Financial Data and Key Metrics Changes - In Q4 2021, the company returned over 70% of cash from operations, equating to more than $800 million to equity investors, significantly exceeding the minimum commitment of 40% [8][19] - The company achieved over $2.2 billion of free cash flow in 2021, with a reinvestment rate of 32%, and over $900 million of free cash flow at a 22% reinvestment rate in Q4 alone [11][12] - The company executed $1 billion in share repurchases since October, resulting in an 8% reduction in outstanding shares [9][19] Business Line Data and Key Metrics Changes - The capital program for 2022 is set at $1.2 billion, focusing on free cash flow generation over production growth [24] - The company plans to allocate approximately 75% of its capital budget to the Eagle Ford and Bakken, with the remainder going to the Permian and Oklahoma [25] Market Data and Key Metrics Changes - The company expects to deliver over $3 billion of free cash flow at a reinvestment rate of less than 30%, assuming $80 WTI and $4 Henry Hub prices [12][24] - The company retains significant leverage to commodity price upside, with a $1 increase in oil price translating to approximately $60 million in incremental free cash flow [28] Company Strategy and Development Direction - The company is committed to a disciplined capital allocation framework that prioritizes sustainable free cash flow generation and return of capital [12][24] - The focus remains on maximizing capital efficiency and free cash flow generation rather than production output [26][36] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in delivering superior financial outcomes compared to E&P peers and the broader S&P 500, emphasizing the importance of competitive financial performance [10][11] - The company aims to maintain a competitive and sustainable base dividend while also focusing on share repurchases to enhance per share metrics [21][70] Other Important Information - The company achieved a GHG intensity reduction target of at least 30% relative to its 2019 baseline and improved gas capture to 98.8% for the full year [32][33] - The company has a strong commitment to ESG excellence, with new quantitative goals for GHG intensity and methane intensity [33][34] Q&A Session Summary Question: Expected return of free cash flow to shareholders - Management indicated they are on pace to return over 50% of cash flow from operations to investors in Q1, with potential for delivery exceeding 70% as demonstrated in Q4 [40][44] Question: Details on the 2022 program and asset-level color - Management provided insights on the well mix in Bakken and Eagle Ford, with a focus on longer laterals to enhance efficiencies [45][46] Question: Acquisition capital spent during the quarter - The acquisition was a small Eagle Ford bolt-on that allowed for extended laterals in Karnes County, reflecting a disciplined approach to A&D activities [48][50] Question: Allocation of cash flow and preferences between buybacks and dividends - Management emphasized the strong value proposition of share repurchases while maintaining a competitive base dividend, with synergies between the two [52][55] Question: Plans for debt maturities and capital returns - The base case is to pay off small maturities with cash, with no need to accelerate debt reduction [57][59] Question: Future capital allocation shifts towards Oklahoma and Delaware - Management indicated that the capital allocation weighting will remain consistent over the next five years, with no radical shifts expected [60][61] Question: Confidence in drilling programs and inventory depth - Management expressed confidence in the inventory depth across basins, with over a decade of high-quality inventory available [63][64]

Financial Performance & Capital Allocation - In 2021, Marathon Oil generated over $2.2 billion of free cash flow (FCF) [4], with a 32% reinvestment rate [9] - The company executed $1 billion of share repurchases from October 1, 2021, to February 16, 2022, reducing the share count by 8% in 4.5 months [9] - The company raised the base dividend for the fourth consecutive quarter, representing a cumulative increase of 133% [9] - The 2022 capital budget is set at $1.2 billion, expected to deliver >$3 billion of FCF at <30% reinvestment rate, assuming $80/bbl WTI and $4.00/MMBtu HH [8, 9] - Marathon Oil expects to return a minimum of 40% of CFO to equity investors in 2022 [9] Operational Performance & Outlook - 4Q21 oil production was 181 mbopd, and FY21 oil production was 173 mbopd [7] - The company anticipates total oil and oil-equivalent production to be flat with 2021 averages in 2022 [23] - The company's corporate FCF breakeven is below $35/bbl WTI [9, 10, 25] ESG Performance - The company achieved a >30% reduction in GHG intensity in 2021 [8, 36] - The company achieved 98.8% gas capture in 2021 [8, 36] - New short, medium, and long-term objectives have been set for GHG intensity, methane intensity, and gas capture [8, 33]

Part I [Business and Properties](index=7&type=section&id=Items%201.%20and%202.%20Business%20and%20Properties) Marathon Oil Corporation is an independent exploration and production company focused on U.S. resource plays and international operations in Equatorial Guinea, prioritizing free cash flow generation and shareholder returns - The company operates through two reportable segments: United States, focusing on U.S. resource plays, and International, including operations in Equatorial Guinea (E.G.) for crude oil, natural gas, LNG, and methanol[14](index=14&type=chunk) - Marathon Oil's business strategy centers on delivering competitive returns, free cash flow, and cash returns to shareholders by maintaining a disciplined capital reinvestment rate[15](index=15&type=chunk) Total Proved Reserves as of December 31, 2021 | Category | Crude Oil & Condensate (million barrels) | Natural Gas Liquids (million barrels) | Natural Gas (billion cubic feet) | Total (million barrels of oil equivalent) | Total (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | **U.S.** | 541 | 200 | 1,446 | 982 | 89% | | **E.G.** | 29 | 18 | 466 | 124 | 11% | | **Total Proved Reserves** | **570** | **218** | **1,912** | **1,106** | **100%** | Net Sales Volumes (thousand barrels of oil equivalent per day) | Region | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | **United States** | 286 | 306 | 323 | | **International** | 61 | 77 | 91 | | **Total** | **347** | **383** | **414** | Major Customers (% of Total Commodity Sales) | Customer | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Marathon Petroleum Corporation | 17% | 13% | 13% | | Valero Marketing and Supply | 10% | N/A | 11% | | Koch Resources LLC | N/A | 12% | 13% | | Shell Trading | N/A | N/A | 10% | [Risk Factors](index=22&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks from volatile commodity prices, subjective reserve estimations, and transportation constraints, alongside substantial regulatory and compliance risks related to climate change, hydraulic fracturing, and environmental liabilities, compounded by **$4.0 billion** in debt as of year-end 2021 - A substantial decline in crude oil, NGLs, and natural gas prices is a primary risk that could reduce operating results, cash flows, and the carrying value of assets, influenced by global supply/demand, OPEC actions, and geopolitical conditions[79](index=79&type=chunk) - Estimates of proved reserves are subjective and depend on numerous assumptions, where material changes in commodity prices or other factors could impair the quantity and value of the company's reserves[80](index=80&type=chunk)[82](index=82&type=chunk) - The company is subject to various climate-related risks, including policy and legal risks from increased regulation, market risks from shifts in demand to lower-carbon energy, and physical risks from extreme weather events[90](index=90&type=chunk) - As of December 31, 2021, total debt was **$4.0 billion**, which may limit financial flexibility, increase vulnerability to adverse economic conditions, and restrict the use of cash flow for other purposes[99](index=99&type=chunk) - The company faces significant regulatory compliance risks, including potential costs and operating restrictions related to environmental laws, hydraulic fracturing, induced seismicity, and climate change initiatives from the current U.S. administration[104](index=104&type=chunk)[110](index=110&type=chunk)[112](index=112&type=chunk) [Legal Proceedings](index=33&type=section&id=Item%203.