Global Partners GLP Form 10-Q filing Q2 FY2026

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Item 1. Financial Statements (unaudited)

**Item 1.**Financial Statements

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GLOBAL PARTNERS LP

CONSOLIDATED BALANCE SHEETS

(In thousands, except unit data)

(Unaudited)

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The accompanying notes are an integral part of these consolidated financial statements.

GLOBAL PARTNERS LP

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per unit data)

(Unaudited)

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The accompanying notes are an integral part of these consolidated financial statements.

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GLOBAL PARTNERS LP

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

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The accompanying notes are an integral part of these consolidated financial statements.

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GLOBAL PARTNERS LP

CONSOLIDATED STATEMENTS OF PARTNERS’ EQUITY

(In thousands)

(Unaudited)

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The accompanying notes are an integral part of these consolidated financial statements.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1. Organization and Basis of Presentation

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Organization

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Global Partners LP (the “Partnership”) is a master limited partnership formed in March 2005. The Partnership owns, controls or has access to a large terminal network of refined petroleum products and renewable fuels—with connectivity to strategic rail, pipeline and marine assets—spanning from Maine to Florida and into the U.S. Gulf States. The Partnership is one of the largest independent owners, suppliers and operators of gasoline stations and convenience stores, primarily in Massachusetts, Maine, Connecticut, Vermont, New Hampshire, Rhode Island, New York, New Jersey and Pennsylvania (collectively, the “Northeast”) and Maryland and Virginia. As of June 30, 2026, the Partnership had a portfolio of 1,505 owned, leased and/or supplied gasoline stations, including 286 directly operated convenience stores, primarily in the Northeast, as well as 69 gasoline stations located in Texas that are operated or supplied by the Partnership’s joint venture, Spring Partners Retail LLC (“SPR”). The Partnership is also one of the largest distributors of gasoline, distillates, residual oil and renewable fuels to wholesalers, retailers and commercial customers in the New England states and New York. The Partnership engages in the purchasing, selling, gathering, blending, storing and logistics of transporting petroleum and related products, including gasoline and gasoline blendstocks (such as ethanol), distillates (such as home heating oil, diesel and kerosene), residual oil, renewable fuels, crude oil and propane and in the transportation of petroleum products and renewable fuels by rail from the mid-continent region of the United States and Canada.

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Global GP LLC, the Partnership’s general partner (the “General Partner”), manages the Partnership’s operations and activities and employs its officers and substantially all of its personnel, except for most of its gasoline station and convenience store employees who are employed by Global Montello Group Corp. (“GMG”), a wholly owned subsidiary of the Partnership and for substantially all of the employees who primarily or exclusively provide services to SPR, who are employed by SPR Operator LLC (“SPR Operator”), also a wholly owned subsidiary of the Partnership.

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The General Partner, which holds a 0.67% general partner interest in the Partnership, is owned by affiliates of the Slifka family. As of June 30, 2026, affiliates of the General Partner, including its directors and executive officers and their affiliates, owned 4,266,584 common units, and the General Partner held 146,584 common units on behalf of the Partnership pursuant to its repurchase program for future Long-Term Incentive Plan (“LTIP”) obligations, representing in the aggregate a 13.0% limited partner interest.

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2026 Events

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Redemption of Series B Preferred Units—On July 30, 2026, the Partnership redeemed all of its outstanding Series B Fixed Rate Cumulative Redeemable Perpetual Preferred Units (the “Series B Preferred Units”) at a redemption price of $25.00 per unit, plus a $0.49479167 per unit cash distribution for the period from May 15, 2026 through July 29, 2026. Effective July 30, 2026, the Series B Preferred Units are no longer outstanding. See Note 12 for additional information.

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Credit Agreement Accordion Exercise—On March 13, 2026, the Partnership and the lenders under the Partnership’s credit agreement agreed to, pursuant to the terms of the credit agreement, (i) exercise the accordion feature included in the credit agreement, and (ii) increase the aggregate working capital interim commitments as provided in the credit agreement to $300.0 million for a period not to exceed 364 days, after which the aggregate working capital interim commitments will automatically be reduced to $0. The exercise of the accordion feature increased the Partnership’s total commitment under the credit agreement from $1.5 billion to $1.8 billion. See Note 6 for additional information on the credit agreement.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Basis of Presentation

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The accompanying consolidated financial statements as of June 30, 2026 and December 31, 2025 and for the three and six months ended June 30, 2026 and 2025 reflect the accounts of the Partnership. Upon consolidation, all intercompany balances and transactions have been eliminated.

