, which, subject to approval, incorporates an $86 million annual revenue requirement increase over three years, with the first-year impact of $57 million in fiscal 2025 and the remainder in fiscal 2026 and 2027.
In the E&P segment, hedging-related gains of $61 million drove a $0.07 per Mcfe increase in natural gas price realizations, despite NYMEX decreasing by $0.40 per MMBtu compared to the prior year.

FISCAL 2024 HIGHLIGHTS
The Company continued its long history of returning cash to shareholders by announcing its 54th consecutive dividend increase, to an annual rate of $2.06 per share, and through the fiscal year, repurchased $65 million of common stock as part of its $200 million share repurchase program that was authorized in March.
E&P segment capital efficiency continued to improve, with non-acquisition capital expenditures decreasing by $58 million, or 10%, compared to the prior year (see page 20), while production increased by approximately 5% to 392.0 Bcf.
Gathering segment throughput and revenues increased 6% from the prior year, driven by growth in affiliated and third-party throughput.
Pipeline & Storage segment revenues increased $33.2 million, or 9%, from the prior year, primarily due to the settlement of the Supply Corporation rate case, which led to increased rates effective February 2024.
Utility segment net income increased $8.7 million, or 18%, compared to the prior year, largely attributable to the continued impact of a rate settlement in its Pennsylvania service territory, effective August 2023.

MANAGEMENT COMMENTS

David P. Bauer, President and CEO, stated: “National Fuel had a good quarter driven largely by the constructive outcomes in our recent ratemaking activity at our Utility and Pipeline and Storage segments. Commodity prices were challenging for our Upstream business, but the significant gains from our hedge portfolio more than offset the impact of the substantial decline in natural gas prices.

“During the quarter, we achieved key milestones that position the Company to deliver long-term earnings and free cash flow growth. At Distribution Corporation, we reached a multi-year settlement of our New York rate case, which we expect



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will be approved in the coming months. Further, Supply Corporation filed a certificate application for our 190,000 Dth per day Tioga Pathway Project, which we expect will be in-service in late 2026. Lastly, our Seneca and NFG Midstream teams continue to see success with our transition to the Eastern Development Area, with continued operational enhancements and strong well performance driving further improvements to our capital efficiency.

“Taken together, the progress made during the quarter further improves the long-term outlook for National Fuel and positions us well to create long-term value for our shareholders.”

RECONCILIATION OF GAAP EARNINGS TO ADJUSTED OPERATING RESULTS
Three Months EndedFiscal Year Ended
September 30,September 30,
(in thousands except per share amounts)2024202320242023
Reported GAAP Earnings$(167,621)$73,677 $77,513 $476,866 
Items impacting comparability:
Impairment of assets (E&P/ Pipeline & Storage)318,433 — 519,129 — 
Tax impact of impairment of assets(80,585)— (136,271)— 
Unrealized (gain) loss on derivative asset (E&P)1,700 (2,803)6,548 899 
Tax impact of unrealized (gain) loss on derivative asset(461)775 (1,791)(240)
Unrealized (gain) loss on other investments (Corporate / All Other)
(1,232)719 (3,034)(913)
Tax impact of unrealized (gain) loss on other investments
258 (151)637 192 
Adjusted Operating Results$70,492 $72,217 $462,731 $476,804 
Reported GAAP Earnings Per Share$(1.84)$0.80 $0.84 $5.17 
Items impacting comparability:
Impairment of assets, net of tax (E&P / Pipeline & Storage)2.61 — 4.15 — 
Unrealized (gain) loss on derivative asset, net of tax (E&P)0.01 (0.02)0.05 0.01 
Unrealized (gain) loss on other investments, net of tax (Corporate / All Other)
(0.01)0.01 (0.03)(0.01)
Rounding— (0.01)— — 
Adjusted Operating Results Per Share$0.77 $0.78 $5.01 $5.17 

FISCAL 2025 GUIDANCE UPDATE

National Fuel is updating its guidance for fiscal 2025 adjusted operating results, which are now expected to be within a range of $5.50 to $6.00 per share. This updated range reflects the impact of anticipated lower natural gas prices, partially offset by a projected decrease in Seneca’s per unit operating expenses. Adjusted operating results exclude any future potential items impacting comparability, including a non-cash ceiling test impairment anticipated in the Exploration and Production segment in the first quarter of fiscal 2025.

The Company is now assuming NYMEX natural gas prices will average $2.80 per MMBtu for fiscal 2025, a decrease of $0.45 from preliminary guidance that was initiated last quarter. This updated natural gas price projection approximates the current NYMEX forward curve at this time, however, given the recent volatility in NYMEX natural gas prices, the Company is providing the following sensitivities to its adjusted operating results guidance range:

NYMEX
($/MMBtu)

Sensitivities
$2.50$5.15 - $5.65
$3.00$5.70 - $6.20
$3.25$6.00 - $6.50

Seneca’s production guidance for fiscal 2025 remains unchanged, with a range of 400 to 420 Bcfe, and does not incorporate any potential price-related curtailments. Seneca currently has firm sales contracts in place for 89% of its projected fiscal 2025 natural gas production, significantly limiting its exposure to in-basin markets. Further, 63% of expected production is either matched by a financial hedge, including a combination of swaps and no-cost collars, or was entered into at a fixed price.

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Additionally, Seneca’s depreciation, depletion and amortization (“DD&A”) guidance range was revised downward to reflect the impact of the fourth quarter fiscal 2024 ceiling test impairment and the associated impact on the full cost pool, while all other unit costs are expected to be in line with previous expectations.

The Company’s other fiscal 2025 guidance assumptions remain largely unchanged and are detailed in the table on page 8.

DISCUSSION OF FOURTH QUARTER RESULTS BY SEGMENT

The following earnings discussion of each operating segment for the quarter ended September 30, 2024 is summarized in a tabular form on pages 9 and 10 of this report (earnings drivers for the fiscal year ended September 30, 2024 are summarized on pages 11 and 12). It may be helpful to refer to those tables while reviewing this discussion.

