AI Earnings Predictions for California Resources Corporation (CRC)

crc-20260810

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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): August 10, 2026

California Resources Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware001-3647846-5670947

(State or Other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification No.)

1 World Trade Center

Suite 1500

Long Beach

California90831

(Address of Principal Executive Offices)(Zip Code)

Registrant’s Telephone Number, Including Area Code: (888) 848-4754

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:

☐    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 Symbol(s)Name of each exchange on which registered

Common StockCRCNew 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 August 10, 2026, California Resources Corporation (the “Company”) issued a press release announcing its financial condition and results of operations for the three and six months ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this report on Form 8-K, and is incorporated herein by reference.

The information contained in this Item 2.02 and the exhibit hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filings made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits

Exhibit No.Description

99.1 Press release dated August 10, 2026.

104Cover Page Interactive Data File (embedded within the Inline XBRL document).

1

SIGNATURE

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.

California Resources Corporation

/s/ Michael L. Preston

Name:Michael L. Preston

Title: Executive Vice President, Chief Strategy Officer and General Counsel

DATED: August 10, 2026

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0001609253false00016092532026-07-142026-07-14

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): July 14, 2026

California Resources Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware001-3647846-5670947

(State or Other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification No.)

1 World Trade Center

Suite 1500

Long Beach

California90831

(Address of Principal Executive Offices)(Zip Code)

Registrant’s Telephone Number, Including Area Code: (888) 848-4754

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:

☐    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 Symbol(s)Name of each exchange on which registered

Common StockCRCNew 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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.

California Resources Corporation (the "Company") presents in this Item 2.02 certain summary information for the three months ended June 30, 2026 regarding realized prices and commodity derivatives. The summary information presented below is preliminary and unaudited, does not reflect all adjustments and charges, and remains subject to completion of the Company's financial reporting process. The preliminary summary information is not comprehensive of all results for the period and does not constitute an estimate of the Company's quarterly earnings. There can be no assurances that the final results for this period will not differ from the preliminary summary information presented below.

The information in this Item 2.02 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Realized Prices

The following table presents information about estimated index and average realized prices:

For the Three Months Ended

June 30, 2026

Index Prices:

Brent ($ per Bbl)$96.87

WTI ($ per Bbl)$92.79

NYMEX Henry Hub ($ per Mcf)$2.90

Realized price without derivative settlements:

Oil ($ per Bbl)$91.64

NGLs ($ per Bbl)$49.62

Gas ($ per Mcf)$1.84

Realized price with derivative settlements:

Oil ($ per Bbl)$76.50

NGLs ($ per Bbl)$49.62

Gas ($ per Mcf)$1.84

Commodity Derivative Activity

For the three months ended June 30, 2026, the Company estimates a loss from net settlement from commodity derivatives of $190 million, including a loss of $164 million from net settlements and premiums from commodity sales derivatives and a loss of $26 million from settlements of natural gas purchase derivatives.

Forward Looking Statements

Information set forth in this Form 8-K constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other securities laws. All statements other than historical facts are forward-looking statements. Words such as “expect,” “could,” “may,” “anticipate,” “intend,” “plan,” “ability,” “believe,” “seek,” “see,” “will,” “would,” “estimate,” “forecast,” “target,” “guidance,” “outlook,” “opportunity” or “strategy” or similar expressions are generally intended to identify forward-looking statements. These forward-looking statements are based upon the current beliefs and expectations of the management of the Company and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in, projected in, or implied by, such statements.

1

Although the Company believes the expectations and forecasts reflected in its forward-looking statem

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Exhibit 99.1

NEWS RELEASE    For immediate release

California Resources Corporation Announces Private Offering of Additional 7.000% Senior Unsecured Notes due 2034

Long Beach, California, March 11, 2026 – California Resources Corporation (NYSE: CRC) (the “Company”) announced today that, subject to market and other conditions, it intends to offer and sell to eligible purchasers $250 million in aggregate principal amount of its 7.000% senior unsecured notes due 2034 (the “Notes”). The Notes are being offered as additional notes under the indenture dated as of October 8, 2025, as may be supplemented from time to time (the “Indenture”), pursuant to which the Company previously issued $400 million aggregate principal amount of 7.000% Senior Notes (the “Existing Notes”). The Notes will have substantially identical terms, other than the issue date and issue price, as the Existing Notes, and the Notes and the Existing Notes will be treated as a single series of securities under the Indenture and will vote together as a single class. Except with respect to Notes offered pursuant to Regulation S under the Securities Act of 1933, as amended (the “Securities Act”), the Notes will have the same CUSIP and ISIN numbers as, and will be fungible with, the Existing Notes immediately upon issuance.

The Company intends to use the net proceeds from this offering, together with cash on hand and/or borrowings under its revolving credit facility, to fund the redemption of $250 million in aggregate principal amount of its 8.250% senior unsecured notes due 2029 (the “2029 Notes”) at a redemption price of 100% thereof, plus the Applicable Premium (as defined in the indenture governing the 2029 Notes) as of, and accrued and unpaid interest to, but excluding, the date of redemption. The redemption of the 2029 Notes is expected to be conditioned on the completion of the offering of the Notes. The offering of the Notes is not contingent upon the completion of such redemption.

The Notes have not been, and will not be, registered under the Securities Act, or any state securities laws and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the rules promulgated thereunder and applicable state securities laws. The Notes will be offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act.

This press release does not and shall not constitute an offer to sell or the solicitation of an offer to buy any Notes, nor shall there be any offer, solicitation or sale of Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Additionally, this press release shall not constitute a notice of redemption under the indenture governing the 2029 Notes.