%20Legal%20Proceedings) Marathon Oil is a defendant in various legal proceedings, including royalty, contract, and environmental claims, and lawsuits related to greenhouse gas emissions, with ongoing negotiations with the EPA regarding a Clean Air Act Notice of Violation - The company is a defendant in lawsuits filed by government entities seeking to hold fossil fuel producers liable for the alleged impacts of greenhouse gas emissions[126](index=126&type=chunk) - In January 2020, the company received a Notice of Violation from the EPA related to the Clean Air Act and is actively negotiating the terms of a consent decree, which will likely result in monetary sanctions and injunctive terms[126](index=126&type=chunk) Part II [Market for Common Equity, Stockholder Matters, and Issuer Purchases](index=34&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Marathon Oil's common stock trades on the NYSE under 'MRO', with **45.5 million** shares repurchased for approximately **$723 million** in Q4 2021, leaving **$1.9 billion** remaining under the authorized share repurchase program as of year-end 2021 Issuer Purchases of Equity Securities (Q4 2021) | Period | Total Shares Purchased | Average Price per Share | Shares Purchased as Part of Program | Approx. Dollar Value Remaining in Program | | :--- | :--- | :--- | :--- | :--- | | Oct 2021 | 9,976,809 | $15.92 | 9,959,789 | $1,161,719,576 | | Nov 2021 | 10,178,355 | $16.49 | 10,177,722 | $2,373,902,569 | | Dec 2021 | 25,409,775 | $15.63 | 25,409,775 | $1,976,852,884 | | **Total** | **45,564,939** | **$15.88** | **45,547,286** | **$1,976,852,884** | - As of December 31, 2021, the company has **$1.9 billion** of authorization remaining under its share repurchase program[129](index=129&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=35&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Marathon Oil's 2021 financial performance significantly improved due to higher commodity prices, resulting in **$946 million** net income and **$3.2 billion** cash from operations, enabling debt reduction and share repurchases, with a **$1.2 billion** capital budget for 2022 focused on free cash flow generation Key Financial Highlights: 2021 vs. 2020 (in millions) | Metric | 2021 | 2020 | Change | | :--- | :--- | :--- | :--- | | Revenues from contracts | $5,601 | $3,097 | +$2,504 | | Net Income (Loss) | $946 | ($1,451) | +$2,397 | | Net Income (Loss) per Share | $1.20 | ($1.83) | +$3.03 | | Cash from Operations | $3,239 | $1,473 | +$1,766 | - The company enhanced its balance sheet by redeeming **$1.4 billion** of senior notes in 2021, with the next significant maturity of **$1.0 billion** due in 2027[135](index=135&type=chunk) - For 2022, the company announced a **$1.2 billion** capital budget that prioritizes free cash flow generation over production growth, aiming to maintain 2021 oil production levels[136](index=136&type=chunk) Average Realized Prices: 2021 vs. 2020 (United States) | Product | 2021 | 2020 | % Change | | :--- | :--- | :--- | :--- | | Crude oil and condensate (per barrel) | $66.88 | $35.93 | +86% | | Natural gas liquids (per barrel) | $28.89 | $11.28 | +156% | | Natural gas (per thousand cubic feet) | $4.57 | $1.77 | +158% | - At year-end 2021, the company had approximately **$3.7 billion** of liquidity, comprising **$580 million** in cash and **$3.1 billion** available under its revolving credit facility[178](index=178&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=54&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Marathon Oil is primarily exposed to commodity price and interest rate risks, utilizing derivative instruments like three-way collars and swaps to manage exposure and support cash flow predictability - The company periodically uses commodity derivative instruments, including futures, swaps, and options, to manage price risk on a portion of its forecasted U.S. sales[213](index=213&type=chunk) Commodity Derivative Fair Value Sensitivity (as of Dec 31, 2021) | Scenario | Fair Value Change (in millions) | | :--- | :--- | | **Current Net Liability** | **($7)** | | Hypothetical 10% Price Increase | ($31) | | Hypothetical 10% Price Decrease | $10 | - The company's debt portfolio consists of fixed-rate instruments, and it uses interest rate swaps to manage exposure to interest rate movements on future obligations, such as lease payments[215](index=215&type=chunk) [Financial Statements and Supplementary Data](index=55&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) The audited consolidated financial statements for 2021 show a significant turnaround with **$5.47 billion** in total revenues and **$946 million** net income, reflecting **$17.0 billion** in total assets and **$3.2 billion** net cash from operations, with proved reserves totaling **1,106 million barrels of oil equivalent** and a standardized measure of discounted future net cash flows of **$12.4 billion** Consolidated Statement of Income (in millions) | Line Item | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Total revenues and other income | $5,467 | $3,086 | $5,190 | | Total costs and expenses | $4,159 | $4,266 | $4,554 | | Income (loss) from operations | $1,308 | ($1,180) | $636 | | **Net income (loss)** | **$946** | **($1,451)** | **$480** | Consolidated Balance Sheet (in millions) | Line Item | Dec 31, 2021 | Dec 31, 2020 | | :--- | :--- | :--- | | Total current assets | $1,821 | $1,612 | | Property, plant and equipment, net | $14,499 | $15,638 | | **Total assets** | **$16,994** | **$17,956** | | Total current liabilities | $1,637 | $1,213 | | Long-term debt | $3,978 | $5,404 | | **Total liabilities** | **$6,308** | **$7,395** | | **Total stockholders' equity** | **$10,686** | **$10,561** | Consolidated Statement of Cash Flows (in millions) | Line Item | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Net cash provided by operating activities | $3,239 | $1,473 | $2,749 | | Net cash used in investing activities | ($1,010) | ($1,303) | ($2,818) | | Net cash used in financing activities | ($2,391) | ($286) | ($535) | | **Net (decrease) in cash** | **($162)** | **($116)** | **($604)** | - Supplementary data shows a standardized measure of discounted future net cash flows from proved reserves of **$12.4 billion** at year-end 2021, a significant increase from **$4.0 billion** at year-end 2020, primarily due to higher commodity prices[419](index=419&type=chunk) [Controls and Procedures](index=118&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures and internal control over financial reporting were effective as of December 31, 2021, with no material changes during Q4 2021 - Based on an evaluation, the CEO and CFO concluded that the company's disclosure controls and procedures were effective as of December 31, 2021[423](index=423&type=chunk) - Management concluded that the company's internal control over financial reporting was effective as of December 31, 2021, a conclusion audited by PricewaterhouseCoopers LLP[423](index=423&type=chunk)[666](index=666&type=chunk) Part III [Directors, Executive Officers, Corporate Governance, and Related Matters](index=119&type=section&id=Items%2010%2C%2011%2C%2012%2C%2013%2C%20and%2014) This section covers directors, executive officers, corporate governance, executive compensation, security ownership, and principal accountant fees, with detailed information incorporated by reference from the company's 2022 Proxy Statement - Information regarding Directors, Executive Officers, Corporate Governance (Item 10), Executive Compensation (Item 11), Security Ownership (Item 12), Certain Relationships and Related Transactions (Item 13), and Principal Accountant Fees (Item 14) is incorporated by reference from the company's 2022 Proxy Statement[425](index=425&type=chunk)[426](index=426&type=chunk)[428](index=428&type=chunk) Securities Authorized for Issuance Under Equity Compensation Plans (as of Dec 31, 2021) | Plan Category | Securities to be Issued Upon Exercise | Weighted-Average Exercise Price | Securities Remaining for Future Issuance | | :--- | :--- | :--- | :--- | | Equity compensation plans approved by stockholders | 7,506,052 | $17.50 | 25,948,349 | Part IV [Exhibits, Financial Statement Schedules](index=120&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists all documents filed as part of the Form 10-K report, including financial statements from Item 8, notes on omitted financial schedules, and a comprehensive index of all exhibits - This section contains the list of financial statements, financial statement schedules, and exhibits filed with the Form 10-K[431](index=431&type=chunk)

Financial Performance & Capital Allocation - Marathon Oil expects greater than $2 billion of free cash flow (FCF) in 2021 based on strip pricing[6, 21] - The company is targeting approximately $500 million of share repurchases during the fourth quarter of 2021, with $200 million already executed[5, 17] - Marathon Oil anticipates returning around 50% of its fourth-quarter cash flow from operations to equity holders through increased base dividend and share repurchases[5, 7, 29] - The board increased the share repurchase authorization to $2.5 billion[5, 7, 17] - The company reduced total 2021 gross debt by $1.4 billion, contributing to approximately $50 million of annualized interest savings[17, 23, 24] Sustainability & Operational Efficiency - Marathon Oil is working toward a 2021 greenhouse gas (GHG) emissions intensity target of at least a 30% reduction and a 2025 goal of at least a 50% reduction, both versus a 2019 baseline[15, 17] - The company achieved a 3Q21 company-wide gas capture rate of greater than 99%[15] - The company's 2021 reinvestment rate is tracking below 35%[17, 21] Production & Exploration - 4Q21 total oil production is expected to increase to 176-180 MBOPD compared to 3Q21 production of 168 MBOPD[21, 69] - Initial productivity from the Texas Delaware Oil Play multi-well pad is exceeding expectations[6, 38] - 3Q21 equity earnings from Equatorial Guinea were $86 million, compared to cash dividends of $47 million[39] 2022 Outlook - Marathon Oil is positioned for continued top-tier FCF generation and a leading return of capital profile in 2022[7, 44] - The company targets to return at least 40% of CFO to equity investors at $60/bbl or higher WTI, providing a peer-leading return of capital profile, with a minimum return to equity holders of ~$1.6B at recent strip and ~$1.1B at $60/bbl WTI[16, 44]

Marathon Oil Corporation (NYSE:MRO) Q3 2021 Earnings Conference Call November 4, 2021 9:00 AM ET Company Participants Lee Tillman – Chairman, President, and CEO Guy Baber – Vice President Investor Relations Dane Whitehead – Executive VP and CFO Pat Wagner – Executive VP of Corporate Development strategy Mike Henderson – Executive VP of Operations Conference Call Participants Jeanine Way – Barclays Arun Jayaram – JP Morgan Scott Hanold – RBC Capital Market Doug Leggate – Bank of America Neal Dingmann – tours ...