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The Partnership had no other comprehensive income (loss) for the periods presented, resulting in comprehensive income (loss) equaling net income (loss) in the accompanying consolidated statements of operations. Accordingly, the consolidated statements of other comprehensive income (loss) are not presented.

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The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and reflect all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial condition and operating results for the interim periods. The interim financial information, which has been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), should be read in conjunction with the consolidated financial statements for the year ended December 31, 2025 and notes thereto contained in the Partnership’s Annual Report on Form 10-K.

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The results of operations for the three and six months ended June 30, 2026 are not necessarily indicative of the results of operations that will be realized for the entire year ending December 31, 2026. The consolidated balance sheet at December 31, 2025 has been derived from the audited consolidated financial statements included in the Partnership’s Annual Report on Form10-K for the year ended December 31, 2025.

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The significant accounting policies described in Note 2, “Summary of Significant Accounting Policies,” of the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2025 are the same used in preparing the accompanying consolidated financial statements, including the following:

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Leases

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The Partnership, as lessee, has gasoline station and convenience store leases, primarily of land and buildings. The Partnership has terminal and dedicated storage facility lease arrangements with various petroleum terminals and third parties, of which certain arrangements have minimum usage requirements. The Partnership leases barges through various time charter lease arrangements and railcars through various lease arrangements. The Partnership also has leases for office space, computer and convenience store equipment and automobiles. The Partnership’s lease arrangements have various expiration dates with options to extend.

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Supplemental Information Related to Lessee Lease Arrangements

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The following table presents supplemental information related to leases for the periods presented (in thousands):

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Concentration of Risk

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Due to the nature of the Partnership’s businesses and its reliance, in part, on consumer travel and spending patterns, the Partnership may experience more demand for gasoline during the late spring and summer months than during the fall and winter months. Travel and recreational activities are typically higher in these months in the

GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

geographic areas in which the Partnership operates, increasing the demand for gasoline. Therefore, the Partnership’s volumes in gasoline are typically higher in the second and third quarters of the calendar year. As demand for some of the Partnership’s refined petroleum products, specifically home heating oil and residual oil for space heating purposes, is generally greater during the winter months, heating oil and residual oil volumes are generally higher during the first and fourth quarters of the calendar year. These factors may result in fluctuations in the Partnership’s quarterly operating results.

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The following table presents the Partnership’s product sales and other revenues as a percentage of the consolidated sales for the periods presented:

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The following table presents the Partnership’s product margin by segment as a percentage of the consolidated product margin for the periods presented:

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See Note 13, “Segment Reporting,” for additional information on the Partnership’s operating segments and a reconciliation of product margin on a combined basis to gross profit, a directly comparable GAAP measure.

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None of the Partnership’s customers accounted for greater than 10% of total sales for the three and six months ended June 30, 2026 and 2025.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 2. Revenue from Contracts with Customers

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Disaggregation of Revenue

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The following table provides the disaggregation of revenue from contracts with customers and other sales by segment for the periods presented (in thousands):

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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Contract Balances

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A receivable, which is included in accounts receivable, net in the accompanying consolidated balance sheets, is recognized in the period the Partnership provides services when its right to consideration is unconditional. In contrast, a contract asset will be recognized when the Partnership has fulfilled a contract obligation but must perform other obligations before being entitled to payment. The Partnership had no significant contract assets at both June 30, 2026 and December 31, 2025.

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The nature of the receivables related to revenue from contracts with customers and other revenue, as well as contract assets, are the same, given they are related to the same customers and have the same risk profile and securitization. Payment terms on invoiced amounts are typically 2 to 30 days.

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A contract liability is recognized when the Partnership has an obligation to transfer goods or services to a customer for which the Partnership has received consideration (or the amount is due) from the customer. The Partnership had no significant contract liabilities at both June 30, 2026 and December 31, 2025.