Forward-Looking Statement Disclosure

All statements, except for statements of historical fact, made in this release regarding activities, events or developments the Company expects, believes or anticipates will or may occur in the future, such as statements regarding the proposed offering and the intended use of proceeds, including the partial redemption of the 2029 Notes, are forward-looking statements within the

meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. All forward-looking statements speak only as of the date of this release. Although the Company believes that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable, there is no assurance that these plans, intentions or expectations will be achieved. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements. Except as required by law, the Company expressly disclaims any obligation to and does not intend to publicly update or revise any forward-looking statements.

The Company cautions you that these forward-looking statements are subject to all of the risks and uncertainties incident to the Company’s business, most of which are difficult to predict and many of which are beyond the Company’s control. These risks include, but are not limited to, the risks described under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

About California Resources Corporation

California Resources Corporation (CRC) is an independent energy and carbon management company advancing the energy transition. CRC is committed to environmental stewardship while safely providing local, responsibly sourced energy. CRC is also focused on ma

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California Resources Corporation Reports Third Quarter 2025 Financial and Operating Results

Raised Quarterly Dividend by 5%

Early Redemption of All Remaining 2026 Senior Notes

LONG BEACH, California, November 4, 2025 - California Resources Corporation (NYSE: CRC) (CRC) today reported financial and operating results for the third quarter of 2025. The Company plans to host a conference call and webcast at 1 p.m. ET (10 a.m. PT) on Wednesday, November 5, 2025. Conference call details can be found within this release.

Third Quarter Highlights

•Reported net income of $64 million, adjusted net income1 of $123 million and $338 million of adjusted EBITDAX1

•Generated net cash provided by operating activities of $279 million and $188 million of free cash flow1

•Delivered 137 thousand barrels of oil equivalent per day (MBoe/d) (78% oil); total capital of $91 million included drilling, completions and workover capital1 of $43 million

•Increased quarterly dividend by 5%, reinforcing commitment to sustainable shareholder returns; declared quarterly dividend of $0.405/share to be paid in the fourth quarter of 20252

•Ended the third quarter of 2025 with $180 million in available cash and cash equivalents3, $974 million in available borrowing capacity and $1,154 million of liquidity

Other Highlights

•Announced the signing of a definitive agreement and plan of merger to combine with Berry Corporation (bry) (NASDAQ: BRY) (Berry) in an all-stock transaction

•Received an upgrade to CRC's Corporate Family Rating from Moody’s and Fitch revised CRC's outlook from stable to positive

•Redeemed all remaining 2026 Senior Notes for $122 million at par, extending CRC's maturity profile

•Announced a memorandum of understanding4 (MOU) with Capital Power (TSX: CPX) to explore decarbonized power solutions in California. See Carbon TerraVault’s Third Quarter 2025 Update for additional information

•Published the 2024 Sustainability Report providing an overview of CRC’s sustainability efforts and performance

•Received “Grade A” certification through MiQ’s Methane Emissions Performance Standard for CRC's operating assets in Ventura County

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“I am very proud of the solid results the CRC team posted this quarter which demonstrate the strength of the CRC business model and our disciplined approach to creating long term shareholder value," said Francisco Leon, CRC’s President and Chief Executive Officer. “Our continued focus on execution, including the pending merger with Berry, coupled with our strong balance sheet, and robust liquidity profile distinguishes us from our peers and positions us to create further value for our shareholders on the road ahead.”

Third Quarter 2025 Comparative Financial Results

Select Production, Price and Financial Results and Non-GAAP Measures3rd Quarter2nd Quarter

($ in millions except production and prices) 20252025

Net oil production per day (MBbl/d)107 109

Realized oil price without derivative settlements ($ per Bbl)$66.32 $65.07

Realized oil price with derivative settlements1 ($ per Bbl)1 $67.04 $66.73

Net NGL production per day (MBbl/d)10 10

Realized NGL price ($ per Bbl)$41.04 $42.41

Net natural gas production per day (Mmcf/d)118 111

Realized natural gas price ($ per Mcf)$3.47 $2.79

Net total production per day (MBoe/d)137 137

Margin from purchased commodities1 $14 $15

Electricity margin1 $90 $53

Net (loss) gain from commodity derivatives $(23)$157

Other operating expenses net of other revenue1 $25 $60

Select Financial Statement Data and Non-GAAP Measures:3rd Quarter2nd Quarter

($ and shares in millions, except per share amounts)20252025

Total operating revenues $855 $978

Operating costs$316 $295

General and administrative expenses$87 $79

Adjusted general and administrative expenses1 $82 $72

Taxes other than on income$70 $47

Transportation costs$19 $20

Operating income $98 $267

Interest and debt expense, net $25 $25

Income tax provision $11 $70

Deferred income tax provision$35 $6

Net income $64 $172

Weighted-average common shares outstanding - diluted84.4 89.4

Net income per share - diluted

$0.76 $1.92

Adjusted net income1 $123 $98

Adjusted net income per share1 - diluted $1.46 $1.10

Net cash provided by operating activities$279 $165

Adjusted EBITDAX1 $338 $324

Free cash flow1 $188 $109

Capital investments$91 $56

Cash and cash equivalents (as of September 30, 2025 and June 30, 2025, respectively)$196 $72

Available cash and cash equivalents $180 $56

Restricted cash $16 $16

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Pending Berry Merger

On September 14, 2025, CRC entered into a definitive agreement to combine with Berry in an all-stock transaction (Berry Merger). At closing, Berry shareholders will receive a fixed exchange ratio of 0.0718 shares of CRC common stock for each outstanding share of Berry common stock, resulting in the issuance of approximately 5.6 million CRC shares. This represents a premium of 15% over the closing price of

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Exhibit 99.1

California Resources Corporation Announces Private Offering of $400 Million of Senior Unsecured Notes

September 24, 2025

LONG BEACH, Calif.—(BUSINESS WIRE)— California Resources Corporation (NYSE: CRC) (the “Company”) announced today that, subject to market and other conditions, it intends to offer and sell to eligible purchasers $400 million in aggregate principal amount of senior unsecured notes due 2034 (the “Notes”). The Notes will be guaranteed by all of the Company’s existing subsidiaries (and certain future subsidiaries) that guarantee its revolving credit facility, its 7.125% senior unsecured notes due 2026 and its 8.250% senior unsecured notes due 2029. The Company intends to use the net proceeds from this offering, together with cash on hand and borrowings under its revolving credit facility, to repay the existing indebtedness of Berry Corporation (bry) (“Berry”) in connection with the pending business combination with Berry (the “Berry Merger”), and pay fees and expenses in connection with the Berry Merger and the offering of the Notes.