Part I [Financial Statements](index=2&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements for Marathon Oil Corporation for the third quarter and first nine months of 2021, including detailed notes [Consolidated Statements of Income](index=3&type=section&id=Consolidated%20Statements%20of%20Income%20(Unaudited)) This section details the company's revenues, expenses, and net income for the third quarter and first nine months of 2021 and 2020 Q3 & Nine Months 2021 vs 2020 Income Statement Highlights (in millions, except per share data) | Metric | Q3 2021 | Q3 2020 | YTD 2021 | YTD 2020 | | :--- | :--- | :--- | :--- | :--- | | **Revenues from contracts with customers** | $1,438 | $761 | $3,869 | $2,275 | | **Total revenues and other income** | $1,453 | $754 | $3,667 | $2,256 | | **Income (loss) from operations** | $347 | $(242) | $569 | $(930) | | **Net income (loss)** | $184 | $(317) | $297 | $(1,113) | | **Diluted EPS** | $0.23 | $(0.40) | $0.38 | $(1.41) | [Consolidated Statements of Comprehensive Income](index=4&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20(Unaudited)) This section presents the company's net income and other comprehensive income components for the third quarter and first nine months of 2021 and 2020 Q3 & Nine Months 2021 vs 2020 Comprehensive Income (in millions) | Metric | Q3 2021 | Q3 2020 | YTD 2021 | YTD 2020 | | :--- | :--- | :--- | :--- | :--- | | **Net income (loss)** | $184 | $(317) | $297 | $(1,113) | | **Other comprehensive income (loss)** | $5 | $20 | $9 | $(48) | | **Comprehensive income (loss)** | $189 | $(297) | $306 | $(1,161) | [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets%20(Unaudited)) This section provides a snapshot of the company's assets, liabilities, and equity as of September 30, 2021, and December 31, 2020 Balance Sheet Highlights (in millions) | Metric | Sep 30, 2021 | Dec 31, 2020 | | :--- | :--- | :--- | | **Cash and cash equivalents** | $485 | $742 | | **Total current assets** | $1,655 | $1,612 | | **Property, plant and equipment, net** | $14,734 | $15,638 | | **Total assets** | $17,161 | $17,956 | | **Long-term debt** | $3,977 | $5,404 | | **Total liabilities** | $6,365 | $7,395 | | **Total stockholders' equity** | $10,796 | $10,561 | [Consolidated Statements of Cash Flows](index=6&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) This section outlines the company's cash inflows and outflows from operating, investing, and financing activities for the first nine months of 2021 and 2020 Nine Months Ended Sep 30 Cash Flow Summary (in millions) | Metric | 2021 | 2020 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $2,093 | $1,055 | | **Net cash used in investing activities** | $(728) | $(1,060) | | **Net cash provided by (used in) financing activities** | $(1,622) | $266 | | **Net (decrease) increase in cash** | $(257) | $261 | [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements%20(Unaudited)) This section provides detailed disclosures supporting the consolidated financial statements, covering accounting policies, revenue disaggregation, segment performance, derivatives, debt management, and contingencies - The company's revenues are primarily from the sale of crude oil, condensate, NGLs, and natural gas in the United States and Equatorial Guinea[24](index=24&type=chunk) - The company operates through two reportable segments: United States (U.S.) and International (Int'l), which is primarily focused on Equatorial Guinea (E.G.)[31](index=31&type=chunk) - In the first nine months of 2021, the company redeemed **$1.4 billion** of senior notes, incurring **$121 million** in costs for early extinguishment[82](index=82&type=chunk)[12](index=12&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=30&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition and results of operations for the third quarter of 2021, highlighting free cash flow generation, balance sheet enhancement, and capital discipline - The company's strategy focuses on capital investment in U.S. resource plays to prioritize free cash flow generation for shareholder returns and balance sheet enhancement[108](index=108&type=chunk) - For the first nine months of 2021, the company generated **$2.1 billion** in cash from operations, which funded **$1.4 billion** in debt redemption, **$772 million** in capital expenditures, and **$94 million** in dividends[109](index=109&type=chunk) - The 2021 capital budget is set at a maintenance level of **$1.0 billion**, designed to keep total company oil production consistent with the Q4 2020 exit rate[113](index=113&type=chunk) [Operations](index=31&type=section&id=Operations) This section details the company's net sales volumes and factors influencing production across its segments Net Sales Volumes (mboed) | Segment | Q3 2021 | Q3 2020 | % Change | YTD 2021 | YTD 2020 | % Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | **United States** | 281 | 297 | (5)% | 280 | 314 | (11)% | | **International** | 61 | 71 | (14)% | 64 | 79 | (19)% | | **Total** | 342 | 368 | (7)% | 344 | 393 | (12)% | - Lower sales volumes in both the U.S. and International segments were attributed to reduced capital investment, natural decline, and timing of wells coming to sales[116](index=116&type=chunk)[121](index=121&type=chunk) [Market Conditions](index=33&type=section&id=Market%20Conditions) This section analyzes the impact of commodity price fluctuations on the company's financial performance - Commodity prices increased through the first nine months of 2021 due to rising oil demand, increased global economic activity, and ongoing OPEC supply limitations, significantly impacting revenues and profitability[123](index=123&type=chunk) U.S. Average Price Realizations (Q3 2021 vs Q3 2020) | Product | Q3 2021 | Q3 2020 | % Change | | :--- | :--- | :--- | :--- | | **Crude oil and condensate (per bbl)** | $69.40 | $37.78 | +84% | | **Natural gas liquids (per bbl)** | $30.68 | $11.80 | +160% | | **Natural gas (per mcf)** | $4.17 | $1.78 | +134% | International Average Price Realizations (Q3 2021 vs Q3 2020) | Product | Q3 2021 | Q3 2020 | % Change | | :--- | :--- | :--- | :--- | | **Crude oil and condensate (per bbl)** | $56.36 | $30.28 | +86% | | **Natural gas (per mcf)** | $0.24 | $0.24 | 0% | [Results of Operations](index=35&type=section&id=Results%20of%20Operations) This section provides a detailed comparison of the company's financial performance for the third quarter and nine-month periods of 2021 and 2020 - For Q3 2021, U.S. segment income was **$305 million**, a significant turnaround from a **$135 million loss** in Q3 2020, driven by higher price realizations[140](index=140&type=chunk) - International segment income for Q3 2021 was **$93 million**, up from **$8 million** in Q3 2020, also due to higher price realizations[140](index=140&type=chunk) - A loss on early extinguishment of debt of **$102 million** was recorded in Q3 2021 related to the redemption of **$900 million** in senior notes[138](index=138&type=chunk) [Liquidity and Capital Resources](index=41&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's financial flexibility, cash position, debt management, and capital allocation strategies - As of September 30, 2021, the company had approximately **$3.6 billion** of liquidity, comprising **$485 million** in cash and an undrawn **$3.1 billion** revolving credit facility[158](index=158&type=chunk) - The company redeemed **$500 million** of 2.8% Senior Notes due 2022 in April 2021 and **$900 million** of 3.85% Senior Notes due 2025 in September 2021[160](index=160&type=chunk) - Subsequent to the quarter, the company resumed its share repurchase program and the Board increased the authorization from **$1.1 billion** to **$2.5 billion**[165](index=165&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=45&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is primarily exposed to commodity price and interest rate risks, using derivatives to manage commodity price fluctuations Commodity Derivative Fair Value Sensitivity (in millions) | Scenario | Crude Oil | Natural Gas | NGL | Total | | :--- | :--- | :--- | :--- | :--- | | **Fair Value at Sep 30, 2021** | $(81) | $(51) | $(21) | $(153) | | **+10% Price Change** | $(135) | $(63) | $(24) | $(222) | | **-10% Price Change** | $(41) | $(41) | $(17) | $(99) | - The company's debt portfolio consists of fixed-rate instruments, so interest rate movements only affect results when debt is retired at prices different from carrying value; interest rate swaps are used to hedge future lease payments[173](index=173&type=chunk) [Controls and Procedures](index=45&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of September 30, 2021, with no material changes to internal controls - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of the end of the reporting period[175](index=175&type=chunk) Part II [Legal Proceedings](index=46&type=section&id=Item%201.%20Legal%20Proceedings) The company faces an EPA Notice of Violation and royalty underpayment lawsuits, but believes these will not materially affect its financial position - The company received a Notice of Violation from the EPA regarding the Clean Air Act, with potential for monetary sanctions and corrective actions[177](index=177&type=chunk) - Marathon Oil is defending against various lawsuits alleging royalty underpayments in its domestic operations, with some plaintiffs seeking class certification[177](index=177&type=chunk) [Risk Factors](index=46&type=page&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's 2020 Annual Report on Form 10-K - No material changes to risk factors from the 2020 Annual Report on Form 10-K were reported[178](index=178&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=46&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q3 2021, Marathon Oil did not repurchase shares under its program but acquired shares from employees for tax withholding, with **$1.3 billion** remaining authorization - No shares were repurchased under the publicly announced plan in Q3 2021[179](index=179&type=chunk)[180](index=180&type=chunk) - **25,352 shares** were acquired from employees at an average price of **$12.04 per share** to satisfy tax withholding obligations[179](index=179&type=chunk)[180](index=180&type=chunk) [Exhibits](index=46&type=section&id=Item%206.%20Exhibits) This section references the Exhibit Index accompanying the Form 10-Q, which lists all exhibits filed with the report