Note that management defines adjusted operating results as reported GAAP earnings adjusted for items impacting comparability, and adjusted EBITDA as reported GAAP earnings before the following items: interest expense, income taxes, depreciation, depletion and amortization, other income and deductions, impairments, and other items reflected in operating income that impact comparability.

Upstream Business

Exploration and Production Segment

The Exploration and Production segment operations are carried out by Seneca Resources Company, LLC (“Seneca”). Seneca explores for, develops and produces primarily natural gas reserves in Pennsylvania.
Three Months Ended
September 30,
(in thousands)20242023Variance
GAAP Earnings$(166,475)$36,772 $(203,247)
Impairment of assets, net of tax204,089 — 204,089 
Unrealized (gain) loss on derivative asset, net of tax1,239 (2,028)3,267 
Adjusted Operating Results$38,853 $34,744 $4,109 
Adjusted EBITDA$129,258 $132,641 $(3,383)

Seneca’s fourth quarter GAAP earnings decreased $203.2 million versus the prior year. This was primarily driven by non-cash, pre-tax impairment charges of $272.4 million ($204.1 million after-tax), the vast majority of which is related to a “ceiling test” impairment which required Seneca to write-down the book value of its reserves under the full cost method of accounting. Excluding impairments, as well as the net impact of unrealized losses related to reductions in the fair value of contingent consideration received in connection with the June 2022 divestiture of Seneca’s California assets (see table above), Seneca's adjusted operating results increased $4.1 million primarily due to higher realized natural gas prices and a lower effective income tax rate, partially offset by lower natural gas production and higher operating expenses.

Each quarter, Seneca is required to perform a ceiling test comparing the present value of future net revenues from its reserves, after the effect of income taxes, with the book value of those reserves at the balance sheet date. The future net reserves (“the ceiling”) are based on an unweighted arithmetic average of first day of the month pricing for each month within the 12-month period prior to the end of the reporting period, adjusted for the impact of Seneca’s future natural gas hedges, discounted at the required rate of 10%. If the book value of the reserves exceeds the ceiling, a non-cash impairment charge must be recorded in order to reduce the book value of the reserves to the calculated ceiling. For purposes of the ceiling test, the 12-month average of first day of the month pricing for NYMEX natural gas for the period ended September 30, 2024 was $2.21 per MMBtu. It is expected that Seneca will record an additional non-cash impairment in the first quarter of fiscal 2025 and could record additional impairments beyond that depending on the commodity price environment.

During the fourth quarter, Seneca produced 91.9 Bcf of natural gas, a decrease of 1.8 Bcf, or 2%, from the prior year. During the quarter, Seneca voluntarily curtailed 1.5 Bcf of production due to low in-basin pricing. Absent those curtailments, production would have been largely unchanged compared to the prior year.

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Seneca’s average realized natural gas price, after the impact of hedging and transportation costs, was $2.40 per Mcf, an increase of $0.07 per Mcf, or 3%, from the prior year. Seneca’s hedging portfolio provided an uplift of $0.67 per Mcf during the quarter, which more than offset a 13% decrease in pre-hedge natural gas price realizations versus the prior year.

On a per unit basis, fourth quarter lease operating and transportation expense (“LOE”) was $0.74 per Mcf, an increase of $0.05 per Mcf from the prior year. On an absolute basis, LOE increased $3.2 million ($0.03 per Mcf) largely as a result of the timing of certain repairs and maintenance costs, as well as some one-time road repair costs related to Tropical Storm Debby, and higher intercompany gathering costs. LOE included $51.3 million ($0.56 per Mcf) for gathering and compression services from the Company’s Gathering segment to connect Seneca’s production to sales points along interstate pipelines.

General and administrative (“G&A”) expense was $0.20 per Mcf, an increase of $0.02 per Mcf from the prior year. On an absolute basis, Seneca’s G&A expense increased $0.8 million primarily due to increases in personnel costs.

DD&A expense was $0.69 per Mcf, a decrease of $0.02 per Mcf from the prior year. Absolute DD&A expense decreased $2.6 million ($0.03 per Mcf) due to the ceiling test impairment incurred during the third quarter of fiscal 2024 that lowered Seneca’s full cost pool depletable base.

The reduction in Seneca’s income tax expense was primarily driven by a decrease in pre-tax income and lower state income tax expense. The lower state income taxes were a result of a decrease in Pennsylvania’s state income tax rate from 9.99% in the prior year to 8.99% in the current year, as well as the change in the mix of revenues between state jurisdictions.

Proved Reserves Year-End Update

Seneca’s total proved reserves at September 30, 2024 were 4,753 Bcfe, an increase of 217 Bcfe, or 5%, from September 30, 2023. This increase was a result of Seneca replacing 155% of its fiscal 2024 production. Proved developed reserves at the end of fiscal 2024 were 3,486 Bcfe, representing 73% of total proved reserves. In fiscal 2024, Seneca added 602 Bcfe of proved reserve extensions and discoveries and 7 Bcfe of net positive revisions due primarily to improvements in well performance and changes in development plans, partially offset by price-related revisions.

Midstream Businesses

Pipeline and Storage Segment

The Pipeline and Storage segment’s operations are carried out by National Fuel Gas Supply Corporation (“Supply Corporation”) and Empire Pipeline, Inc. (“Empire”). The Pipeline and Storage segment provides natural gas transportation and storage services to affiliated and non-affiliated companies through an integrated system of pipelines and underground natural gas storage fields in western New York and Pennsylvania.
Three Months Ended
September 30,
(in thousands)20242023Variance
GAAP Earnings$(5,812)$23,354 $(29,166)
Impairment of assets, net of tax33,759 — 33,759 
Adjusted Operating Results$27,947 $23,354 $4,593 
Adjusted EBITDA$62,527 $56,236 $6,291 

The Pipeline and Storage segment’s fourth quarter GAAP earnings decreased $29.2 million versus the prior year. This was primarily driven by a non-cash, pre-tax impairment charge of $46.1 million ($33.8 million after-tax) to write-down the carrying value of certain assets associated with Supply Corporation and Empire's Northern Access project. Excluding this impairment, the Pipeline and Storage segment’s adjusted operating results increased $4.6 million primarily due to higher operating revenues, partly offset by higher operation and maintenance (“O&M”) and interest expenses.