If (x) the consummation of the Berry Merger does not occur on or before March 14, 2026 (subject to up to two three-month extensions by either the Company or Berry upon written notice in certain circumstances) (the “Outside Date”) or (y) prior thereto, the Company notifies the trustee in writing that the merger agreement related to the Berry Merger (the “Merger Agreement”) has been terminated or the Company will not pursue the consummation of the Berry Merger or has determined in its sole discretion that the Berry Merger cannot or is not reasonably likely to be consummated by the Outside Date, the Notes will be subject to a special mandatory redemption at a redemption price equal to 100% of the initial issue price of the Notes plus accrued and unpaid interest to, but excluding, the payment date of such special mandatory redemption.

The Notes have not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the rules promulgated thereunder and applicable state securities laws. The Notes will be offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act.

This press release does not and shall not constitute an offer to sell or the solicitation of an offer to buy any Notes, nor shall there be any offer, solicitation or sale of Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Forward-Looking Statement Disclosure

All statements, except for statements of historical fact, made in this release regarding activities, events or developments the Company expects, believes or anticipates will or may occur in the future, such as statements regarding the proposed offering, the intended use of proceeds and the business combination with Berry, are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. All forward-looking statements speak only as of the date of this release. Although the Company believes that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable, there is no assurance that these plans, intentions or expectations will be achieved. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements. Except as required by law, the Company expressly disclaims any obligation to and does not intend to publicly update or revise any forward-looking statements.

The Company cautions you that these forward-looking statements are subject to all of the risks and uncertainties incident to the Company’s business, most of which are difficult to predict and many of which are beyond the Company’s control. These risks include, but are not limited to, the risks described under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 and its subsequently filed Quarterly Report on Form 10-Q.

About California Resources Corporation

California Resources Corporation (NYSE: CRC) is an independent energy and carbon management company committed to energy transition. The Company is committed to environmental stewardship while safely providing local, responsibly sourced energy. CRC is also focused on maximizing the value of its land, mineral ownership, and energy expertise for decarbonizati

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California Resources Corporation Reports Second Quarter 2025 Financial and Operating Results

Company Raises 2025E Production and Adjusted EBITDAX Guidance, Reduces Drilling, Completions and Workover Capital Program

Returned Quarterly Record of $287 Million to Shareholders

LONG BEACH, California, August 5, 2025 - California Resources Corporation (NYSE: CRC) reported financial and operating results for the second quarter of 2025. The Company is hosting a conference call and webcast at 1 p.m. ET (10 a.m. PT) on Wednesday, August 6, 2025. Conference call details can be found within this release.

Second Quarter Highlights

•Delivered average net production of 137 thousand barrels of oil equivalent per day (MBoe/d) (80% oil), at the high end of guidance, with drilling, completions and workover capital of $34 million, and added a second rig in Kern County

•Reported net income of $172 million and net income per diluted share of $1.92; reported adjusted net income1 of $98 million and adjusted net income per diluted share of $1.10

•Generated net cash provided by operating activities of $165 million, $109 million in free cash flow1 and $324 million in adjusted EBITDAX1, exceeding quarterly guidance

•Ended the second quarter of 2025 with $56 million in available cash3 (excluding restricted cash), $983 million in available borrowing capacity and $1,039 million of liquidity1

•Returned a record $287 million to shareholders2, including $252 million in share repurchases and $35 million in dividends

Other Highlights

•Implemented the targeted $235 million in annualized Aera merger-related synergies since July 2024; expecting to realize $185 million in 2025 and the remaining $50 million in 2026

•Lowered 2025 drilling, completions and workover capital program by $5 million, and raised the midpoint of 2025 net production and adjusted EBITDAX1 guidance to 136 MBoe/d (79% oil) and $1,235 million, respectively

•Received authorization to construct from the U.S. Environmental Protection Agency (EPA) for carbon dioxide (CO2) injection wells for the 26R storage reservoir. See Carbon TerraVault's Second Quarter 2025 Update for additional information

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"We delivered a very solid second quarter that reflects the strength of our assets, the discipline of our execution, and our focus on long-term value creation," said CRC President and CEO Francisco Leon. “Our team's ability to scale efficiently has nearly doubled our revenue and strengthened profitability – while fully implementing merger synergies ahead of schedule. That performance gives us the flexibility to sharpen our focus on what matters most: driving returns, building resilience, and setting up CRC for continued success. I want to thank all CRC employees for their dedication and efforts that continue to make CRC a different kind of energy company.”