Financial Performance & Capital Allocation - Marathon Oil generated over $850 million of free cash flow in the first half of 2021[4] - The company is increasing its return of capital target to at least 40% of cash flow from operations, assuming an oil price of $60/bbl WTI or higher[5] - The company expects to return >$1 billion per annum to equity investors in a $60/bbl WTI or higher price environment[13] - The 2021 capital budget is $1 billion, expected to deliver $1.9 billion of free cash flow assuming $65/bbl WTI and $3.00 Henry Hub[13] - The company is accelerating its gross debt reduction objective through full redemption of $900 million of 2025 maturity notes, increasing total 2021 gross debt reduction to $1.4 billion[13, 22] Sustainability & ESG - The company is working toward a 2021 GHG emissions intensity target of at least a 30% reduction and a 2025 goal of at least a 50% reduction, both versus a 2019 baseline[12, 13] - CEO and Board compensation has been reduced by 25%, and the compensation framework has been optimized and redesigned[13] - The company achieved a 2Q21 company-wide gas capture rate of 98.5%[12] Production & Operations - 2021 U S oil-equivalent production guidance was raised by 5 MBOED[16] - The company is raising 2021 equity income guidance by >70% to $180 million to $200 million[52] - The company's corporate free cash flow breakeven is below $35/bbl WTI[13, 16]

Financial Data and Key Metrics Changes - In Q2 2021, the company generated $420 million of free cash flow, bringing the total for the first half of the year to over $860 million [7][8] - The company expects to generate $1.9 billion of free cash flow for the full year 2021, corresponding to a free cash flow yield north of 20% [8][9] - The corporate free cash flow breakeven is well below $35 per barrel WTI [8][24] Business Line Data and Key Metrics Changes - The company raised its full year U.S. oil equivalent production guidance by 5,000 barrels per day, approximately 2% [14] - Third quarter oil production is expected to be flat at 170,000 barrels per day, with an increase anticipated in the fourth quarter [15] Market Data and Key Metrics Changes - The company maintains a $1 billion full-year capital budget, with no plans to increase spending despite stronger commodity prices [14][16] - Capital spending for the second half of the year will be heavily weighted to the third quarter, accounting for approximately 65% of the second half spending [16] Company Strategy and Development Direction - The company is committed to capital discipline and has enhanced its return of capital framework, targeting at least 40% of annual cash flow from operations to equity holders in a $60 per barrel WTI environment [9][20] - The company aims to return over $1 billion to equity holders per year at a $60 price with a maintenance-level capital program [20][25] Management's Comments on Operating Environment and Future Outlook - Management emphasized the importance of sustainable free cash flow generation and maintaining a strong balance sheet [24][25] - The company is positioned to deliver strong financial performance across a wide range of commodity prices, with a focus on operational excellence and ESG commitments [23][26] Other Important Information - The company has reduced executive compensation and aligned it with shareholder interests, eliminating production and growth targets in favor of cumulative free cash flow targets [12] - The company is making progress towards its GHG intensity reduction target of 30% in 2021 and a 50% reduction by 2025 [11] Q&A Session Summary Question: Timing of Enhanced Shareholder Returns - Management indicated that enhanced returns to equity holders could begin in the second half of 2021, contingent on achieving balance sheet goals and commodity price support [28][29] Question: Reinvestment Rate and Cost Management - The reinvestment rate is a key input in planning, reflecting the commitment to capital discipline and cash flow for shareholder distribution [45] - Management acknowledged inflationary pressures but stated that these have been factored into the 2021 guidance [47] Question: Variable Dividends vs. Share Buybacks - Management discussed the potential for both variable dividends and share buybacks, noting that buybacks appear more favorable in the current market environment due to undervalued shares [50][52] Question: Wells to Sales Profile - The company plans to bring three Texas Delaware wells to sales in the second half of the year, with a total of approximately 200 wells expected across all regions [65][66] Question: Joint Ventures in Resource Plays - Management expressed caution regarding large-scale joint ventures, preferring to maintain operational control and efficiency in existing resource plays [68]

[FORM 10-Q](index=1&type=section&id=FORM%2010-Q) Marathon Oil Corporation filed its Q2 2021 Form 10-Q, reporting **788,398,843 shares of common stock outstanding** as of July 31, 2021 - Marathon Oil Corporation filed its Quarterly Report on Form 10-Q for the period ended June 30, 2021[2](index=2&type=chunk) - The registrant is a large accelerated filer and had **788,398,843 shares of common stock outstanding** as of July 31, 2021[3](index=3&type=chunk) [Table of Contents](index=2&type=section&id=Table%20of%20Contents) The report is structured into Part I (Financial Information) and Part II (Other Information), covering financial statements, analysis, and other disclosures - The report is structured into **Part I (Financial Information)** and **Part II (Other Information)**, detailing financial statements, management's discussion and analysis, market risk, controls, legal proceedings, risk factors, equity sales, and exhibits[4](index=4&type=chunk) Part I - FINANCIAL INFORMATION [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements of Marathon Oil Corporation, including statements of income, comprehensive income, balance sheets, cash flows, and stockholders' equity, along with detailed notes explaining the basis of presentation, accounting policies, and specific financial line items [Consolidated Statements of Income (Unaudited)](index=3&type=section&id=Consolidated%20Statements%20of%20Income%20(Unaudited)) The Consolidated Statements of Income show a significant turnaround from a net loss in Q2 2020 and H1 2020 to net income in Q2 2021 and H1 2021, driven by increased revenues from contracts with customers, despite higher net losses on commodity derivatives | Metric (in millions, except per share data) | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | |:--------------------------------------------|:---------------------------------|:---------------------------------|:-------------------------------|:-------------------------------| | Revenues from contracts with customers | $1,254 | $490 | $2,431 | $1,514 | | Net gain (loss) on commodity derivatives | $(166) | $(70) | $(319) | $132 | | Net income (loss) | $16 | $(750) | $113 | $(796) | | Diluted Net income (loss) per share | $0.02 | $(0.95) | $0.14 | $(1.00) | [Consolidated Statements of Comprehensive Income (Unaudited)](index=4&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20(Unaudited)) The Consolidated Statements of Comprehensive Income reflect a shift from a comprehensive loss in 2020 to a comprehensive income in H1 2021, primarily due to improved net income, despite fluctuations in other comprehensive income components like derivative hedges and postretirement plans | Metric (in millions) | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | |:---------------------|:---------------------------------|:---------------------------------|:-------------------------------|:-------------------------------| | Net income (loss) | $16 | $(750) | $113 | $(796) | | Other comprehensive income (loss) | $(35) | $(46) | $4 | $(68) | | Comprehensive income (loss) | $(19) | $(796) | $117 | $(864) | [Consolidated Balance Sheets (Unaudited)](index=5&type=section&id=Consolidated%20Balance%20Sheets%20(Unaudited)) The Consolidated Balance Sheets show a slight decrease in total assets and liabilities from December 31, 2020, to June 30, 2021, while stockholders' equity increased, with cash and cash equivalents significantly improving and long-term debt decreasing | Metric (in millions) | June 30, 2021 | December 31, 2020 | |:---------------------|:--------------|:------------------| | Total assets | $17,800 | $17,956 | | Total liabilities | $7,166 | $7,395 | | Total stockholders' equity | $10,634 | $10,561 | | Cash and cash equivalents | $970 | $742 | | Long-term debt | $4,875 | $5,404 | [Consolidated Statements of Cash Flows (Unaudited)](index=6&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) The Consolidated Statements of Cash Flows indicate a strong increase in net cash provided by operating activities in H1 2021 compared to H1 2020, leading to a net increase in cash and cash equivalents, despite significant debt repayments and capital expenditures | Metric (in millions) | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | |:---------------------|:-------------------------------|:-------------------------------| | Net cash provided by operating activities | $1,277 | $710 | | Net cash used in investing activities | $(463) | $(915) | | Net cash used in financing activities | $(586) | $(131) | | Net increase (decrease) in cash and cash equivalents | $228 | $(336) | [Consolidated Statements of Stockholders' Equity (Unaudited)](index=7&type=section&id=Consolidated%20Statements%20of%20Stockholders%27%20Equity%20(Unaudited)) The Consolidated Statements of Stockholders' Equity show an increase in total equity from December 31, 2020, to June 30, 2021, primarily due to net income and other comprehensive income, partially offset by dividends paid and share repurchases for tax withholding | Metric (in millions) | December 31, 2020 Balance | June 30, 2021 Balance | |:---------------------|:--------------------------|:----------------------| | Total Equity | $10,561 | $10,634 | | Net income (loss) | $6,466 (Retained Earnings) | $6,524 (Retained Earnings) | | Dividends paid | $(40) (Six Months Ended June 30, 2020) | $(55) (Six Months Ended June 30, 2021) | [Notes to Consolidated Financial Statements (Unaudited)](index=8&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements%20(Unaudited)) These notes provide detailed disclosures on the company's financial statements, covering accounting policies, segment information, revenue breakdown, debt, derivatives, equity, and contingencies, offering crucial context for the reported financial performance [1. Basis of Presentation](index=8&type=section&id=1.