The impairment of the Northern Access project was a result of a detailed review of the project following the favorable resolution of pending litigation in the U.S. Court of Appeals for the D.C. Circuit earlier in the fiscal year. In connection with this review, Supply Corporation and Empire evaluated updated project costs, as well as the status of necessary state and federal authorizations, many of which expired during the extensive, multi-year litigation with the New York State Department of Environmental Conservation and other project opponents. Taking into consideration general inflationary
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pressures on project costs and the pipeline transportation rate increases necessary to support the project, along with the ongoing challenges facing natural gas pipeline development in the State of New York, Supply Corporation, Empire, and Seneca agreed to terminate the precedent agreements on October 16, 2024. As a result, the Company is unlikely to pursue construction of the project and has taken an impairment charge at September 30, 2024.

The increase in operating revenues of $10.5 million, or 11%, was primarily attributable to an increase in Supply Corporation’s transportation and storage rates effective February 1, 2024, in accordance with its rate case settlement.

O&M expense increased $4.0 million primarily due to higher pipeline integrity and personnel costs. Interest expense increased $0.9 million primarily due to a higher average amount of net borrowings.

Gathering Segment

The Gathering segment’s operations are carried out by National Fuel Gas Midstream Company, LLC’s limited liability companies. The Gathering segment constructs, owns and operates natural gas gathering pipelines and compression facilities in the Appalachian region, which delivers Seneca and other non-affiliated Appalachian production to the interstate pipeline system.
Three Months Ended
September 30,
(in thousands)20242023Variance
GAAP Earnings$24,403 $26,517 $(2,114)
Adjusted EBITDA$43,988 $46,874 $(2,886)

The Gathering segment’s fourth quarter GAAP earnings decreased $2.1 million versus the prior year due to higher O&M and DD&A expense. O&M expense increased $2.1 million compared to the prior year primarily due to higher material costs, higher outside services expenses (such as contractor fees for compressor repairs, maintenance and overhauls), as well as higher personnel costs. DD&A expense increased $0.9 million primarily due to higher average depreciable plant in service compared to the prior year.

Downstream Business

Utility Segment

The Utility segment operations are carried out by National Fuel Gas Distribution Corporation (“Distribution Corporation”), which sells or transports natural gas to customers located in western New York and northwestern Pennsylvania.
Three Months Ended
September 30,
(in thousands)20242023Variance
GAAP Earnings$(16,759)$(7,179)$(9,580)
Adjusted EBITDA$(228)$6,693 $(6,921)

The Utility segment’s fourth quarter GAAP net loss was $9.6 million higher than the net loss in the prior year's fourth quarter due to lower customer margins (operating revenues less purchased gas sold), an increase in O&M and interest expenses and a higher effective income tax rate.

The $2.5 million decline in customer margin for the quarter was primarily due to adjustments related to annual reconciliations of certain regulatory rate and cost recovery mechanisms, the largest of which was negatively impacted by lower natural gas prices compared to last year. This was partially offset by the benefit from higher revenues from Distribution Corporation’s system modernization tracking mechanisms in its New York service territory and the ongoing impact of the base rate increase in its Pennsylvania service territory that went into effect in August 2023.

O&M expense increased by $3.8 million, primarily driven by higher personnel costs, expenses related to the current New York rate case proceeding, as well as costs related to the timing of leak patrols and higher technology-related costs.
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Interest expense increased $1.3 million primarily due to a higher average amount of net borrowings. The increase in the Utility segment’s effective income tax rate was primarily driven by the recognition of tax deductions in the prior-year fourth quarter related to the adoption of updated IRS guidance on repairs and maintenance expenditures published in 2023.

New York Rate Case Update

The Company filed a Joint Proposal with the New York Public Service Commission (“NYPSC”) on September 9, 2024, that, if approved, would establish a three-year rate plan commencing October 1, 2024. The Joint Proposal would allow the Company to raise its base delivery rates to recover its increasing costs of providing safe and reliable utility service, including the required rate of return on utility rate base, higher operating costs, and an increase in depreciation expense. The Joint Proposal allows for an $86 million increase in annual revenue requirement over three years, with the first-year impact of $57 million in fiscal 2025 and the remainder in fiscal 2026 and 2027. The Joint Proposal is not deemed final as it remains subject to Commission approval. The Joint Proposal includes standard make-whole language allowing the recovery of authorized revenues between October 1, 2024, and the start of new rates.

Corporate and All Other

The Company’s operations that are included in Corporate and All Other generated a combined net loss of $3.0 million in the current-year fourth quarter, which was $2.8 million lower than the combined net loss of $5.8 million in the prior-year fourth quarter. The reduction in net loss was primarily driven by lower O&M expense as a result of a decrease in professional services expense. In addition, the mark-to-market of investment securities swung from a modest unrealized loss in fiscal 2023 to a modest unrealized gain in the current year.


EARNINGS TELECONFERENCE

A conference call to discuss the results will be held on Thursday, November 7, 2024, at 10 a.m. ET. All participants must pre-register to join this conference using the Participant Registration link. A webcast link to the conference call will be provided under the Events Calendar on the NFG Investor Relations website at investor.nationalfuelgas.com. A replay will be available following the call through the end of the day, Thursday, November 14, 2024. To access the replay, dial 1-866-813-9403 and provide Access Code 646147.