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Note 3. Inventories

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The Partnership hedges substantially all of its petroleum and ethanol inventory using a variety of instruments, primarily exchange-traded futures contracts. These futures contracts are entered into when inventory is purchased and are either designated as fair value hedges against the inventory on a specific barrel basis for inventories qualifying for fair value hedge accounting or not designated and maintained as economic hedges against certain inventory of the Partnership on a specific barrel basis. Changes in fair value of these futures contracts, as well as the offsetting change in fair value on the hedged inventory, are recognized in earnings as an increase or decrease in cost of sales. All hedged inventory designated in a fair value hedge relationship is valued using the lower of cost, as determined by specific identification, or net realizable value, as determined at the product level. All petroleum and ethanol inventory not designated in a fair value hedging relationship is carried at the lower of historical cost, on a first-in, first-out basis, or net realizable value. Renewable Identification Numbers (“RINs”) inventory is carried at the lower of historical cost, on a first-in, first-out basis, or net realizable value. Convenience store inventory is carried at the lower of historical cost, based on a weighted average cost method, or net realizable value.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Inventories consisted of the following (in thousands):

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In addition to its own inventory, the Partnership has exchange agreements for petroleum products and ethanol with unrelated third-party suppliers, whereby it may draw inventory from these other suppliers and suppliers may draw inventory from the Partnership. Positive exchange balances are accounted for as accounts receivable and amounted to $4.4 million and $0.8 million at June 30, 2026 and December 31, 2025, respectively. Negative exchange balances are accounted for as accounts payable and amounted to $44.6 million and $17.1 million at June 30, 2026 and December 31, 2025, respectively. Exchange transactions are valued using current carrying costs.

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Note 4. Goodwill

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Goodwill, all of which has been allocated to the Gasoline Distribution and Station Operations (“GDSO”) segment, was $421.9 million at both June 30, 2026 and December 31, 2025. There were no changes to goodwill during the six months ended June 30, 2026.

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Note 5. Property and Equipment

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Property and equipment consisted of the following (in thousands):

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Property and equipment includes retail gasoline station assets held for sale of $0.7 million and $5.3 million at June 30, 2026 and December 31, 2025, respectively.

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At June 30, 2026, the Partnership had a $37.0 million remaining net book value of long-lived assets at its West Coast facility, including $30.5 million related to the Partnership’s ethanol plant acquired in 2013. The Partnership would need to take certain measures to prepare the facility for ethanol production in order to place the plant into service and commence depreciation. Therefore, the $30.5 million related to the ethanol plant was included in property and equipment and classified as idle plant assets at both June 30, 2026 and December 31, 2025.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

If the Partnership is unable to generate cash flows to support the recoverability of the plant and facility assets, this may become an indicator of potential impairment of the West Coast facility. The Partnership believes these assets are recoverable but continues to monitor the market for ethanol, the continued business development of this facility for ethanol or other product transloading, and the related impact this may have on the facility’s operating cash flows and whether this would constitute an impairment indicator.

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Evaluation of Long-Lived Asset Impairment

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No impairment charges were recognized for the three and six months ended June 30, 2026. The Partnership recognized impairment charges relating to construction in process assets allocated to the GDSO segment in the amount of $0.2 million for each of the three and six months ended June 30, 2025, which are included in long-lived asset impairment in the accompanying consolidated statements of operations.

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Note 6. Debt and Financing Obligations

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Credit Agreement

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Certain subsidiaries of the Partnership, as borrowers, and the Partnership and certain of its subsidiaries, as guarantors, have a $1.8 billion senior secured credit facility (the “Credit Agreement”). As discussed below, effective March 13, 2026, the total commitment under the Credit Agreement was increased from $1.5 billion to $1.8 billion. The Credit Agreement matures on March 20, 2028.

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On March 13, 2026, the Partnership and the lenders under the Credit Agreement agreed to, pursuant to the terms of the Credit Agreement, (i) exercise the accordion feature included in the Credit Agreement, and (ii) increase the aggregate working capital interim commitments as provided in the Credit Agreement to $300.0 million for a period not to exceed 364 days, after which the aggregate working capital interim commitments will automatically be reduced to $0.