Second Quarter 2025 Comparative Financial Results

Selected Production, Price and Financial Results and non-GAAP measures

2nd Quarter

1st Quarter

($ in millions except production and prices) 20252025

Net oil production per day (MBbl/d)109 111

Realized oil price with derivative settlements ($ per Bbl)$66.73 $72.01

Net NGL production per day (MBbl/d)10 10

Realized NGL price ($ per Bbl)$42.41 $54.64

Net natural gas production per day (Mmcf/d)111 117

Realized natural gas price with derivative settlements ($ per Mcf)$2.79 $4.12

Net total production per day (MBoe/d)137 141

Margin from purchased commodities1 $15 $14

Electricity margin1 $53 $12

Net gain from commodity derivatives $157 $6

Other operating expenses net of other revenue1 $60 $27

Selected Financial Statement Data and non-GAAP measures:2nd Quarter1st Quarter

($ and shares in millions, except per share amounts)20252025

Statements of Operations:

Total operating revenues $978 $912

Operating costs$295 $316

General and administrative expenses$79 $72

Adjusted general and administrative expenses1 $72 $66

Taxes other than on income$47 $70

Transportation costs$20 $20

Operating income $267 $186

Interest and debt expense, net $25 $27

Income tax provision $70 $47

Deferred income tax provision$6 $35

Net income $172 $115

Weighted-average common shares outstanding - diluted89.4 91.2

Net income per share - diluted

$1.92 $1.26

Non-GAAP Measures, Cash Flow and Select Balance Sheet Data

Adjusted net income1 $98 $98

Adjusted net income per share1 - diluted $1.10 $1.07

Adjusted EBITDAX1 $324 $328

Net cash provided by operating activities$165 $186

Capital investments$56 $55

Free cash flow1 $109 $131

Cash and cash equivalents$72 $214

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Guidance

The following table provides select third quarter 2025E and full year 2025E guidance4. CRC expects to run a two-rig program in the second half of 2025. CRC currently holds permits in excess of its planned 2025 capital program requirements. See Attachment 2 for CRC's third quarter 2025E and full year 2025E guidance.

3Q25E

Total Year

2025E

Net Productio

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California Resources Reports First Quarter 2025 Financial and Operating Results

Returned $258 Million to Stakeholders, Maintained Balance Sheet Strength, Delivered Flat Quarter-Over-Quarter Total Net Production

Company Reaffirms its 2025 Production, Capital Investment and Adjusted EBITDAX Guidance

LONG BEACH, California, May 6, 2025 - California Resources Corporation (NYSE: CRC) today reported financial and operating results for the first quarter of 2025. The Company plans to host a conference call and webcast at 1 p.m. ET (10 a.m. PT) on Wednesday, May 7, 2025. Participation details can be found within this release. Supplemental slides are available on CRC’s website at www.crc.com.

Highlights

•Reported net income of $115 million, adjusted net income1 of $98 million and adjusted EBITDAX1 of $328 million

•Generated $186 million of net cash provided by operating activities and $252 million of operating cash flow before net changes in operating assets and liabilities1

•Generated $131 million in free cash flow1

•Delivered average net production of 141 thousand barrels of oil equivalent per day (MBoe/d) (79% oil), flat quarter-over-quarter production, with drilling, completions and workover capital of $34 million

•Returned $258 million to stakeholders2, including $100 million in share repurchases, $35 million in dividends and $123 million in debt repurchases

•Realized $173 million of the Aera-related merger synergies; on track to realize $185 million by the end of 2025 and the remainder in early 2026

•Exited the first quarter of 2025 with $199 million in available cash3, $983 million in available borrowing capacity and $1,182 million of liquidity1, 3

•Targeting first carbon dioxide (CO₂) injection at the CTV I - 26R storage reservoir from CRC's carbon capture and storage (CCS) project at its Elk Hills Cryogenic Gas Plant by year-end 2025. See Carbon TerraVault's First Quarter 2025 Update for additional information

“We delivered a strong start to 2025, executing our business plan that allows us to create value in a volatile macro environment while returning a record quarterly amount of capital to shareholders,” said CRC President and CEO Francisco Leon. “Our integrated strategy—anchored by low-decline conventional assets, a scalable carbon management platform, and power solutions—positions us to generate sustainable free cash flow across cycles. We are pleased with the Aera integration as the team works to realize the $185 million of synergies through the balance of this year. With 70% of our oil production hedged for 2025, a right-sized cost structure following the Aera merger, and expected progress in our CCS and power initiatives, we remain confident in our performance in 2025. We are building a different kind of energy company—one that’s resilient, returns-focused, and critical to California’s decarbonization.”

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First Quarter 2025 Financial Results

Selected Production, Price Information and Results of Operations1st Quarter4th Quarter

($ in millions)20252024

Net oil production per day (MBbl/d)111 112

Realized oil price with derivative settlements ($ per Bbl)$72.01 $73.00

Net NGL production per day (MBbl/d)10 10

Realized NGL price ($ per Bbl)$54.64 $52.62

Net natural gas production per day (Mmcf/d)117 115

Realized natural gas price with derivative settlements ($ per Mcf)$4.12 $3.65

Net total production per day (MBoe/d)141 141

Margin from purchased commodities4 ($ millions) $14 $6

Electricity margin5 ($ millions) $12 $30

Net gain from commodity derivatives ($ millions)$6 $(49)

Other revenue and operating expenses, net6 ($ millions) $(27)$(50)

Selected Financial Statement Data and non-GAAP measures:1st Quarter4th Quarter

($ and shares in millions, except per share amounts)20252024

Statements of Operations:

Revenues

Total operating revenues$912 $877

Selected Expenses

Operating costs$316 $323

General and administrative expenses$72 $95

Adjusted general and administrative expenses1 $66 $85

Taxes other than on income$70 $80

Transportation costs$20 $21

Operating Income $186 $68

Interest and debt expense$(27)$(28)

Income tax (provision) benefit $(47)$(8)