National Fuel is an integrated energy company reporting financial results for four operating segments: Exploration and Production, Pipeline and Storage, Gathering, and Utility. Additional information about National Fuel is available at www.nationalfuel.com.

Analyst Contact:Natalie M. Fischer716-857-7315
Media Contact:Karen L. Merkel716-857-7654
Certain statements contained herein, including statements identified by the use of the words “anticipates,” “estimates,” “expects,” “forecasts,” “intends,” “plans,” “predicts,” “projects,” “believes,” “seeks,” “will,” “may” and similar expressions, and statements which are other than statements of historical facts, are “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties, which could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements. The Company’s expectations, beliefs and projections contained herein are expressed in good faith and are believed to have a reasonable basis, but there can be no assurance that such expectations, beliefs or projections will result or be achieved or accomplished. In addition to other factors, the following are important factors that could cause actual results to differ materially from those discussed in the forward-looking statements: impairments under the SEC’s full cost ceiling test for natural gas reserves; increased costs or delays or changes in plans with respect to Company projects or related projects of other companies, as well as difficulties or delays in obtaining necessary governmental approvals, permits or orders or in obtaining the cooperation of interconnecting facility operators; changes in the price of natural gas; changes in laws, regulations or judicial interpretations to which the Company is subject, including those involving derivatives, taxes, safety, employment, climate change, other environmental matters, real property, and exploration and production activities such as hydraulic fracturing; governmental/regulatory actions, initiatives and proceedings, including those involving rate cases (which address, among other things, target rates of return, rate design, retained natural gas and system modernization), environmental/safety requirements, affiliate relationships, industry structure, and franchise renewal; the Company’s ability to estimate accurately the time and resources necessary to meet emissions targets; governmental/regulatory actions and/or market pressures to reduce or eliminate reliance on natural gas; changes in economic conditions, including inflationary pressures, supply chain issues, liquidity challenges,
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and global, national or regional recessions, and their effect on the demand for, and customers’ ability to pay for, the Company’s products and services; the creditworthiness or performance of the Company’s key suppliers, customers and counterparties; financial and economic conditions, including the availability of credit, and occurrences affecting the Company’s ability to obtain financing on acceptable terms for working capital, capital expenditures and other investments, including any downgrades in the Company’s credit ratings and changes in interest rates and other capital market conditions; changes in price differentials between similar quantities of natural gas sold at different geographic locations, and the effect of such changes on commodity production, revenues and demand for pipeline transportation capacity to or from such locations; the impact of information technology disruptions, cybersecurity or data security breaches; factors affecting the Company’s ability to successfully identify, drill for and produce economically viable natural gas reserves, including among others geology, lease availability and costs, title disputes, weather conditions, water availability and disposal or recycling opportunities of used water, shortages, delays or unavailability of equipment and services required in drilling operations, insufficient gathering, processing and transportation capacity, the need to obtain governmental approvals and permits, and compliance with environmental laws and regulations; the Company’s ability to complete strategic transactions; increasing health care costs and the resulting effect on health insurance premiums and on the obligation to provide other post-retirement benefits; other changes in price differentials between similar quantities of natural gas having different quality, heating value, hydrocarbon mix or delivery date; the cost and effects of legal and administrative claims against the Company or activist shareholder campaigns to effect changes at the Company; negotiations with the collective bargaining units representing the Company’s workforce, including potential work stoppages during negotiations; uncertainty of natural gas reserve estimates; significant differences between the Company’s projected and actual production levels for natural gas; changes in demographic patterns and weather conditions (including those related to climate change); changes in the availability, price or accounting treatment of derivative financial instruments; changes in laws, actuarial assumptions, the interest rate environment and the return on plan/trust assets related to the Company’s pension and other post-retirement benefits, which can affect future funding obligations and costs and plan liabilities; economic disruptions or uninsured losses resulting from major accidents, fires, severe weather, natural disasters, terrorist activities or acts of war, as well as economic and operational disruptions due to third-party outages; significant differences between the Company’s projected and actual capital expenditures and operating expenses; or increasing costs of insurance, changes in coverage and the ability to obtain insurance. The Company disclaims any obligation to update any forward-looking statements to reflect events or circumstances after the date thereof.
-more-
7


Page 8.


NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES

GUIDANCE SUMMARY

As discussed on page 2, the Company is revising its earnings guidance for fiscal 2025. Additional details on the Company's forecast assumptions and business segment guidance are outlined in the table below.

While the Company expects to record an additional ceiling test impairment charge, certain adjustments to unrealized gain or loss on a derivative asset and unrealized gain or loss on investments during the fiscal year ending September 30, 2025, the amounts of these and other potential adjustments and charges are not reasonably determinable at this time. As such, the Company is unable to provide earnings guidance other than on a non-GAAP basis.
Previous FY 2025 GuidanceUpdated FY 2025 Guidance
Adjusted Consolidated Earnings per Share, excluding items impacting comparability$5.75 to $6.25$5.50 to $6.00
Consolidated Effective Tax Rate~ 24.5 - 25%~ 24.5 - 25%
Capital Expenditures (Millions)
    Exploration and Production$495 - $525$495 - $525
    Pipeline and Storage$130 - $150$130 - $150
    Gathering$95 - $110$95 - $110
    Utility$165 - $185$165 - $185
    Consolidated Capital Expenditures$885 - $970$885 - $970
Exploration and Production Segment Guidance
    Commodity Price Assumptions
    NYMEX natural gas price
$3.25 /MMBtu
$2.80 /MMBtu
    Appalachian basin spot price
$2.30 /MMBtu
$2.00 /MMBtu
    Realized natural gas prices, after hedging ($/Mcf)$2.62 - $2.66$2.47 - $2.51
    Production (Bcf)400 to 420400 to 420
    E&P Operating Costs ($/Mcf)
    LOE$0.68 - $0.70$0.68 - $0.70
    G&A $0.18 - $0.19$0.18 - $0.19
    DD&A$0.70 - $0.74$0.65 - $0.69
Other Business Segment Guidance (Millions)
    Gathering Segment Revenues$245 - $255$245 - $255
    Pipeline and Storage Segment Revenues $415 - $435$415 - $435













Page 9.