%20Basis%20of%20Presentation) The interim consolidated financial statements are unaudited and prepared in accordance with SEC rules, not full U.S. GAAP, and should be read in conjunction with the 2020 Annual Report on Form 10-K, with results not necessarily indicative of the full year - The consolidated financial statements are unaudited and reflect all necessary adjustments for fair statement, which are of a normal recurring nature[17](index=17&type=chunk) - Statements are prepared in accordance with **SEC rules**, not full U.S. GAAP, and should be read with the 2020 Annual Report on Form 10-K[17](index=17&type=chunk) - Results for the second quarter and first six months of 2021 are not necessarily indicative of full-year results[17](index=17&type=chunk) [2. Accounting Standards](index=8&type=section&id=2.%20Accounting%20Standards) No new accounting standards adopted in the second quarter or first six months of 2021 had a material impact on the consolidated financial statements - **No accounting standards adopted** in Q2 or H1 2021 had a material impact on consolidated financial statements[18](index=18&type=chunk) [3. Income (loss) and Dividends per Common Share](index=8&type=section&id=3.%20Income%20(loss)%20and%20Dividends%20per%20Common%20Share) Basic and diluted income per share significantly improved in Q2 and H1 2021 compared to losses in the prior year, and dividends per share increased | Metric (in millions, except per share data) | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | |:--------------------------------------------|:---------------------------------|:---------------------------------|:-------------------------------|:-------------------------------| | Net income (loss) | $16 | $(750) | $113 | $(796) | | Basic Net income (loss) per share | $0.02 | $(0.95) | $0.14 | $(1.00) | | Diluted Net income (loss) per share | $0.02 | $(0.95) | $0.14 | $(1.00) | | Dividends per share | $0.04 | $0.00 | $0.07 | $0.05 | [4. Revenues](index=8&type=section&id=4.%20Revenues) Revenues from contracts with customers saw a substantial increase in Q2 and H1 2021, primarily driven by sales of crude oil, condensate, NGLs, and natural gas in the United States and Equatorial Guinea, with receivables from customers also increasing significantly - The majority of revenues are derived from the sale of crude oil and condensate, NGLs, and natural gas in the **United States and Equatorial Guinea**[21](index=21&type=chunk) | Metric (in millions) | June 30, 2021 | December 31, 2020 | |:---------------------|:--------------|:------------------| | Receivables from contracts with customers | $841 | $572 | | Segment (in millions) | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | |:----------------------|:---------------------------------|:---------------------------------|:-------------------------------|:-------------------------------| | United States | $1,189 | $462 | $2,321 | $1,432 | | International | $65 | $28 | $110 | $82 | | Total | $1,254 | $490 | $2,431 | $1,514 | [5. Segment Information](index=11&type=section&id=5.%20Segment%20Information) Marathon Oil operates in two reportable segments, United States and International (Equatorial Guinea), both showing a significant increase in segment income in Q2 and H1 2021 compared to losses in the prior year, driven by improved market conditions, with certain corporate costs and non-comparable items not allocated to segments - The company has two reportable operating segments: **United States** (explores, produces, and markets crude oil, condensate, NGLs, and natural gas) and **International** (same activities outside the U.S., plus LNG and methanol production in Equatorial Guinea)[214](index=214&type=chunk) | Metric (in millions) | U.S. (Q2 2021) | Int'l (Q2 2021) | Not Allocated (Q2 2021) | Total (Q2 2021) | |:---------------------|:---------------|:----------------|:------------------------|:----------------| | Segment income (loss) | $207 | $68 | $(259) | $16 | | Total assets | $15,747 | $1,047 | $1,006 | $17,800 | | Capital expenditures | $284 | $2 | $3 | $289 | | Metric (in millions) | U.S. (H1 2021) | Int'l (H1 2021) | Not Allocated (H1 2021) | Total (H1 2021) | |:---------------------|:---------------|:----------------|:------------------------|:----------------| | Segment income (loss) | $419 | $118 | $(424) | $113 | | Capital expenditures | $467 | $2 | $4 | $473 | [6. Income Taxes](index=15&type=section&id=6.%20Income%20Taxes) The effective income tax rate increased significantly in Q2 and H1 2021 compared to 2020, primarily due to the income mix of U.S. and E.G. operations, and the company maintains a full valuation allowance on net federal deferred tax assets in the U.S | Metric | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | |:------------------------|:---------------------------------|:---------------------------------|:-------------------------------|:-------------------------------| | Effective income tax rate | 38% | 2% | 15% | 2% | - The effective income tax rate differs from the U.S. statutory rate of **21%** due to the income mix of U.S. and E.G. operations[224](index=224&type=chunk) - A **full valuation allowance** on net federal deferred tax assets in the U.S. results in no federal deferred tax expense or benefit on current year U.S. activity[224](index=224&type=chunk) [7. Credit Losses](index=15&type=section&id=7.%20Credit%20Losses) Receivables are primarily from commodity purchasers and joint interest owners, with payment terms typically 30 days or less, and the allowance for doubtful accounts decreased slightly from year-end 2020 to June 30, 2021 - Receivables are mainly from purchasers of commodities or joint interest owners, with payment terms of **30 days or less**[225](index=225&type=chunk) | Metric (in millions) | June 30, 2021 | December 31, 2020 | |:---------------------|:--------------|:------------------| | Ending balance of allowance for doubtful accounts | $19 | $22 | [8. Inventories](index=15&type=section&id=8.%20Inventories) Inventories, consisting of crude oil, natural gas, supplies, and other items, are valued at weighted average cost and carried at the lower of cost or net realizable value, with total inventories remaining stable from year-end 2020 to June 30, 2021 - Crude oil and natural gas inventories are recorded at **weighted average cost** and carried at the lower of cost or net realizable value[227](index=227&type=chunk) | Metric (in millions) | June 30, 2021 | December 31, 2020 | |:---------------------|:--------------|:------------------| | Inventories | $78 | $76 | [9. Property, Plant and Equipment](index=16&type=section&id=9.%20Property%2C%20Plant%20and%20Equipment) Net property, plant, and equipment decreased slightly from year-end 2020 to June 30, 2021, while capitalized exploratory well costs for suspended wells increased, reflecting management's belief in their development potential | Metric (in millions) | June 30, 2021 | December 31, 2020 | |:---------------------|:--------------|:------------------| | Net property, plant and equipment | $15,019 | $15,638 | - Capitalized exploratory well costs for suspended wells increased to **$158 million** as of June 30, 2021, from **$98 million** at December 31, 2020, as management believes these wells justify potential development[231](index=231&type=chunk) [10. Impairments](index=16&type=section&id=10.%20Impairments) In Q2 2021, the company recorded $24 million in impairment expense for Eagle Ford central facilities and an additional $22 million for increased decommissioning costs of previously divested offshore assets, contrasting with 2020 which saw a $152 million impairment on an equity method investment and a $95 million goodwill impairment - In Q2 2021, recorded **$24 million impairment** for two central facilities in Eagle Ford due to decommissioning activities[234](index=234&type=chunk) - Recognized an incremental **$22 million impairment expense** in Q2 2021 for increased estimated future decommissioning costs of certain non-producing wells, pipelines, and production facilities for previously divested offshore assets in the Gulf of Mexico[235](index=235&type=chunk) - In Q2 2020, recorded a **$152 million impairment** on an equity method investment due to depressed commodity prices, and in H1 2020, a **$95 million goodwill impairment** in the International reporting unit[236](index=236&type=chunk)[237](index=237&type=chunk) [11. Asset Retirement Obligations](index=17&type=section&id=11.%20Asset%20Retirement%20Obligations) Asset retirement obligations increased in H1 2021, primarily due to a $29 million revision of estimate for anticipated decommissioning costs of previously divested offshore assets in the Gulf of Mexico | Metric (in millions) | June 30, 2021 | June 30, 2020 | |:---------------------|:--------------|:--------------| | Ending balance as of June 30, total | $296 | $252 | | Revisions of estimates | $32 | $(8) | - A **$29 million revision of estimate** in Q2 2021 related to anticipated decommissioning costs for divested offshore non-producing long-lived assets in the Gulf of Mexico[239](index=239&type=chunk) [12. Leases](index=17&type=section&id=12.%20Leases) The company primarily acts as a lessee for various operating leases, with right-of-use assets decreasing, and also acts as a lessor for residential housing in Equatorial Guinea while constructing a new Houston office building with a significant residual value guarantee | Metric (in millions) | June 30, 2021 | December 31, 2020 | |:---------------------|:--------------|:------------------| | Right-of-use asset | $92 | $133 | | Current portion of long-term lease liability | $52 | $70 | | Long-term lease liability | $44 | $67 | - Marathon E.G. Production Limited is a lessor for residential housing in E.G., with fixed lease payments of approximately **$6 million per year**[243](index=243&type=chunk) - Project costs incurred for a new Houston office building totaled approximately **$214 million** as of June 30, 2021, with a residual value guarantee of approximately **89%** of total acquisition and construction costs[244](index=244&type=chunk) [13. Goodwill](index=18&type=section&id=13.