Net income $115 $33

EPS, Non-GAAP Measures and Select Balance Sheet Data

Adjusted net income1 $98 $84

Weighted-average common shares outstanding - diluted91.2 92.2

Net income per share - diluted

$1.26 $0.36

Adjusted net income per share1 - diluted $1.07 $0.91

Adjusted EBITDAX1 $328 $316

Deferred income tax provision (benefit)$35 $(9)

Net cash provided by operating activities$186 $206

Net cash provided by operating activities before net changes in operating assets and liabilities1 $252 $258

Capital investments$55 $88

Free cash flow1 $131 $118

Cash and cash equivalents$214 $372

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Guidance

The following table provides key second quarter and full year 2025 financial and operating guidance. With respect to oil and gas development, CRC will run a one rig progra

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California Resources Reports Fourth Quarter and Full Year 2024 Financial and Operating Results

Achieves Meaningful Capital Efficiency1 Improvements and Significant Cost Reductions Following Aera Merger

LONG BEACH, California, March 3, 2025 - California Resources Corporation (NYSE: CRC) today reported financial and operating results for the fourth quarter and full year 2024, as well as its guidance for 2025. The Company plans to host a conference call and webcast at 1 p.m. ET (10 a.m. PT) on Monday, March 3, 2025. Participation details can be found within this release. Supplemental slides are available on CRC’s website at www.crc.com.

Fourth Quarter 2024 Highlights

•Generated $206 million of net cash flow provided by operating activities, $258 million of operating cash flow before changes in operating assets and liabilities¹ and $118 million in free cash flow¹

•Reported net income of $33 million, adjusted net income¹ of $84 million and adjusted EBITDAX¹ of $316 million

•Delivered average net production of 141 thousand barrels of oil equivalent per day (MBoe/d) (79% oil); exited 2024 with 163 MBoe/d of gross production

•Returned $92 million to shareholders (~78% of fourth quarter free cash flow¹) via share repurchases and dividends2

•Received California’s first Environmental Protection Agency (EPA) Class VI well permits for underground carbon dioxide (CO2) injection and storage into the 26R reservoir. See Carbon TerraVault's 2024 Update for additional information

Full Year 2024 Highlights

•Transformed and scaled the business through successful Aera merger, and achieved more than 70% of its targeted $235 million in merger-related synergies

•Generated net cash flow provided by operating activities of $610 million, $707 million before changes in operating assets and liabilities1 and $355 million in free cash flow¹

•Posted net income of $376 million, adjusted net income¹ of $317 million and adjusted EBITDAX¹ of $1,006 million

•Delivered average net production of 110 MBoe/d (73% oil)

•Enhanced capital efficiency after deploying $123 million of drilling, completions and workover capital to achieve an entry-to-exit gross production decline of approximately 6%

•Returned $303 million to shareholders (approximately 85% of free cash flow¹) via share repurchases and dividends2

•Exited 2024 with $354 million in available cash3, $983 million in available borrowing capacity and liquidity1 of $1,337 million3

•Sold 0.9 acre Fort Apache real estate property in Huntington Beach for approximately $10 million

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•Signed new CO2 management agreements4 (CDMA) and memoranda of understanding4 (MOU) to sequester up to 5.4 million metric tons per annum (MMTPA) of CO2 emissions with reputable national partners and approved California’s first carbon capture and storage (CCS) project. See Carbon TerraVault's 2024 Update for additional information

2025 Outlook and Highlights

•Capital investments expected to range between $285 - $335 million, including drilling, completions and workover capital of $165 - $180 million and carbon management capital of $20 - $30 million

•Net production expected to be 132 - 138 MBoe/d (79% oil), with an expected range between 5% – 8% entry-to-exit gross production decline

•On track to achieve the remaining $65 million in Aera-related synergies by year-end

•Redeemed $123 million of 2026 Senior Notes at par in February 2025 with the remaining balance of $122 million slated for redemption later this year

•Announced a new up to 1.0 MMTPA of CO2 emissions brownfield MOU4 with National Cement Company of California Inc. (National Cement); Targeting first CO₂ sequestration and cash flow from CCS project at Elk Hills Cryogenic Gas Plant. See Carbon TerraVault and National Cement Sign MOU for California's First Net Zero Cement Facility for additional information

"We delivered exceptional results in 2024, while successfully completing our transformative merger with Aera Energy. We proved our ability to seamlessly integrate assets and drive synergies. Today we have the right people, portfolio, and business plan to help lead California’s decarbonization efforts,” said CRC President and CEO Francisco Leon. “In 2025, we are focused on delivering value through our integrated asset portfolio, combining conventional oil and gas, carbon management and an expanding power solutions business. We will maintain financial strength to generate sustainable cash flow, while returning significant capital through dividends and opportunistic share buybacks to our shareholders.”

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Fourth Quarter and Full Year 2024 Financial Results

Selected Production, Price Information and Results of Operations4th Quarter3rd QuarterTotal YearTotal Year

($ in millions)2024202420242023

Net oil production per day (MBbl/d)112 113 80 52

Realized oil price with derivative settlements ($ per Bbl)$73.00 $75.38 $75.66 $65.97

Net NGL production per day (MBbl/d)10 11 10 11

Realiz

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2 a2024q3erex991.htm

EX-99.1

Document

California Resources Reports Third Quarter 2024 Financial and Operating Results

Delivering Improved Capital Efficiencies and Advancing Leading Carbon Management Platform

LONG BEACH, California, November 5, 2024 - California Resources Corporation (NYSE: CRC) today reported financial and operating results for the third quarter of 2024. The Company plans to host a conference call and webcast at 1 p.m. ET (10 a.m. PT) on Wednesday, November 6, 2024. Participation details can be found within this release. In addition, supplemental slides are available on CRC’s website at www.crc.com.