NATIONAL FUEL GAS COMPANY
RECONCILIATION OF CURRENT AND PRIOR YEAR GAAP EARNINGS
QUARTER ENDED SEPTEMBER 30, 2024
(Unaudited)
UpstreamMidstreamDownstream
Exploration &Pipeline &Corporate /
(Thousands of Dollars)ProductionStorageGatheringUtilityAll OtherConsolidated*
Fourth quarter 2023 GAAP earnings$36,772 $23,354 $26,517 $(7,179)$(5,787)$73,677 
Items impacting comparability:
Unrealized (gain) loss on derivative asset(2,803)(2,803)
Tax impact of unrealized (gain) loss on derivative asset775 775 
Unrealized (gain) loss on other investments719 719 
Tax impact of unrealized (gain) loss on other investments
(151)(151)
Fourth quarter 2023 adjusted operating results34,744 23,354 26,517 (7,179)(5,219)72,217 
Drivers of adjusted operating results**
Upstream Revenues
Higher (lower) natural gas production(3,331)(3,331)
Higher (lower) realized natural gas prices, after hedging4,433 4,433 
Midstream Revenues
Higher (lower) operating revenues8,298 (389)7,909 
Downstream Margins***
Impact of usage and weather(678)(678)
Impact of new rates in Pennsylvania442 442 
System modernization and improvement tracker revenues1,714 1,714 
Regulatory revenue adjustments(3,180)(3,180)
Operating Expenses
Lower (higher) lease operating and transportation expenses(2,527)(2,527)
Lower (higher) operating expenses(1,005)(3,192)(1,697)(3,023)1,991 (6,926)
Lower (higher) depreciation / depletion2,086 (716)(441)929 
Other Income (Expense)
(Higher) lower interest expense(738)(1,160)(1,898)
Income Taxes
Lower (higher) income tax expense / effective tax rate4,439 390 862 (3,089)(556)2,046 
All other / rounding14 (165)(174)(165)(168)(658)
Fourth quarter 2024 adjusted operating results38,853 27,947 24,403 (16,759)(3,952)70,492 
Items impacting comparability:
Impairment of assets(272,358)(46,075)(318,433)
Tax impact of impairment of assets68,269 12,316 80,585 
Unrealized gain (loss) on derivative asset(1,700)(1,700)
Tax impact of unrealized gain (loss) on derivative asset461 461 
Unrealized gain (loss) on other investments1,232 1,232 
Tax impact of unrealized gain (loss) on other investments(258)(258)
Fourth quarter 2024 GAAP earnings$(166,475)$(5,812)$24,403 $(16,759)$(2,978)$(167,621)
* Amounts do not reflect intercompany eliminations.
** Drivers of adjusted operating results have been calculated using the 21% federal statutory rate.
*** Downstream margin defined as operating revenues less purchased gas expense.




Page 10.

NATIONAL FUEL GAS COMPANY
RECONCILIATION OF CURRENT AND PRIOR YEAR GAAP EARNINGS PER SHARE
QUARTER ENDED SEPTEMBER 30, 2024
(Unaudited)
UpstreamMidstreamDownstream
Exploration &Pipeline &Corporate /
ProductionStorageGatheringUtilityAll OtherConsolidated*
Fourth quarter 2023 GAAP earnings per share$0.40 $0.25 $0.29 $(0.08)$(0.06)$0.80 
Items impacting comparability:
Unrealized (gain) loss on derivative asset, net of tax(0.02)(0.02)
Unrealized (gain) loss on other investments, net of tax0.01 0.01 
Rounding(0.01)(0.01)
Fourth quarter 2023 adjusted operating results per share0.38 0.25 0.29 (0.08)(0.06)0.78 
Drivers of adjusted operating results**
Upstream Revenues
Higher (lower) natural gas production(0.04)(0.04)
Higher (lower) realized natural gas prices, after hedging0.05 0.05 
Midstream Revenues
Higher (lower) operating revenues0.09 — 0.09 
Downstream Margins***
Impact of usage and weather(0.01)(0.01)
Impact of new rates in Pennsylvania— — 
System modernization and improvement tracker revenues0.02 0.02 
Regulatory revenue adjustments(0.03)(0.03)
Operating Expenses
Lower (higher) lease operating and transportation expenses(0.03)(0.03)
Lower (higher) operating expenses(0.01)(0.03)(0.02)(0.03)0.02 (0.07)
Lower (higher) depreciation / depletion0.02 (0.01)— 0.01 
Other Income (Expense)
(Higher) lower interest expense(0.01)(0.01)(0.02)
Income Taxes
Lower (higher) income tax expense / effective tax rate0.05 — 0.01 (0.03)(0.01)0.02 
All other / rounding— — — (0.01)0.01 — 
Fourth quarter 2024 adjusted operating results per share0.42 0.30 0.27 (0.18)(0.04)0.77 
Items impacting comparability:
Impairment of assets, net of tax(2.24)(0.37)(2.61)
Unrealized gain (loss) on derivative asset, net of tax(0.01)(0.01)
Unrealized gain (loss) on other investments, net of tax0.01 0.01 
Rounding0.01 (0.01)— 
Fourth quarter 2024 GAAP earnings per share$(1.82)$(0.07)$0.27 $(0.18)$(0.04)$(1.84)
* Amounts do not reflect intercompany eliminations.
** Drivers of adjusted operating results have been calculated using the 21% federal statutory rate.
*** Downstream margin defined as operating revenues less purchased gas expense.








Page 11.