%20Goodwill) Goodwill was fully impaired by $95 million in Q1 2020 for the International reporting unit, following a substantial deterioration in worldwide hydrocarbon demand due to the global pandemic - Goodwill was **fully impaired by $95 million** in Q1 2020 for the International reporting unit[245](index=245&type=chunk) - The impairment was triggered by a substantial deterioration in worldwide hydrocarbon demand due to the global pandemic, which reduced the fair value of the International reporting unit below its carrying value[245](index=245&type=chunk) [14. Derivatives](index=18&type=section&id=14.%20Derivatives) The company uses commodity and interest rate derivatives to manage market risks, with commodity derivatives including collars and swaps, and several interest rate swaps previously designated as cash flow hedges for debt refinancing and lease payments were de-designated in 2021 | Metric (in millions) | June 30, 2021 Net Asset (Liability) | December 31, 2020 Net Asset (Liability) | |:---------------------|:------------------------------------|:----------------------------------------| | Total Not Designated as Hedges | $(119) | $(13) | | Total Designated Hedges | $(8) | $3 | | Total Derivatives | $(127) | $(10) | - Commodity derivatives include three-way collars, two-way collars, fixed price swaps, basis swaps, and NYMEX roll basis swaps for crude oil, natural gas, and NGLs[250](index=250&type=chunk) - In H1 2021, **net cash paid for settled derivative positions was $95 million**, compared to net cash received of **$91 million** in H1 2020[253](index=253&type=chunk) - De-designated forward starting interest rate swaps in Q1 and Q2 2021 related to forecasted debt issuances (2022 and 2025 notes) and Houston office lease payments, reclassifying cumulative gains/losses to net interest[255](index=255&type=chunk)[257](index=257&type=chunk) [15. Fair Value Measurements](index=23&type=section&id=15.%20Fair%20Value%20Measurements) Fair value measurements for recurring derivative instruments are primarily Level 2 and Level 1, using models with observable inputs, while nonrecurring fair values relate to impairments, and financial instruments like long-term debt are measured using market approaches (Level 2 inputs) | Metric (in millions) | June 30, 2021 Total | December 31, 2020 Total | |:---------------------|:--------------------|:------------------------| | Derivative instruments, assets | $62 | $29 | | Derivative instruments, liabilities | $(189) | $(39) | - Commodity derivatives are measured at fair value using Black-Scholes or modified Black-Scholes models, with inputs categorized as **Level 1 (swaps)** or **Level 2 (collars)**[261](index=261&type=chunk) - Long-term debt fair values are measured using a market approach based on quotes from major financial institutions (**Level 2 inputs**)[266](index=266&type=chunk) [16. Debt](index=24&type=section&id=16.%20Debt) The company amended its revolving credit facility, increasing its size to $3.1 billion and extending maturity, fully redeemed $500 million of 2022 Senior Notes in April 2021, and plans to redeem $900 million of 2025 Senior Notes in September 2021, incurring make-whole premiums but reducing future interest expense - The unsecured revolving credit facility was increased from **$3.0 billion to $3.1 billion**, with maturity extended to **June 21, 2024**[267](index=267&type=chunk) - **Total long-term debt outstanding was $4.9 billion** at June 30, 2021[269](index=269&type=chunk) - Redeemed **$500 million 2.8% Senior Notes due 2022** in April 2021, incurring **$19 million** in costs[268](index=268&type=chunk)[269](index=269&type=chunk) - Plans to redeem **$900 million 3.85% Senior Notes due 2025** in September 2021, with an estimated make-whole premium of **$85 million to $105 million**[269](index=269&type=chunk) - **Debt to total capitalization ratio was 24%** at June 30, 2021, well below the **65% covenant limit**[267](index=267&type=chunk)[349](index=349&type=chunk) [17. Stockholders' Equity](index=25&type=section&id=17.%20Stockholders%27%20Equity) No significant share repurchases were made under the program in H1 2021, except for $9 million related to tax withholding obligations for employee restricted stock awards, and the company retains $1.3 billion in remaining share repurchase authorization - **No share repurchases** under the program during H1 2021, except for **$9 million** related to tax withholding for employee restricted stock awards[270](index=270&type=chunk) - **Total remaining share repurchase authorization was $1.3 billion** at June 30, 2021[270](index=270&type=chunk) [18. Incentive Based Compensation](index=25&type=section&id=18.%20Incentive%20Based%20Compensation) The company granted stock-based performance units settled in shares and introduced new cash-settled performance units tied to cumulative free cash flow, with a banking feature, and activity for stock options and restricted stock awards/units is also detailed - Granted **307,473 stock-based performance units** (share-settled) with a grant date fair value of **$18.07 per unit**, tied to total shareholder return (TSR)[273](index=273&type=chunk) - Introduced new **cash-settled stock-based performance units (307,473 units)** tied to cumulative free cash flow, with a banking feature that fixes vesting percentages at certain milestones[273](index=273&type=chunk)[274](index=274&type=chunk) | Metric (Number of Shares) | Outstanding at Dec 31, 2020 | Outstanding at June 30, 2021 | |:--------------------------|:----------------------------|:-----------------------------| | Stock Options | 6,014,255 | 4,522,776 | | Restricted Stock Awards & Units | 7,851,754 | 6,359,127 | [19. Defined Benefit Postretirement Plans](index=26&type=section&id=19.%20Defined%20Benefit%20Postretirement%20Plans) The company reported net periodic benefit costs for pension and other postretirement plans, with contributions made to funded and unfunded pension plans in H1 2021 | Metric (in millions) | Six Months Ended June 30, 2021 (Pension) | Six Months Ended June 30, 2020 (Pension) | Six Months Ended June 30, 2021 (Other Benefits) | Six Months Ended June 30, 2020 (Other Benefits) | |:---------------------|:-----------------------------------------|:-----------------------------------------|:------------------------------------------------|:------------------------------------------------| | Net periodic benefit costs (credits) | $13 | $24 | $(6) | $(21) | - Contributions of **$14 million** were made to the funded pension plan in H1 2021, with an additional **$9 million** expected this year[276](index=276&type=chunk) [20. Reclassifications Out of Accumulated Other Comprehensive Income (Loss)](index=27&type=section&id=20.%20Reclassifications%20Out%20of%20Accumulated%20Other%20Comprehensive%20Income%20(Loss)) Total reclassifications from accumulated other comprehensive income (loss) resulted in a net income impact in H1 2021, primarily due to the reclassification of de-designated forward interest rate swaps | Metric (in millions) | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | |:---------------------|:---------------------------------|:---------------------------------|:-------------------------------|:-------------------------------| | Total reclassifications of (income) expense, net of tax | $(31) | $7 | $(26) | $8 | | Reclassification of de-designated forward interest rate swaps | $(30) | — | $(28) | — | [21. Supplemental Cash Flow Information](index=27&type=section&id=21.%20Supplemental%20Cash%20Flow%20Information) Supplemental cash flow information highlights interest and income taxes paid, and a significant increase in asset retirement costs in H1 2021 | Metric (in millions) | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | |:---------------------|:-------------------------------|:-------------------------------| | Interest paid, net of amounts capitalized | $123 | $126 | | Income taxes paid | $9 | $4 | | Increase (decrease) in asset retirement costs | $38 | $(6) | - Accrued capital expenditures for H1 2021 were **$85 million**, compared to **$48 million** in H1 2020[280](index=280&type=chunk) [22. Equity Method Investments](index=27&type=section&id=22.%20Equity%20Method%20Investments) The company's equity method investments, primarily in EGHoldings, Alba Plant LLC, and AMPCO, are considered related parties, with net income from these investees significantly improving in H1 2021, reversing a loss from the prior year | Investee | Ownership as of June 30, 2021 | June 30, 2021 (in millions) | December 31, 2020 (in millions) | |:---------------------|:------------------------------|:----------------------------|:--------------------------------| | EGHoldings | 60% | $138 | $113 | | Alba Plant LLC | 52% | $168 | $168 | | AMPCO | 45% | $152 | $166 | | Total | | $458 | $447 | | Metric (in millions) | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | |:---------------------|:---------------------------------|:---------------------------------|:-------------------------------|:-------------------------------| | Net income (loss) | $85 | $(13) | $157 | $(39) | - Revenues from related parties were **$16 million** for H1 2021, with the majority related to EGHoldings[285](index=285&type=chunk) [23. Commitments and Contingencies](index=28&type=section&id=23.