Highlights

•Generated $345 million of net income, $137 million of adjusted net income1 and $402 million of adjusted EBITDAX1

•Generated $220 million of net cash provided by operating activities, $249 million of net cash provided by operating activities before changes in operating assets and liabilities1 and $141 million of free cash flow1

•Strong third quarter 2024 average net production sold of 145 thousand barrels of oil equivalent per day (MBoe/d) and average net oil production sold of 113 thousand barrels of oil per day (MBo/d). Drilling and workover capital investments were $38 million

•On-track to deliver approximately $235 million in targeted Aera merger-related synergies by the third quarter of 2025 with $135 million of synergies actioned to date including a reduction of $60 million2 in annual interest expense

•Returned 54% of quarterly free cash flow1, or $76 million, to shareholders including $42 million in share repurchases and $34 million in dividends

•Optimized capital structure and extended maturities through recent $300 million follow-on offering of 8.250% senior notes due 2029 (2029 Senior Notes) and subsequent tender of $300 million 7.125% senior notes due 2026 (2026 Senior Notes)

•Exited the quarter with $213 million in cash and cash equivalents and $1,138 million of liquidity3

•Received California's first conditional use permits for Carbon TerraVault I CCS project in Kern County and signed a memorandum of understanding4 (MOU) to develop carbon capture and storage (CCS) solutions with Hull Street Energy LLC, a leading California power partner. See Carbon TerraVault's Third Quarter 2024 Update for additional information

"Our performance this year has been strong and we have positioned CRC for long term value creation into the future," said Francisco Leon, CRC's President and Chief Executive Officer. "Today, CRC is bigger, stronger, and more sustainable. We continue to demonstrate that we are a different kind of energy company. I am really proud of our teams and the Aera integration. We are capturing meaningful synergies, enhancing operating efficiencies and advancing new growth opportunities. The Kern County Board of Supervisors’ approval of the conditional use permits for our CTV I project and a recent MOU with a leading power partner are a testament to our team's relentless pursuit of growing our carbon business. As we look to 2025, our hedge positions

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underpin near-term cash flows and will allow for continued debt reduction and cash returns to shareholders."

Third Quarter 2024 Financial and Operating Summary

CRC reported net income of $345 million, or $3.78 per fully diluted share of common stock, and adjusted net income1 of $137 million, or $1.50 per fully diluted share. Net cash provided by operating activities was $220 million.

Transaction and integration costs related to the Aera merger decreased third quarter 2024 cash flow from operations by $57 million. Employee severance and related costs during the three months ended September 30, 2024 were $27 million. CRC expects to pay severance costs of approximately $25 million in the fourth quarter of 2024 and the remaining amounts throughout 2025 as the workforce reduction will be achieved in stages due to transition periods.

Gross production averaged 165 MBoe/d and net production sold averaged 145 MBoe/d, including net oil production sold of 113 MBo/d. Net oil production was positively impacted by approximately 1 MBo/d, as compared to the second quarter of 2024, a result CRC's production-sharing contracts (PSCs). Average realized oil prices were 98% of Brent.

Operating costs of $311 million reflected reduced activity levels, lower natural gas prices and the early realization of Aera merger-related synergies.

Capital investments of $79 million were lower than guidance primarily due to high-grading of workover capital.

Selected Production, Price Information and Results of Operations3rd Quarter2nd Quarter

($ in millions)20242024

Net oil production sold per day (MBbl/d)113 47

Realized oil price with derivative settlements ($ per Bbl)$75.38 $81.29

Net NGL production sold per day (MBbl/d)11 10

Realized NGL price ($ per Bbl)$45.77 $46.96

Net natural gas production sold per day (Mmcf/d)126 114

Realized natural gas price with derivative settlements ($ per Mcf)$2.68 $1.78

Net total producti

EX-99.1

2 d855755dex991.htm

EX-99.1

EX-99.1

Exhibit 99.1

NEWS RELEASE

For immediate release

California Resources Corporation Announces Private Offering of Additional 8.250% Senior Unsecured Notes due 2029

Long Beach, California, August 8, 2024 – California Resources Corporation (NYSE: CRC) (the “Company”) announced today that, subject to market and other conditions, it intends to offer and sell to eligible purchasers $200 million in aggregate principal amount of its 8.250% senior unsecured notes due 2029 (the “Notes”). The Notes are being offered as additional notes under the indenture dated as of June 5, 2024, as may be supplemented from time to time (the “Indenture”), pursuant to which the Company previously issued $600 million aggregate principal amount of 8.250% Senior Notes (the “Existing Notes”). The Notes will have substantially identical terms, other than the issue date and issue price, as the Existing Notes, and the Notes and the Existing Notes will be treated as a single series of securities under the Indenture and will vote together as a single class. Except with respect to Notes offered pursuant to Regulation S under the Securities Act of 1933, as amended (the “Securities Act”), the Notes will have the same CUSIP and ISIN numbers as, and will be fungible with, the Existing Notes immediately upon issuance.

Concurrently with this offering, the Company commenced a tender offer (the “Tender Offer”) to purchase for cash up to $200 million aggregate principal amount of its 7.125% senior notes due 2026 (the “2026 Notes”). The Tender Offer is made only by and pursuant to the terms of the Offer to Purchase, dated August 8, 2024. The Tender Offer is conditioned on the consummation of this offering, but this offering is not conditioned on the completion of the Tender Offer.

The Company intends to use the net proceeds from this offering, together with cash on hand, (i) to fund the Tender Offer for a portion of its 2026 Notes, including all accrued interest, fees and premiums thereon, (ii) for the reduction of outstanding indebtedness, and (iii) for general corporate purposes.

The Notes have not been, and will not be, registered under the Securities Act, or any state securities laws and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the rules promulgated thereunder and applicable state securities laws. The Notes will be offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act.