NATIONAL FUEL GAS COMPANY
RECONCILIATION OF CURRENT AND PRIOR YEAR GAAP EARNINGS
TWELVE MONTHS ENDED SEPTEMBER 30, 2024
(Unaudited)
UpstreamMidstreamDownstream
Exploration &Pipeline &Corporate /
(Thousands of Dollars)ProductionStorageGatheringUtilityAll OtherConsolidated*
Fiscal 2023 GAAP earnings$232,275 $100,501 $99,724 $48,395 $(4,029)$476,866 
Items impacting comparability:
Unrealized (gain) loss on derivative asset899 899 
Tax impact of unrealized (gain) loss on derivative asset(240)(240)
Unrealized (gain) loss on other investments(913)(913)
Tax impact of unrealized (gain) loss on other investments
192 192 
Fiscal 2023 adjusted operating results232,934 100,501 99,724 48,395 (4,750)476,804 
Drivers of adjusted operating results**
Upstream Revenues
Higher (lower) natural gas production39,805 39,805 
Higher (lower) realized natural gas prices, after hedging(34,033)(34,033)
Higher (lower) other operating revenues(3,729)(3,729)
Midstream Revenues
Higher (lower) operating revenues26,230 10,987 37,217 
Downstream Margins***
Impact of usage and weather
(1,388)(1,388)
Impact of new rates in Pennsylvania18,104 18,104 
System modernization and improvement tracker revenues7,924 7,924 
Regulatory revenue adjustments(5,299)(5,299)
Higher (lower) other operating revenues(2,094)(2,094)
Operating Expenses
Lower (higher) lease operating and transportation expenses
(13,724)(13,724)
Lower (higher) operating expenses(8,908)(7,648)(1,247)(10,747)412 (28,138)
Lower (higher) property, franchise and other taxes3,218 (653)2,565 
Lower (higher) depreciation / depletion(29,074)(2,925)(2,443)(3,011)(37,453)
Other Income (Expense)
Higher (lower) other income1,565 1,714 (2,027)1,252 
(Higher) lower interest expense(4,331)(3,104)619 (935)1,827 (5,924)
Income Taxes
Lower (higher) income tax expense / effective tax rate
7,331 (456)(141)4,446 (491)10,689 
All other / rounding413 (81)(586)(20)427 153 
Fiscal 2024 adjusted operating results189,902 113,429 106,913 57,089 (4,602)462,731 
Items impacting comparability:
Impairment of assets(473,054)(46,075)(519,129)
Tax impact of impairment of assets123,955 12,316 136,271 
Unrealized gain (loss) on derivative asset(6,548)(6,548)
Tax impact of unrealized gain (loss) on derivative asset1,791 1,791 
Unrealized gain (loss) on other investments
3,034 3,034 
Tax impact of unrealized gain (loss) on other investments
(637)(637)
Fiscal 2024 GAAP earnings$(163,954)$79,670 $106,913 $57,089 $(2,205)$77,513 
* Amounts do not reflect intercompany eliminations.
** Drivers of adjusted operating results have been calculated using the 21% federal statutory rate.
*** Downstream margin defined as operating revenues less purchased gas expense.









Page 12.

NATIONAL FUEL GAS COMPANY
RECONCILIATION OF CURRENT AND PRIOR YEAR GAAP EARNINGS PER SHARE
TWELVE MONTHS ENDED SEPTEMBER 30, 2024
(Unaudited)
UpstreamMidstreamDownstream
Exploration &Pipeline &Corporate /
ProductionStorageGatheringUtilityAll OtherConsolidated*
Fiscal 2023 GAAP earnings per share$2.52 $1.09 $1.08 $0.52 $(0.04)$5.17 
Items impacting comparability:
Unrealized (gain) loss on derivative asset, net of tax0.01 0.01 
Unrealized (gain) loss on other investments, net of tax(0.01)(0.01)
Rounding(0.01)0.01 — 
Fiscal 2023 adjusted operating results per share2.52 1.09 1.08 0.52 (0.04)5.17 
Drivers of adjusted operating results**
Upstream Revenues
Higher (lower) natural gas production0.43 0.43 
Higher (lower) realized natural gas prices, after hedging
(0.37)(0.37)
Higher (lower) other operating revenues(0.04)(0.04)
Midstream Revenues
Higher (lower) operating revenues0.28 0.12 0.40 
Downstream Margins***
Impact of usage and weather
(0.02)(0.02)
Impact of new rates in Pennsylvania0.20 0.20 
System modernization and improvement tracker revenues0.09 0.09 
Regulatory revenue adjustments(0.06)(0.06)
Higher (lower) other operating revenues(0.02)(0.02)
Operating Expenses
Lower (higher) lease operating and transportation expenses
(0.15)(0.15)
Lower (higher) operating expenses(0.10)(0.08)(0.01)(0.12)— (0.31)
Lower (higher) property, franchise and other taxes0.03 (0.01)0.02 
Lower (higher) depreciation / depletion(0.31)(0.03)(0.03)(0.03)(0.40)
Other Income (Expense)
Higher (lower) other income0.02 0.02 (0.02)0.02 
(Higher) lower interest expense(0.05)(0.03)0.01 (0.01)0.02 (0.06)
Income Taxes
Lower (higher) income tax expense / effective tax rate
0.08 — — 0.05 (0.01)0.12 
All other / rounding0.02 (0.01)(0.01)— (0.01)(0.01)
Fiscal 2024 adjusted operating results per share2.06 1.23 1.16 0.62 (0.06)5.01 
Items impacting comparability:
Impairment of assets, net of tax(3.78)(0.37)(4.15)
Unrealized gain (loss) on derivative asset, net of tax(0.05)(0.05)
Unrealized gain (loss) on other investments, net of tax
0.03 0.03 
Rounding(0.01)0.01 — 
Fiscal 2024 GAAP earnings per share$(1.78)$0.86 $1.16 $0.62 $(0.02)$0.84 
* Amounts do not reflect intercompany eliminations.
** Drivers of adjusted operating results have been calculated using the 21% federal statutory rate.
*** Downstream margin defined as operating revenues less purchased gas expense.