%20Commitments%20and%20Contingencies) The company has various commitments and contingencies, including indemnification agreements, third-party guarantees for payment obligations of equity method investees, a $121 million current liability for suspended royalty and working interest revenue, an EPA Notice of Violation, and increased reserves for decommissioning divested offshore assets - Executed third-party guarantees for up to **$91 million** for Equatorial Guinea LNG Operations, S.A. and **$25 million** for Alba Plant LLC, expiring no later than **December 31, 2027**[287](index=287&type=chunk) - As of June 30, 2021, a **$121 million current liability** exists for suspended royalty and working interest revenue, including **$111 million** in accounts payable and **$10 million** in accrued interest[287](index=287&type=chunk) - Increased existing reserve to **$29 million** in Q2 2021 for anticipated decommissioning costs of certain wells, pipelines, and production facilities for previously divested offshore assets[288](index=288&type=chunk) - Received an **EPA Notice of Violation** in January 2020 related to the Clean Air Act, but believes it will not have a material adverse effect[287](index=287&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=30&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides an in-depth analysis of Marathon Oil's financial condition and operational performance, highlighting its strategy, market conditions, and detailed results for the three and six months ended June 30, 2021, compared to the prior year [Executive Overview](index=30&type=section&id=Executive%20Overview) Marathon Oil, an independent E&P company, focuses on lower-cost, higher-margin U.S. resource plays, prioritizing free cash flow, shareholder returns, and balance sheet enhancement, reporting strong liquidity, significant cash flow from operations, and a return to net income in Q2 2021, despite decreased U.S. net sales volumes - Strategy focuses on competitive returns by investing in **lower-cost, higher-margin U.S. resource plays** (Eagle Ford, Bakken, STACK, SCOOP, Northern Delaware)[291](index=291&type=chunk) - **Liquidity at Q2 2021 was approximately $4.1 billion**, comprising an undrawn **$3.1 billion revolving credit facility** and **$970 million in cash**[292](index=292&type=chunk) - Generated **$1.3 billion of cash provided by operating activities** in H1 2021, sufficient to fund debt redemption, capital expenditures, and dividends[292](index=292&type=chunk) - **Net income per share was $0.02 in Q2 2021**, a significant improvement from a net loss per share of **$0.95 in Q2 2020**[294](index=294&type=chunk) - U.S. net sales volumes decreased by **8% to 283 mboed** in Q2 2021 due to lower drilling and completion activities and natural decline[293](index=293&type=chunk)[294](index=294&type=chunk) [Outlook](index=31&type=section&id=Outlook) The company's 2021 Capital Budget is set at $1.0 billion, a maintenance level aimed at keeping total company oil production consistent with Q4 2020 exit rates, with approximately 90% of this budget allocated to the Eagle Ford and Bakken U.S. resource plays, prioritizing corporate returns and free cash flow over production growth - **2021 Capital Budget is $1.0 billion**, a maintenance level to keep total company oil production consistent with Q4 2020 exit rates[296](index=296&type=chunk) - The capital allocation framework prioritizes **corporate returns and free cash flow generation** over production growth[296](index=296&type=chunk) - Approximately **90% of the 2021 Capital Budget** is weighted towards the Eagle Ford and Bakken U.S. resource plays[296](index=296&type=chunk) [Operations](index=31&type=section&id=Operations) Net sales volumes for both U.S. and International segments decreased in Q2 and H1 2021 compared to the prior year, primarily due to lower capital investment and natural decline, with drilling activity in key U.S. resource plays varying while International operations saw fewer liftings | Segment (mboed) | Q2 2021 | Q2 2020 | Change (%) | H1 2021 | H1 2020 | Change (%) | |:----------------|:--------|:--------|:-----------|:--------|:--------|:-----------| | United States | 283 | 308 | (8)% | 279 | 323 | (14)% | | International | 65 | 84 | (23)% | 66 | 83 | (20)% | | Total | 348 | 392 | (11)% | 345 | 406 | (15)% | - Lower capital investment and natural decline contributed to **decreased net sales volumes** in both U.S. and International segments[299](index=299&type=chunk)[305](index=305&type=chunk) | U.S. Resource Play | Q2 2021 Wells Drilled to Total Depth | Q2 2020 Wells Drilled to Total Depth | H1 2021 Wells Drilled to Total Depth | H1 2020 Wells Drilled to Total Depth | |:-------------------|:-------------------------------------|:-------------------------------------|:-------------------------------------|:-------------------------------------| | Eagle Ford | 23 | 9 | 53 | 41 | | Bakken | 17 | 8 | 39 | 35 | | International Equity Method Investees (mtd/boed) | Q2 2021 | Q2 2020 | Change (%) | H1 2021 | H1 2020 | Change (%) | |:-------------------------------------------------|:--------|:--------|:-----------|:--------|:--------|:-----------| | LNG (mtd) | 3,094 | 4,635 | (33)% | 3,220 | 4,850 | (34)% | | Condensate and LPG (boed) | 7,892 | 10,896 | (28)% | 9,303 | 10,767 | (14)% | [Market Conditions](index=33&type=section&id=Market%20Conditions) Commodity prices significantly influence the company's financial performance, increasing in H1 2021 due to rising oil demand, increased vaccination rates, global economic recovery, and OPEC supply limitations, following a period of decline in H1 2020, with continued price volatility anticipated - **Commodity prices increased in H1 2021** due to rising oil demand, increased COVID-19 vaccination rates, global economic activity, and ongoing OPEC supply limitations[307](index=307&type=chunk) | Metric (per bbl/mcf) | H1 2021 U.S. Average Price Realization | H1 2020 U.S. Average Price Realization | Change (%) | |:---------------------|:---------------------------------------|:---------------------------------------|:-----------| | Crude oil and condensate | $60.08 | $33.60 | 79% | | Natural gas liquids | $24.06 | $8.54 | 182% | | Natural gas | $4.43 | $1.52 | 191% | | Metric (per bbl) | H1 2021 International Average Price Realization | H1 2020 International Average Price Realization | Change (%) | |:---------------------|:------------------------------------------------|:------------------------------------------------|:-----------| | Crude oil and condensate | $49.06 | $24.40 | 101% | - **Continued commodity price volatility is expected** due to the ongoing impact of COVID-19, uneven global economic recovery, and OPEC supply policy[307](index=307&type=chunk) [Results of Operations](index=35&type=section&id=Results%20of%20Operations) The results of operations show a significant improvement in profitability for both the three and six months ended June 30, 2021, compared to the prior year, primarily driven by higher commodity price realizations, partially offset by increased derivative losses and shipping/handling costs [Three Months Ended June 30, 2021 vs. Three Months Ended June 30, 2020](index=35&type=section&id=Three%20Months%20Ended%20June%2030%2C%202021%20vs.%20Three%20Months%20Ended%20June%2030%2C%202020) Revenues from contracts with customers increased substantially in Q2 2021, leading to a significant turnaround in segment income for both U.S. and International operations, primarily due to higher price realizations, though partially offset by increased net losses on commodity derivatives and shipping/handling costs | Metric (in millions) | Q2 2021 | Q2 2020 | Change | |:---------------------|:--------|:--------|:-------| | Revenues from contracts with customers | $1,254 | $490 | +$764 | | Net gain (loss) on commodity derivatives | $(166) | $(70) | $(96) | | Income from equity method investments | $49 | $(152) | +$201 | | Production expenses | $126 | $129 | $(3) | | Shipping, handling and other operating | $167 | $105 | +$62 | | Depreciation, depletion and amortization | $532 | $597 | $(65) | | Impairments | $46 | — | +$46 | | Taxes other than income | $74 | $30 | +$44 | | General and administrative | $68 | $88 | $(20) | | Loss on early extinguishment of debt | $19 | — | +$19 | | Effective income tax rate | 38% | 2% | +36% | | Segment (in millions) | Q2 2021 Segment Income (Loss) | Q2 2020 Segment Income (Loss) | |:----------------------|:------------------------------|:------------------------------| | United States | $207 | $(365) | | International | $68 | $(6) | [Six Months Ended June 30, 2021 vs. Six Months Ended June 30, 2020](index=37&type=section&id=Six%20Months%20Ended%20June%2030%2C%202021%20vs.%20Six%20Months%20Ended%20June%2030%2C%202020) For H1 2021, revenues from contracts with customers increased significantly, contributing to a substantial improvement in segment income for both U.S. and International operations, primarily driven by higher price realizations, despite increased net losses on commodity derivatives and shipping/handling costs, and lower production volumes | Metric (in millions) | H1 2021 | H1 2020 | Change | |:---------------------|:--------|:--------|:-------| | Revenues from contracts with customers | $2,431 | $1,514 | +$917 | | Net gain (loss) on commodity derivatives | $(319) | $132 | $(451) | | Income (loss) from equity method investments | $93 | $(164) | +$257 | | Production expenses | $247 | $289 | $(42) | | Shipping, handling and other operating | $319 | $249 | +$70 | | Exploration expenses | $46 | $54 | $(8) | | Depreciation, depletion and amortization | $1,028 | $1,241 | $(213) | | Impairments | $47 | $97 | $(50) | | Taxes other than income | $148 | $96 | +$52 | | Net interest and other | $(72) | $(133) | +$61 | | Loss on early extinguishment of debt | $19 | — | +$19 | | Effective income tax rate | 15% | 2% | +13% | | Segment (in millions) | H1 2021 Segment Income (Loss) | H1 2020 Segment Income (Loss) | |:----------------------|:------------------------------|:------------------------------| | United States | $419 | $(385) | | International | $118 | $(7) | [Critical Accounting Estimates](index=40&type=section&id=Critical%20Accounting%20Estimates) There have been no material changes or developments in the evaluation of the accounting estimates and underlying assumptions or methodologies pertaining to the critical accounting estimates disclosed in the 2020 Form 10-K - **No material changes or developments** in critical accounting estimates from the 2020 Annual Report on Form 10-K[337](index=337&type=chunk) [Accounting Standards Not Yet Adopted](index=40&type=section&id=Accounting%20Standards%20Not%20Yet%20Adopted) Information regarding accounting standards not yet adopted is referenced to Note 2 of the consolidated financial statements - Refer to **Note 2** to the consolidated financial statements for details on accounting standards not yet adopted[338](index=338&type=chunk) [Cash