This press release does not and shall not constitute an offer to sell or the solicitation of an offer to buy any Notes, nor shall there be any offer, solicitation or sale of Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Additionally, this press release shall not constitute an offer to purchase or the solicitation of an offer to sell any 2026 Notes in the Tender Offer, nor does it constitute a notice of redemption under the indenture governing the 2026 Notes.

Forward-Looking Statement Disclosure

All statements, except for statements of historical fact, made in this release regarding activities, events or developments the Company expects, believes or anticipates will or may occur in the future, such as statements regarding the proposed offering and the intended use of proceeds, including the Tender Offer, are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. All forward-looking statements speak only as of the date of this release. Although the Company believes that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable, there is no assurance that these plans, intentions or expectations will be achieved. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements. Except as required by law, the Company expressly disclaims any obligation to and does not intend to publicly update or revise any forward-looking statements.

The Company cautions you that these forward-looking statements are subject to all of the risks and uncertainties incident to the Company’s business, most of which are difficult to predict and many of which are beyond the Company’s control. These risks include, but are not limited to, the risks described under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and its subsequently filed Quarterly Reports on Form 10-Q.

About California Resources Corporation

California Reso

8-K

California Resources Corp false 0001609253 0001609253 2024-06-28 2024-06-28

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): June 28, 2024

California Resources Corporation

(Exact name of registrant as specified in its charter)

Delaware

001-36478

46-5670947

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

1 World Trade Center, Suite 1500

Long Beach, California

90831

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (888) 848-4754

N/A

(Former Name Or Former Address, if Changed Since Last Report)

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:

☐

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 class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock

CRC

New 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Introductory Note:

On July 1, 2024, California Resources Corporation, a Delaware corporation (“CRC”), completed the transactions contemplated by the Agreement and Plan of Merger (the “Merger Agreement”) described in our Current Report on Form 8-K, filed on February 9, 2024 (collectively, the “Transaction”). As a result of the Transaction, Aera Energy, LLC (together with its wholly-owned subsidiaries, “Aera”) and its operating affiliate Aera Energy Services Company (together with Aera, the “Aera Companies”) are now wholly-owned subsidiaries of CRC.

Item 1.01.

Entry into a Material Definitive Agreement.

Registration Rights Agreement and Stockholder Agreements.

The text set forth under the “Introductory Note” above is incorporated herein by reference.

At the effective time of the Transaction (the “Closing”), CRC entered into (i) a Registration Rights Agreement (the “Registration Rights Agreement”) with (x) IKAV Energy Inc., a Delaware corporation, IKAV Impact S.a.r.l., a Luxembourg corporation, and Simlog Inc., a Delaware corporation (collectively, “IKAV Seller”), (y) Oaktree Huntington Investment Fund II AIF (Delaware), L.P. – Class C, Oaktree Huntington Investment Fund II AIF (Delaware), L.P. – Class G, OCM Opps XI AIV Holdings (Delaware), L.P., OCM Opps Xb AIF Holdings (Delaware), L.P., each a Delaware limited partnership, and OCM Aera E Holdings, LLC, a Delaware limited liability company (collectively, “IKAV Co-Invest Seller”), and (z) CPP Investment Board Private Holdings (6), Inc., a Canadian corporation (“CPP Seller” and, together with IKAV Seller and IKAV Co-Invest Seller, the “Sellers”) and (ii) Stockholder Agreements with each of IKAV Seller and CPP Seller (the “Stockholder Agreements”), which agreements are described under the captions “Registration Rights Agreement” and “Stockholder Agreements” in CRC’s Current Report on Form 8-K, filed on February 9, 2024.

The foregoing description of the Registration Rights Agreement and the Stockholder Agreements and the transactions contemplated thereby contained in this Item 1.01 does not purport to be complete and is subject to and qualified in its entirety by reference to the full text of the Registration Rights Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and the Stockholder Agreements, which are filed as Exhibits 10.2 and 10.3 to this Current Report on Form 8-K, and are in each case incorporated by reference herein.

Fourth Amendment to CRC’s Amended and Restated Credit Agreement.

In connection with the Closing of the Transaction, CRC and certain of its subsidiaries entered into a fourth amendment (the “Fourth Amendment”) to the Amended and Restated Credit Agreement, dated as of April 26, 2023 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Revolving Credit Facility”), by and among CRC, as borrower, Citibank, N.A., as

-

EX-99.1

2 a2024q1erex991.htm

EX-99.1

Document

California Resources Reports First Quarter 2024 Financial and Operating Results

CRC Committed to Shareholder Return Strategy; Returned Nearly $95 million Year to Date to Shareholders via Dividends and Share Repurchases

LONG BEACH, California, May 7, 2024 - California Resources Corporation (NYSE: CRC) today reported financial and operating results for the first quarter 2024. The Company plans to host a conference call and webcast on Wednesday, May 8th at 1:00 p.m. Eastern Time (10:00 a.m. Pacific Time). Participation details can be found within this release. In addition, supplemental slides are posted to CRC’s website at www.crc.com.

