Note 17. Commitments and Contingencies

Litigation and Environmental

We are involved in various lawsuits, claims, government investigations and other legal proceedings that arise in the usual conduct of our business. These claims or proceedings can involve various types of parties, including governments, regulatory agencies, competitors, customers, suppliers, service providers, licensees, employees or stockholders, among others. These matters may involve antitrust, securities, pricing, public utility and transportation rates, taxes, environmental, commercial, contractual rights, licensing obligations, health and safety matters, employment matters, regulatory compliance and permits relating to the operations of our various plants and facilities, among others.

We assess these matters to determine if a contingent liability should be recorded. We accrue for estimated exposures to the extent they are both probable and reasonably estimable based on then-available information.

Predicting the outcome of claims and litigation, and estimating related costs and exposure, involves substantial uncertainties that could cause actual costs to vary materially from estimates and accruals. Matters often develop over a long period of time and expectations can change as a result of new findings, rulings, appeals, settlements, legal or regulatory changes or other factors. If the assessment of relevant factors changes, estimates may change, and it is not possible to determine the final outcome of these matters.

Although the Company is insured against various risks to the extent the Company believes it is prudent, there is no assurance that the nature and amount of such insurance will be adequate, in every case, to indemnify it against liabilities arising from future legal proceedings.

Environmental costs for remediation are accrued based on estimates of known remediation requirements. Such accruals are based on management’s best estimate of the ultimate cost to remediate a site and are adjusted as further information and circumstances develop. Those estimates may change substantially depending on information about the nature and extent of contamination, appropriate remediation technologies and regulatory approvals. Expenditures to mitigate or prevent future environmental contamination are capitalized. Ongoing environmental compliance costs are charged to expense as incurred. In accruing for environmental remediation liabilities, costs of future expenditures for environmental remediation are not discounted to their present value, unless the amount and timing of the expenditures are fixed or reliably determinable. At December 31, 2025 and 2024, the Company had no environmental reserves recorded.

Beta Pipeline Incident

In October 2021, the Company learned that a 4,000-foot section of the Company’s pipeline approximately four miles off the coast of Newport Beach, California had been displaced with a maximum lateral movement of approximately 105 feet and that the pipeline had a 13-inch split, running parallel to the pipe, leading to the release of approximately 588 barrels of oil (the “Incident”).

As previously disclosed, the Company reached resolutions regarding criminal and civil claims against it related to the Incident. The Company also reached resolutions related to civil claims the Company asserted against third parties related to the Incident. In addition, in December 2025, the Company paid $2.0 million pursuant to a settlement with PHMSA related to the Incident. Under the Oil Pollution Act of 1990, the Company’s pipeline was designated by the U.S. Coast Guard as the source of the oil discharge and therefore the Company is financially responsible for certain natural resource damages associated with the spill and certain costs determined by federal and state trustees engaged in a joint assessment of such natural resource damages. The Natural Resource Damage Assessment remains ongoing and therefore the extent, timing and cost related to such assessment are difficult to project. While the Company anticipates insurance will reimburse it for expenses related to the Natural Resource Damage Assessment, any potentially uncovered expenses may be material and could impact the Company’s business and results of operations and could put pressure on its liquidity position going forward.

While it remains possible that federal agencies may in the future commence investigations or proceedings or may initiate enforcement actions seeking penalties or other relief, outside of the Natural Resource Damage Assessment, Amplify Energy has resolved any such investigations, proceedings or actions initiated to date.

Total costs that the Company has incurred with respect to the Incident amount to approximately $202.4 million, which includes (i) response and remediation under the direction of the Unified Command, (ii) fines and penalties of $12.4 million resulting from the resolution of the federal and state of California matters, and (iii) certain legal fees.

On December 31, 2025, the Company no longer had an outstanding insurance receivable related to the pipeline incident loss and on December 31, 2024, the Company’s insurance receivables were $4.7 million. For the year ended December 31, 2025, the Company incurred legal fees, loss load and other non-reimbursable expenses of $2.4 million that are classified as “Pipeline Incident Loss” on the Company’s Consolidated Statements of Operations.

Sinking Fund Trust Agreement

Beta Operating Company, LLC, a wholly owned subsidiary, assumed an obligation with a third party to make payments into a sinking fund in connection with its 2009 acquisition of the Beta properties, the purpose of which is to provide funds adequate to decommission the portion of the San Pedro Bay Pipeline that lies within state waters and the surface facilities. Under the terms of the agreement, the operator of the properties is obligated to make monthly deposits into the sinking fund account in an amount equal to $0.25 per barrel of oil and other liquid hydrocarbon produced from the acquired working interest. Interest earned in the account stays in the account. The obligation to fund ceases when the aggregate value of the account reaches $4.3 million. As of December 31, 2025, the account balance included in restricted investments was approximately $4.6 million.

