Coterra Energy Inc.CTRA
Coterra Energy Inc. Fair Value Disclosure
Fair Value Measurements
Financial Assets and Liabilities
The following fair value hierarchy table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis:
| (In millions) | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Balance at December 31, 2025 | |||||||||||||||||||
| Assets | |||||||||||||||||||||||
| Deferred compensation plan | $ | 21 | $ | — | $ | — | $ | 21 | |||||||||||||||
| Derivative instruments | — | 32 | 210 | 242 | |||||||||||||||||||
| Total assets | $ | 21 | $ | 32 | $ | 210 | $ | 263 | |||||||||||||||
| Liabilities | |||||||||||||||||||||||
| Deferred compensation plan | $ | 21 | $ | — | $ | — | $ | 21 | |||||||||||||||
| Derivative instruments | — | — | 6 | 6 | |||||||||||||||||||
| Total liabilities | $ | 21 | $ | — | $ | 6 | $ | 27 | |||||||||||||||
| (In millions) | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Balance at December 31, 2024 | |||||||||||||||||||
| Assets | |||||||||||||||||||||||
| Deferred compensation plan | $ | 17 | $ | — | $ | — | $ | 17 | |||||||||||||||
| Derivative instruments | — | — | 26 | 26 | |||||||||||||||||||
| Total assets | $ | 17 | $ | — | $ | 26 | $ | 43 | |||||||||||||||
| Liabilities | |||||||||||||||||||||||
| Deferred compensation plan | $ | 17 | $ | — | $ | — | $ | 17 | |||||||||||||||
| Derivative instruments | — | — | 35 | 35 | |||||||||||||||||||
| Total liabilities | $ | 17 | $ | — | $ | 35 | $ | 52 | |||||||||||||||
The Company’s investments associated with its deferred compensation plan consist of mutual funds that are publicly traded and for which market prices are readily available.
The derivative instruments were measured based on quotes from the Company’s third-party valuation service provider. Such quotes have been derived using an income approach that considers various inputs, including current market and contractual prices for the underlying instruments, quoted forward commodity prices, basis differentials, volatility factors and interest rates for a similar length of time as the derivative contract term as applicable. Estimates are derived from or verified using relevant NYMEX futures contracts and are compared to multiple quotes obtained from counterparties. The determination of the fair values presented above also incorporates a credit adjustment for non-performance risk. Non-performance risk of the Company’s counterparties is measured by reviewing credit default swap spreads for the various financial institutions with which the Company has derivative contracts while non-performance risk of the Company is evaluated using credit default swap spreads for various similarly rated companies in the same sector as the Company. The Company has not incurred any losses related to non-performance risk of its counterparties and does not anticipate any material impact on its financial results due to non-performance by third parties.
The most significant unobservable inputs relative to the Company’s Level 3 derivative contracts are basis differentials, discount rates and volatility factors. An increase (decrease) in these unobservable inputs would result in an increase (decrease) in fair value, respectively. The Company does not have access to the specific assumptions used in the models provided by third-party valuation service providers or its counterparties’ valuation models. Consequently, additional disclosures regarding significant Level 3 unobservable inputs were not provided.
The following table sets forth a reconciliation of changes in the fair value of financial assets and liabilities classified as Level 3 in the fair value hierarchy:
| Year Ended December 31, | |||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||
| Balance at beginning of period | $ | (9) | $ | 92 | $ | 146 | |||||||||||
| Total gain (loss) included in earnings | 288 | (3) | 230 | ||||||||||||||
| Settlement (gain) loss | (75) | (98) | (284) | ||||||||||||||
| Balance at end of period | $ | 204 | $ | (9) | $ | 92 | |||||||||||
| Change in unrealized gains (losses) relating to assets and liabilities still held at the end of the period | $ | 208 | $ | (16) | $ | 92 | |||||||||||
Non-Financial Assets and Liabilities
The Company discloses or recognizes its non-financial assets and liabilities, such as impairments of oil and gas properties or acquisitions, at fair value on a nonrecurring basis. In January 2025, the Company completed the FME and Avant acquisitions and recorded the assets acquired and liabilities assumed at fair value. The most significant fair value determinations for non-financial assets and liabilities are related to acquired oil and gas properties and gathering and pipeline systems. Refer to Note 2 of the Notes to the Consolidated Financial Statements, “Mergers and Acquisitions”, for additional information. As none of the Company’s other non-financial assets and liabilities were measured at fair value as of December 31, 2025, 2024 and 2023, additional disclosures were not required.
The estimated fair value of the Company’s asset retirement obligations at inception is determined by utilizing the income approach by applying a credit-adjusted risk-free rate, which takes into account the Company’s credit risk, the time value of money, and the current economic state to the undiscounted expected abandonment cash flows. Given the unobservable nature of the inputs, the measurement of the asset retirement obligations was classified as Level 3 in the fair value hierarchy.
Fair Value of Other Financial Instruments
The estimated fair value of other financial instruments is the amount at which the instruments could be exchanged currently between willing parties. The carrying amounts reported in the Consolidated Balance Sheet for cash and cash equivalents and restricted cash approximate fair value, due to the short-term maturities of these instruments. Cash and cash equivalents and restricted cash are classified as Level 1 in the fair value hierarchy and the remaining financial instruments are classified as Level 2.
The fair value of the Company’s senior notes is based on quoted market prices, which is classified as Level 1 in the fair value hierarchy. The fair value of the Company’s private placement senior notes is based on third-party quotes, which are derived from credit spreads for the difference between the issue rate and the period end market rate and other unobservable inputs. The Company’s private placement senior notes are valued using a market approach and are classified as Level 3 in the fair value hierarchy. The fair value of the Company’s Term Loan approximates the carrying value as the interest rates are variable and reflective of market rates. The Company’s Term Loan is classified as Level 1 in the fair value hierarchy.
The carrying amount and estimated fair value of debt is as follows:
| December 31, 2025 | December 31, 2024 | ||||||||||||||||||||||
| (In millions) | Carrying Amount | Estimated Fair Value | Carrying Amount | Estimated Fair Value | |||||||||||||||||||
Total debt | $ | 3,818 | $ | 3,798 | $ | 3,535 | $ | 3,395 | |||||||||||||||
| Current maturities | (250) | (249) | — | — | |||||||||||||||||||
| Long-term debt, excluding current maturities | $ | 3,568 | $ | 3,549 | $ | 3,535 | $ | 3,395 | |||||||||||||||
About Fair Value Disclosures
Fair value disclosures classify all assets and liabilities measured at fair value into a three-level hierarchy: Level 1 (quoted market prices), Level 2 (observable inputs like yield curves), and Level 3 (unobservable inputs requiring management estimates). The proportion of Level 3 assets directly reflects how much of the balance sheet depends on internal models rather than market evidence.
Key signals: a growing Level 3 balance relative to total fair-value assets increases valuation uncertainty and earnings volatility risk. Watch for transfers between levels — assets moving from Level 2 to Level 3 often signal deteriorating market liquidity. Unrealized gains and losses on Level 3 positions flow through earnings or other comprehensive income, so large swings deserve scrutiny. For financial institutions, examine the sensitivity disclosures that show how Level 3 valuations change under alternative assumptions. Compare the fair value of debt against its carrying amount to gauge hidden leverage.