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As of June 30, 2026, there were two facilities under the Credit Agreement:

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• a working capital revolving credit facility to be used for working capital purposes and letters of credit in the principal amount equal to the lesser of the Partnership’s borrowing base and $1.3 billion; and

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• a $500.0 million revolving credit facility to be used for general corporate purposes.

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Availability under the working capital revolving credit facility is subject to a borrowing base which is redetermined from time to time and based on specific advance rates on eligible current assets. Availability under the borrowing base may be affected by events beyond the Partnership’s control, such as changes in petroleum product prices, collection cycles, counterparty performance, advance rates and limits and general economic conditions.

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The average interest rates for the Credit Agreement were 5.9% and 6.7% for the three months ended June 30, 2026 and 2025, respectively, and 6.0% and 6.6% for the six months ended June 30, 2026 and 2025, respectively.

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The Partnership classifies a portion of its working capital revolving credit facility as a current liability and a portion as a long-term liability. The portion classified as a long-term liability represents the amounts expected to be outstanding throughout the next twelve months based on an analysis of historical daily borrowings under the working capital revolving credit facility, the seasonality of borrowings, forecasted future working capital requirements and forward product curves, and because the Partnership has a multi-year, long-term commitment from its bank group. Accordingly, at June 30, 2026, the Partnership estimated working capital revolving credit facility borrowings will equal or exceed $100.0 million over the next twelve months.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

The table below presents the total borrowings and availability under the Credit Agreement (in thousands):

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(1) Subject to borrowing base limitations.

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The Credit Agreement imposes financial covenants that require the Partnership to maintain certain minimum working capital amounts, a minimum combined interest coverage ratio, a maximum senior secured leverage ratio and a maximum total leverage ratio. The Partnership was in compliance with the foregoing covenants at June 30, 2026.

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Please read Note 9 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2025 for additional information on the Credit Agreement.

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Supplemental cash flow information

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The following table presents supplemental cash flow information related to the Credit Agreement for the periods presented (in thousands):

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Senior Notes

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The Partnership had 6.875% senior notes due 2029, 8.250% senior notes due 2032 and 7.125% senior notes due 2033 outstanding at June 30, 2026 and December 31, 2025. Please read Note 9 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2025 for additional information on these senior notes.

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Financing Obligations

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The Partnership had financing obligations outstanding at June 30, 2026 and December 31, 2025 associated with historical sale-leaseback transactions that did not meet the criteria for sale accounting. Please read Note 9 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2025 for additional information on these financial obligations.

GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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Deferred Financing Fees

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The Partnership incurs bank fees related to its Credit Agreement and other financing arrangements. These deferred financing fees are capitalized and amortized over the life of the Credit Agreement or other financing arrangements. In 2026, the Partnership capitalized additional financing fees of $0.8 million in connection with the accordion exercise in March 2026. These expenses are included in interest expense in the accompanying consolidated statement of operations for the six months ended June 30, 2026. The Partnership had unamortized deferred financing fees of $24.5 million and $27.7 million at June 30, 2026 and December 31, 2025, respectively.

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Unamortized fees related to the Credit Agreement are included in other current assets and other long-term assets and amounted to $8.4 million and $10.0 million at June 30, 2026 and December 31, 2025, respectively. Unamortized fees related to the senior notes are presented as a direct deduction from the carrying amount of that debt liability and amounted to $15.8 million and $17.3 million at June 30, 2026 and December 31, 2025, respectively. Unamortized fees related to the Partnership’s sale-leaseback transactions are presented as a direct deduction from the carrying amount of the financing obligation and amounted to $0.3 million and $0.4 million at June 30, 2026 and December 31, 2025, respectively.

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Amortization expense of $2.1 million and $1.8 million for the three months ended June 30, 2026 and 2025, respectively, and $4.0 million and $3.7 million for the six months ended June 30, 2026 and 2025, respectively is included in interest expense in the accompanying consolidated statements of operations.