Supplemental Bond for Decommissioning Liabilities Trust Agreement

Beta Operating Company, LLC has an obligation with BOEM in connection with the 2009 acquisition of the Beta properties. The Company supports this obligation with $161.3 million in A-rated surety bonds.

Pursuant to these additional collateral requirements, on December 15, 2021, the Company entered into two escrow funding agreements, a federal escrow funding agreement and a state escrow funding agreement, with its surety providers to fund interest-bearing escrow accounts on a quarterly basis to reimburse and indemnify the surety providers for any claims arising under the surety bonds related to the decommissioning of our Beta properties. As long as we continue to comply with our obligations under such escrow agreements, the surety providers party thereto have agreed to stay requests of additional collateral in the form of cash or letters of credit, certificates of deposit or other similar forms of liquid collateral. If any such additional collateral were requested, such additional collateral may negatively impact the Company’s liquidity position.

In March 2024, the Company amended the federal escrow funding agreement to decrease the amount funded from $14.8 million per year to $8.0 million per year. There were no changes made to the state escrow funding agreement. The obligation ceases when the aggregate value of the account reaches $172.6 million. As of December 31, 2025, the Company has funded $35.6 million into the escrow accounts which is reflected in “Restricted Investments” on the Consolidated Balance Sheet. The table below outlines our funding commitment under these agreements at December 31, 2025 (in thousands):

  ​ ​ ​

Payment Due by Period

Funding commitment

Total

  ​ ​ ​

2026

  ​ ​ ​

2027

  ​ ​ ​

2028

  ​ ​ ​

2029

  ​ ​ ​

2030

  ​ ​ ​

Thereafter (1)

Federal escrow fund payments

$

128,915

$

8,000

$

8,000

$

8,000

$

8,000

$

8,000

$

88,915

State escrow fund payments

8,083

1,034

1,034

1,034

1,034

1,034

2,913

Total sinking fund payments

$

136,998

$

9,034

$

9,034

$

9,034

$

9,034

$

9,034

$

91,828

(1)The remaining payments will be made during the years of 2031 through 2042.

The expense related to the surety bonds is recorded in interest expense in the Company Statement of Consolidated Operations.

Operating Leases

The Company enters into leases for compressors, surface rentals, office space, warehouse space and equipment in our corporate office and operating regions. For the years ended December 31, 2025 and 2024, the Company recognized $9.6 million and $10.7 million of rental cost, respectively.

See Note 13 for the minimum lease payment obligations under non-cancelable operating leases with a remaining term in excess of one year.

Purchase Commitments

At December 31, 2025, the Company had a CO2 purchase commitment with a third party associated with its Bairoil properties. The price we will pay for CO2 generally varies depending on the amount of CO2 delivered and the price of oil. The table below outlines its purchase commitments under these contracts based on pricing at December 31, 2025 (in thousands):

  ​ ​ ​

Payment or Settlement Due by Period

Purchase commitment

Total

  ​ ​ ​

2026

  ​ ​ ​

2027

  ​ ​ ​

2028

  ​ ​ ​

2029

  ​ ​ ​

2030

  ​ ​ ​

Thereafter

CO2 minimum purchase commitment

$

5,003

$

1,775

$

1,832

$

1,396

$

$

$

Historical Timeline

Fiscal YearFiled
2025Mar 9, 2026Showing above
2024Mar 5, 2025
2018Mar 14, 2019

About Commitments Disclosures

Commitments and contingencies disclosures catalog a company's off-balance-sheet obligations and legal exposures — purchase commitments, guarantee arrangements, pending litigation, and regulatory proceedings. These items represent potential future cash outflows that may not appear as liabilities on the balance sheet until they become probable and estimable.

Key signals: litigation reserves and disclosed loss ranges quantify management's estimate of legal exposure, but unquantified "reasonably possible" losses often represent the larger risk. Watch for changes in language around pending cases — shifts from "remote" to "reasonably possible" or increases in estimated loss ranges signal deteriorating outcomes. Unconditional purchase obligations and take-or-pay contracts create fixed cost structures that reduce operational flexibility. Guarantee arrangements for subsidiaries or joint ventures can create cascading obligations. Compare the total commitment schedule against projected free cash flow to assess whether the company can meet its obligations without additional financing.