Page 13.

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES
(Thousands of Dollars, except per share amounts)
Three Months Ended Twelve Months Ended
September 30,September 30,
(Unaudited)(Unaudited)
SUMMARY OF OPERATIONS2024202320242023
Operating Revenues:
Utility Revenues$79,830 $78,865 $696,807 $941,779 
Exploration and Production and Other Revenues221,540 220,348 961,078 958,455 
Pipeline and Storage and Gathering Revenues70,698 69,735 286,925 273,537 
372,068 368,948 1,944,810 2,173,771 
Operating Expenses:
Purchased Gas(17,382)(12,865)150,062 437,595 
Operation and Maintenance:
      Utility51,988 48,354 218,393 205,239 
      Exploration and Production and Other38,540 37,955 141,308 124,270 
      Pipeline and Storage and Gathering45,996 39,901 160,317 149,247 
Property, Franchise and Other Taxes22,216 20,701 88,851 92,700 
Depreciation, Depletion and Amortization108,847 109,599 457,026 409,573 
Impairment of Assets318,433 — 519,129 — 
568,638 243,645 1,735,086 1,418,624 
Operating Income (Loss)(196,570)125,303 209,724 755,147 
Other Income (Expense):
Other Income (Deductions)3,237 5,384 16,226 18,138 
Interest Expense on Long-Term Debt(33,008)(28,449)(122,799)(111,948)
Other Interest Expense(1,646)(4,453)(15,896)(19,938)
Income (Loss) Before Income Taxes(227,987)97,785 87,255 641,399 
Income Tax Expense (Benefit)(60,366)24,108 9,742 164,533 
Net Income (Loss) Available for Common Stock$(167,621)$73,677 $77,513 $476,866 
Earnings (Loss) Per Common Share
Basic$(1.84)$0.80 $0.84 $5.20 
Diluted$(1.84)$0.80 $0.84 $5.17 
Weighted Average Common Shares:
Used in Basic Calculation91,270,38691,818,93391,791,16791,748,890
Used in Diluted Calculation91,270,38692,378,67592,344,51192,285,918










Page 14.

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
September 30,September 30,
(Thousands of Dollars)20242023
ASSETS
Property, Plant and Equipment$14,524,798 $13,635,303 
Less - Accumulated Depreciation, Depletion and Amortization7,185,593 6,335,441 
Net Property, Plant and Equipment
7,339,205 7,299,862 
Current Assets:
Cash and Temporary Cash Investments38,222 55,447 
Receivables - Net127,222 160,601 
Unbilled Revenue15,521 16,622 
Gas Stored Underground35,055 32,509 
Materials and Supplies - at average cost47,670 48,989 
Other Current Assets92,229 100,260 
Total Current Assets
355,919 414,428 
Other Assets:
Recoverable Future Taxes80,084 69,045 
Unamortized Debt Expense5,604 7,240 
Other Regulatory Assets108,022 72,138 
Deferred Charges69,662 82,416 
Other Investments81,705 73,976 
Goodwill5,476 5,476 
Prepaid Pension and Post-Retirement Benefit Costs180,230 200,301 
Fair Value of Derivative Financial Instruments87,905 50,487 
Other5,958 4,891 
Total Other Assets
624,646 565,970 
Total Assets$8,319,770 $8,280,260 
CAPITALIZATION AND LIABILITIES
Capitalization:
Comprehensive Shareholders' Equity
Common Stock, $1 Par Value Authorized - 200,000,000 Shares; Issued and
Outstanding - 91,005,993 Shares and 91,819,405 Shares, Respectively
$91,006 $91,819 
Paid in Capital1,045,487 1,040,761 
Earnings Reinvested in the Business1,727,326 1,885,856 
Accumulated Other Comprehensive Loss(15,476)(55,060)
Total Comprehensive Shareholders' Equity2,848,343 2,963,376 
Long-Term Debt, Net of Current Portion and Unamortized Discount and Debt Issuance Costs2,188,243 2,384,485 
Total Capitalization
5,036,586 5,347,861 
Current and Accrued Liabilities:
Notes Payable to Banks and Commercial Paper90,700 287,500 
Current Portion of Long-Term Debt500,000 — 
Accounts Payable165,068 152,193 
Amounts Payable to Customers42,720 59,019 
Dividends Payable46,872 45,451 
Interest Payable on Long-Term Debt27,247 20,399 
Customer Advances19,373 21,003 
Customer Security Deposits36,265 28,764 
Other Accruals and Current Liabilities162,903 160,974 
Fair Value of Derivative Financial Instruments4,744 31,009 
Total Current and Accrued Liabilities
1,095,892 806,312 
Other Liabilities:
Deferred Income Taxes1,111,165 1,124,170 
Taxes Refundable to Customers305,645 268,562 
Cost of Removal Regulatory Liability292,477 277,694 
Other Regulatory Liabilities151,452 165,441 
Other Post-Retirement Liabilities3,511 2,915 
Asset Retirement Obligations203,006 165,492 
Other Liabilities120,036 121,813 
Total Other Liabilities2,187,292 2,126,087 
Commitments and Contingencies— — 
Total Capitalization and Liabilities$8,319,770 $8,280,260 




Page 15.