Flows](index=41&type=section&id=Cash%20Flows) The company generated significantly higher cash flow from operating activities in H1 2021 due to increased commodity prices, despite being partially offset by net realized losses on commodity derivatives and increased working capital usage, with capital expenditures decreasing in the U.S. segment - **Cash flows generated from operating activities in H1 2021 were $1,277 million**, an **80% increase** compared to H1 2020, primarily due to higher realized commodity prices[341](index=341&type=chunk) | Metric (in millions) | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | |:---------------------|:-------------------------------|:-------------------------------| | Additions to property, plant and equipment | $(483) | $(946) | | Debt repayment | $(500) | — | | Purchases of common stock | $(9) | $(92) | | Dividends paid | $(55) | $(40) | - Capital expenditures for the U.S. segment **declined in H1 2021** due to lower drilling and completions activities[342](index=342&type=chunk) [Liquidity and Capital Resources](index=41&type=section&id=Liquidity%20and%20Capital%20Resources) Marathon Oil maintains a strong liquidity position of $4.1 billion, comprising cash and an undrawn revolving credit facility, actively managing its debt by redeeming $500 million of 2022 Notes and planning to redeem $900 million of 2025 Notes, while maintaining investment-grade credit ratings and approving a Q3 2021 dividend - **Total liquidity at June 30, 2021, was approximately $4.1 billion**, consisting of **$970 million in cash and cash equivalents** and **$3.1 billion available under its revolving Credit Facility**[343](index=343&type=chunk) - Maintained **investment grade ratings** at all three primary credit rating agencies, with Moody's and Fitch recently upgrading their rating outlooks to stable and positive, respectively[345](index=345&type=chunk) - Fully redeemed **$500 million 2.8% Senior Notes due 2022** in April 2021 and plans to fully redeem **$900 million 3.85% Senior Notes due 2025** in September 2021, reducing annual cash interest expense[346](index=346&type=chunk) - The Board of Directors approved a **dividend of $0.05 per share** payable September 10, 2021[345](index=345&type=chunk) - The **debt to total capitalization ratio was 24%** at June 30, 2021, well within the **65% covenant limit**[349](index=349&type=chunk) [Environmental Matters and Other Contingencies](index=43&type=section&id=Environmental%20Matters%20and%20Other%20Contingencies) The company continues to incur capital, operating, and maintenance expenditures for environmental compliance, with no significant changes to environmental, health, and safety matters reported beyond those detailed in Note 23 and Part II, Item 1 - The company incurs ongoing capital, operating, and maintenance, and remediation expenditures due to environmental laws and regulations[352](index=352&type=chunk) - **No significant changes** to environmental, health, and safety matters were reported, other than those detailed in Part II - Item 1. Legal Proceedings and Note 23 to the consolidated financial statements[352](index=352&type=chunk) [Forward-Looking Statements](index=44&type=section&id=Forward-Looking%20Statements) This report contains forward-looking statements regarding future performance, business strategy, and financial position, with results potentially differing materially due to various factors, and the company undertakes no obligation to revise or update these statements unless required by law - This report contains **forward-looking statements** regarding future performance, business strategy, and financial position[354](index=354&type=chunk) - Results could differ materially due to factors such as commodity prices, political and economic conditions, hedging activities, operational risks, and regulatory changes[354](index=354&type=chunk) - The company undertakes **no obligation to revise or update any forward-looking statements** unless required by law[354](index=354&type=chunk) Part II - OTHER INFORMATION [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=45&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is exposed to commodity price risk and interest rate risk, which it manages using financial derivatives, and a hypothetical 10% change in commodity prices or interest rates would significantly impact the fair values of its derivative positions - The company is exposed to **commodity price risk and interest rate risk**, managed through financial derivatives[355](index=355&type=chunk) | Metric (in millions) | Fair Value (June 30, 2021) | Hypothetical Price Increase of 10% | Hypothetical Price Decrease of 10% | |:---------------------|:---------------------------|:-----------------------------------|:-----------------------------------| | Derivative asset (liability) - Crude Oil | $(133) | $(157) | $(37) | | Derivative asset (liability) - Natural Gas | $(26) | $(39) | $(14) | | Derivative asset (liability) - NGL | $(22) | $(28) | $(17) | | Total Commodity Derivatives | $(181) | $(224) | $(68) | | Metric (in millions) | Fair Value (June 30, 2021) | Hypothetical Interest Rate Increase of 10% | Hypothetical Interest Rate Decrease of 10% | |:---------------------|:---------------------------|:-------------------------------------------|:-------------------------------------------| | Interest rate asset (liability) - designated as cash flow hedges | $(8) | $(7) | $(9) | | Interest rate asset (liability) - not designated as cash flow hedges | $62 | $79 | $50 | | Total Interest Rate Derivatives | $54 | $72 | $41 | [Item 4. Controls and Procedures](index=45&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of June 30, 2021, with no material changes to internal control over financial reporting occurring during H1 2021 - **Disclosure controls and procedures were effective** as of June 30, 2021, based on evaluation by management, CEO, and CFO[360](index=360&type=chunk) - **No material changes in internal control over financial reporting** occurred during the first six months of 2021[360](index=360&type=chunk) [Item 1. Legal Proceedings](index=46&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in an EPA enforcement action related to the Clean Air Act and various lawsuits alleging royalty underpayments, and while the ultimate outcome is uncertain, the company believes these proceedings will not have a material adverse effect on its financial position, results of operations, or cash flows - Received a **Notice of Violation from the EPA** in January 2020 related to the Clean Air Act, which may result in monetary sanctions and corrective actions[362](index=362&type=chunk) - Named in various lawsuits alleging **royalty underpayments** in domestic operations, with some plaintiffs seeking class certification[362](index=362&type=chunk) - The company believes the resolution of these proceedings will **not have a material adverse effect** on its consolidated financial position, results of operations, or cash flows[362](index=362&type=chunk) [Item 1A. Risk Factors](index=46&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's 2020 Annual Report on Form 10-K - **No material changes to the risk factors** from those listed in Item 1A. Risk Factors in the 2020 Annual Report on Form 10-K[363](index=363&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=46&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company repurchased a small number of shares in Q2 2021, primarily to satisfy tax withholding obligations for employee restricted stock awards, and the share repurchase program has a remaining authorization of $1.3 billion | Period | Total Number of Shares Purchased | Average Price Paid per Share | |:----------------------|:---------------------------------|:-----------------------------| | 04/01/2021 - 04/30/2021 | 5,032 | $11.47 | | 06/01/2021 - 06/30/2021 | 1,259 | $13.34 | | Total | 6,291 | $11.85 | - **6,291 shares of restricted stock** were delivered by employees to satisfy tax withholding requirements upon vesting[365](index=365&type=chunk) - The **total remaining share repurchase authorization was $1.3 billion** as of June 30, 2021[365](index=365&type=chunk) [Item 6. Exhibits](index=46&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including corporate organizational documents, debt indentures, the amended credit agreement, and various certifications - Exhibits include the Restated Certificate of Incorporation, By-laws, Indenture, and the Sixth Amendment to the Amended and Restated Credit Agreement[370](index=370&type=chunk) - Certifications from the President and Chief Executive Officer and Executive Vice President and Chief Financial Officer are also filed[370](index=370&type=chunk) [Signatures](index=47&type=section&id=Signatures) The report was signed on behalf of Marathon Oil Corporation by Gary E. Wilson, Vice President, Controller and Chief Accounting Officer, on August 5, 2021 - The report was signed by **Gary E. Wilson, Vice President, Controller and Chief Accounting Officer**[368](index=368&type=chunk) - The signing date was **August 5, 2021**[368](index=368&type=chunk)

Financial Performance & Capital Allocation - The company generated just under $450 million in free cash flow [5] - The company is targeting at least $1 billion of gross debt reduction in 2021 [5, 16] - The company raised its quarterly base dividend by 33% [5, 16] - The company expects to return >30% of operating cash flow to investors [6, 17] - The company anticipates $1.6 billion of free cash flow with a $1 billion capital budget, assuming $60/bbl WTI [14, 31] - The company's corporate free cash flow breakeven is less than $35/bbl WTI [14, 31] Sustainability & ESG - The company achieved a 25% reduction in GHG emissions intensity in 2020 compared to 2019 [13, 14, 31, 66] - The company is working toward a 2021 GHG emissions intensity target of ~30% reduction and a 2025 intensity goal of at least a 50% reduction, both relative to 2019 [13, 14, 31] - CEO and Board compensation was reduced by 25% [14, 31, 64] Production & Cost Structure - The company's 1Q21 oil production was 172 mbopd [16] - The company realized over a 20% reduction to both production and G&A costs in 2020 vs 2019 [14, 23, 31] - The company is targeting a ~30% reduction to production and G&A costs vs 2019 [14, 23, 31]