First Quarter 2024 Highlights:

•Returned $79 million to shareholders through share repurchases and dividends

•Reported $87 million of net cash from operating activities

•Net cash provided by operating activities before changes in operating assets and liabilities, net1 of $92 million includes $25 million of costs related to the Aera transaction and incremental energy costs due to scheduled power plant major maintenance

•Reported net loss of $10 million, or $0.14 per diluted share. When adjusted for items analysts typically exclude from estimates (including mark-to-market adjustments of $59 million, one-time costs for Aera Merger of $13 million and increased power and fuel costs due to power plant shutdown of $21 million all of which is before taxes), the Company's adjusted net income1 was $54 million, or $0.75 per diluted share

•Generated an adjusted EBITDAX1 of $149 million and $33 million of free cash flow1

•Flat entry to exit gross production of 94 thousand barrels of oil equivalent per day (MBoe/d) after investing drilling and workover capital of $22 million

•Delivered average quarterly net production of 76 MBoe/d and net oil production of 48 thousand barrels of oil per day (MBo/d)

•The Carbon TerraVault JV achieved the milestone for the second installment related to “CTV I – 26R” reservoir pore space contribution in the amount of $46 million. See CTV's First Quarter 2024 Update press release for additional information

•Announced the expiration of the required waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with respect to the pending combination upon the completion of which Aera Energy, LLC (Aera) and its operating affiliate Aera Energy Services Company will be indirect wholly-owned subsidiaries of CRC (Aera Merger)

•Received “Grade A” certification through MiQ’s Methane Emissions Performance Standard for CRC's operating assets in Los Angeles and Orange Counties

"Our solid first quarter performance adds to CRC's historical track record of unwavering commitment to shareholder returns and effective cost management," said Francisco Leon, CRC's President and Chief Executive Officer. "CRC's improved cost structure demonstrates the fundamental improvements we’ve made to our business, reflecting our readiness to combine with Aera while driving a higher level of efficiency and effectiveness throughout the organization. I want

Page 1

to thank all of our employees as the foundation of CRC’s continued success comes from their ongoing diligent efforts and hard work”

"With company's operations successfully scaled to generate free cash flow, our advantaged balance sheet position has allowed us to accelerate the return of capital to shareholders and return more than double of our quarterly free cash flow1 back to investors," continued Leon. "Looking ahead to the remainder of the year, we remain focused on closing the Aera Merger, further expanding our carbon management business and continuing to provide innovative energy solutions to meet California's energy needs."

First Quarter 2024 Financial and Operating Summary

Net loss for the period was $10 million, or $0.14 per diluted share of common stock, and adjusted net income1 was $54 million, or $0.75 per diluted share. The Company reported first quarter net cash from operating activities of $87 million. Adjusted EBITDAX1 was $149 million. Net cash provided by operating activities before changes in operating assets and liabilities, net1, of $92 million includes Aera Merger expenses of $13 million and incremental energy costs due to the scheduled Elk Hills power plant major maintenance of $12 million. CRC generated $33 million of free cash flow1 during the quarter.

CRC’s gross production in the first quarter averaged 94 MBoe/d. Net production averaged 76 MBoe/d, including net oil production of 48 MBo/d. A longer than expected Elk Hills power plant major maintenance, challenging weather conditions and PSC effects adversely affected net production in the first quarter of 2024 by 1.5 MBoe/d from previously issued guidance. Average realized oil prices during the quarter were 98% of Brent.

Operating costs in the first quarter of 2024 were $176 million compared to $186 million in the fourth quarter of 2023 primarily due to lower electricity and natura

crc-20240104

0001609253false00016092532024-01-042024-01-04

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): January 4, 2024

California Resources Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware001-3647846-5670947

(State or Other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification No.)

1 World Trade Center

Suite 1500

Long Beach

California90831

(Address of Principal Executive Offices)(Zip Code)

Registrant’s Telephone Number, Including Area Code: (888) 848-4754

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:

☐    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 Symbol(s)Name of each exchange on which registered

Common StockCRCNew 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 January 4, 2024, California Resources Corporation (the “Company”) posted an updated investor presentation on its website at www.crc.com. The presentation includes updated fourth quarter and year-end 2023 guidance for certain estimated operating and financial results. Copies of the slides with updated guidance are furnished as Exhibit 99.1 to this report on Form 8-K and are incorporated herein by reference.

The information contained in this report and the exhibit hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filings made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

Statements contained in the exhibit to this report that state the Company’s or its management’s expectations or predictions of the future are forward-looking statements intended to be covered by the safe harbor provisions of the Securities Act and the Exchange Act. It is important to note that the Company’s actual results could differ materially from those projected in such forward-looking statements. Factors that could affect these results include those mentioned in the documents that the Company has filed with the Securities and Exchange Commission (the “SEC”).

The Company undertakes no duty or obligation to publicly update or revise the information contained in this report, although the Company may do so from time to time as management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure including disclosure in the Investor Relations portion of the Company’s website.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits

Exhibit No.Description

99.1 Excerpts from Investor Presentation dated January 4, 2024.

104Cover Page Interactive Data File (embedded within the Inline XBRL document).

1

SIGNATURE

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.

California Resources Corporation

/s/ Michael L. Preston

Name:Michael L. Preston

Title: Executive Vice President, Chief Strategy Officer and General Counsel

DATED: January 4, 2024

crc-20231101

0001609253false00016092532023-11-012023-11-01

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 1, 2023

California Resources Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware001-3647846-5670947

(State or Other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification No.)

1 World Trade Center

Suite 1500

Long Beach

California90831

(Address of Principal Executive Offices)(Zip Code)

Registrant’s Telephone Number, Including Area Code: (888) 848-4754

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:

☐    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 Symbol(s)Name of each exchange on which registered

Common StockCRCNew 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 1, 2023, California Resources Corporation (the “Company”) issued a press release announcing its financial condition and results of operations for the three and nine months ended September 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this report on Form 8-K, and is incorporated herein by reference.

The information contained in this report and the exhibits hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filings made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits

Exhibit No.Description

99.1 Press Release dated November 1, 2023.

104Cover Page Interactive Data File (embedded within the Inline XBRL document).

1

SIGNATURE

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.

California Resources Corporation

/s/ Michael L. Preston

Name:Michael L. Preston

Title: Executive Vice President, Chief Strategy Officer and General Counsel

DATED: November 1, 2023