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Twelve Months Ended
September 30,
(Thousands of Dollars)20242023
Operating Activities:
Net Income Available for Common Stock$77,513 $476,866 
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
  
Impairment of Assets519,129 — 
Depreciation, Depletion and Amortization457,026 409,573 
Deferred Income Taxes(2,610)151,403 
Stock-Based Compensation22,080 20,630 
Other24,411 19,647 
Change in:  
Receivables and Unbilled Revenue34,369 213,579 
Gas Stored Underground and Materials and Supplies1,738 (8,406)
Unrecovered Purchased Gas Costs— 99,342 
Other Current Assets8,144 (41,077)
Accounts Payable5,616 (37,095)
Amounts Payable to Customers(16,299)58,600 
Customer Advances(1,630)(5,105)
Customer Security Deposits7,501 4,481 
Other Accruals and Current Liabilities2,637 (67,664)
Other Assets(48,183)(26,564)
Other Liabilities(25,481)(31,135)
Net Cash Provided by Operating Activities$1,065,961 $1,237,075 
Investing Activities:
Capital Expenditures$(931,236)$(1,009,868)
Acquisition of Upstream Assets— (124,758)
Sale of Fixed Income Mutual Fund Shares in Grantor Trust— 10,000 
Other(2,669)12,279 
Net Cash Used in Investing Activities$(933,905)$(1,112,347)
Financing Activities:
Proceeds from Issuance of Short-Term Note Payable to Bank$— $250,000 
Repayment of Short-Term Note Payable to Bank— (250,000)
Net Change in Other Short-Term Notes Payable to Banks and Commercial Paper(196,800)227,500 
Shares Repurchased Under Repurchase Plan(64,086)— 
Reduction of Long-Term Debt— (549,000)
Net Proceeds From Issuance of Long-Term Debt299,359 297,306 
Dividends Paid on Common Stock(183,798)(176,096)
Net Repurchases of Common Stock Under Stock and Benefit Plans(3,956)(6,709)
Net Cash Used in Financing Activities$(149,281)$(206,999)
Net Decrease in Cash, Cash Equivalents, and Restricted Cash(17,225)(82,271)
Cash, Cash Equivalents, and Restricted Cash at Beginning of Period55,447 137,718 
Cash, Cash Equivalents, and Restricted Cash at September 30$38,222 $55,447 










Page 16.

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES
SEGMENT OPERATING RESULTS AND STATISTICS
(UNAUDITED)
UPSTREAM BUSINESS
Three Months Ended Twelve Months Ended
(Thousands of Dollars, except per share amounts)September 30,September 30,
EXPLORATION AND PRODUCTION SEGMENT20242023Variance20242023Variance
Total Operating Revenues$221,540 $220,348 $1,192 $961,078 $958,455 $2,623 
Operating Expenses:
Operation and Maintenance:
General and Administrative Expense17,977 17,163 814 71,148 66,074 5,074 
Lease Operating and Transportation Expense67,611 64,412 3,199 270,927 253,555 17,372 
All Other Operation and Maintenance Expense2,815 2,357 458 15,529 9,327 6,202 
Property, Franchise and Other Taxes3,879 3,775 104 13,643 17,717 (4,074)
Depreciation, Depletion and Amortization63,754 66,394 (2,640)277,945 241,142 36,803 
Impairment of Assets272,358 — 272,358 473,054 — 473,054 
428,394 154,101 274,293 1,122,246 587,815 534,431 
Operating Income (Loss)(206,854)66,247(273,101)(161,168)370,640(531,808)
Other Income (Expense):
 Non-Service Pension and Post-Retirement Benefit Credit100 347 (247)402 1,389 (987)
Interest and Other Income (Deductions)(988)3,457 (4,445)(1,819)2,359 (4,178)
Interest Expense(14,753)(15,268)515 (59,799)(54,317)(5,482)
Income (Loss) Before Income Taxes(222,495)54,783 (277,278)(222,384)320,071 (542,455)
Income Tax Expense (Benefit)(56,020)18,011 (74,031)(58,430)87,796 (146,226)
Net Income (Loss)$(166,475)$36,772 $(203,247)$(163,954)$232,275 $(396,229)
Net Income (Loss) Per Share (Diluted)$(1.82)$0.40 $(2.22)$(1.78)$2.52 $(4.30)













Page 17.

NATIONAL FUEL GAS COMPANY
AND SUBSIDIARIES
SEGMENT OPERATING RESULTS AND STATISTICS
(UNAUDITED)
MIDSTREAM BUSINESSES
Three Months Ended Twelve Months Ended
(Thousands of Dollars, except per share amounts)September 30,September 30,
PIPELINE AND STORAGE SEGMENT20242023Variance20242023Variance
Revenues from External Customers$67,318 $64,846 $2,472 $271,388 $259,646 $11,742 
Intersegment Revenues37,224 29,192 8,032 141,005 119,545 21,460 
Total Operating Revenues104,542 94,038 10,504 412,393 379,191 33,202 
Operating Expenses:
Purchased Gas(3)326 (329)1,537 1,436 101 
Operation and Maintenance33,194 29,154 4,040 116,335 106,654 9,681 
Property, Franchise and Other Taxes8,824 8,322 502 34,601 33,774 827 
Depreciation, Depletion and Amortization18,373 17,953 420 74,530 70,827 3,703 
Impairment of Assets46,075 — 46,075 46,075 — 46,075 
106,463 55,755 50,708 273,078 212,691 60,387 
Operating Income (Loss)(1,921)38,283 (40,204)139,315 166,500 (27,185)
Other Income (Expense):
Non-Service Pension and Post-Retirement Benefit Credit1,257 1,330 (73)5,030 5,319 (289)
Interest and Other Income2,458 2,017 441 8,798 6,670 2,128 
Interest Expense(11,730)(10,796)(934)(47,428)(43,499)(3,929)
Income (Loss) Before Income Taxes(9,936)30,834 (40,770)105,715 134,990 (29,275)
Income Tax Expense (Benefit)(4,124)7,480 (11,604)26,045 34,489 (8,444)
Net Income (Loss)$(5,812)$23,354 $(29,166)$79,670 $100,501 $(20,831)
Net Income (Loss) Per Share (Diluted)$(0.07)$0.25 $(0.32)$0.86 $1.09 $(0.23)
Three Months Ended Twelve Months Ended
September 30,September 30,
GATHERING SEGMENT20242023Variance20242023Variance
Revenues from External Customers$3,380 $4,889 $(1,509)$15,537 $13,891 $1,646 
Intersegment Revenues54,145 53,129 1,016 228,688 216,426 12,262