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Note 7. Derivative Financial Instruments

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The Partnership principally uses derivative instruments, which may include regulated exchange-traded futures and options contracts (collectively, “exchange-traded derivatives”), physical and financial forwards and over-the-counter (“OTC”) swaps (collectively, “OTC derivatives”), to reduce its exposure to unfavorable changes in commodity market prices. The Partnership uses these exchange-traded and OTC derivatives to hedge commodity price risk associated with its inventory and undelivered forward commodity purchases and sales (“physical forward contracts”). The Partnership accounts for derivative transactions in accordance with ASC Topic 815, “Derivatives and Hedging,” (“ASC 815”) and recognizes derivatives instruments as either assets or liabilities in the consolidated balance sheets and measures those instruments at fair value. The changes in fair value of the derivative transactions are presented in earnings, unless specific hedge accounting criteria are met.

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The following table summarizes the notional values related to the Partnership’s derivative instruments outstanding at June 30, 2026:

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(1) Number of open positions and gross notional values do not measure the Partnership’s risk of loss, quantify risk or represent assets or liabilities of the Partnership, but rather indicate the relative size of the derivative instruments and are used in the calculation of the amounts to be exchanged between counterparties upon settlements.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Derivatives Accounted for as Hedges

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Fair Value Hedges

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The Partnership’s fair value hedges include exchange-traded futures contracts and OTC derivative contracts that are hedges against inventory with specific futures contracts matched to specific barrels. The change in fair value of these futures contracts and the change in fair value of the underlying inventory generally provide an offset to each other in the consolidated statements of operations.

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The following table presents the gains and losses from the Partnership’s derivative instruments involved in fair value hedging relationships recognized in the consolidated statements of operations for the periods presented (in thousands):

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Derivatives Not Accounted for as Hedges

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The Partnership utilizes petroleum and ethanol commodity contracts to hedge price risk in certain commodity inventories and physical forward contracts.

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The following table presents the gains and losses from the Partnership’s derivative instruments not involved in a hedging relationship recognized in the consolidated statements of operations for the periods presented (in thousands):

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The Partnership’s commodity contracts and other derivative activity include: (i) exchange-traded derivative contracts that are hedges against inventory and either do not qualify for hedge accounting or are not designated in a hedge accounting relationship, (ii) undelivered physical forward contracts, (iii) exchange-traded derivative contracts used to economically hedge physical forward contracts, (iv) financial forward and OTC swap agreements used to economically hedge physical forward contracts and (v) the derivative instruments under the Partnership’s controlled trading program. The Partnership does not take the normal purchase and sale exemption available under ASC 815 for any of its physical forward contracts.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

The following table presents the fair value of each classification of the Partnership’s derivative instruments and its location in the consolidated balance sheets at June 30, 2026 and December 31, 2025 (in thousands):

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(1) Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps.

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Credit Risk

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The Partnership’s derivative financial instruments do not contain credit risk related to other contingent features that could cause accelerated payments when these financial instruments are in net liability positions.

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The Partnership is exposed to credit loss in the event of nonperformance by counterparties to the Partnership’s exchange-traded and OTC derivative contracts, but the Partnership has no current reason to expect any material nonperformance by any of these counterparties. Exchange-traded derivative contracts, the primary derivative instrument utilized by the Partnership, are traded on regulated exchanges, greatly reducing potential credit risks. The Partnership utilizes major financial institutions as its clearing brokers for all New York Mercantile Exchange (“NYMEX”), Chicago Mercantile Exchange (“CME”) and Intercontinental Exchange (“ICE”) derivative transactions and the right of offset exists with these financial institutions under master netting agreements. Accordingly, the fair value of the Partnership’s exchange-traded derivative instruments is presented on a net basis in the consolidated balance sheets. Exposure on OTC derivatives is limited to the amount of the recorded fair value as of the balance sheet dates.

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Please read Note 2 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2025 for additional information on derivative financial instruments.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 8. Fair Value Measurements

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The following tables present, by level within the fair value hierarchy, the Partnership’s financial assets and liabilities that were measured at fair value on a recurring basis as of June 30, 2026 and December 31, 2025 (in thousands):

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(1) Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps.

(2) Amount includes the effect of cash balances on deposit with clearing brokers.

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This table excludes cash on hand and assets and liabilities that are measured at historical cost or any basis other than fair value. The carrying amounts of certain of the Partnership’s financial instruments, including cash equivalents, accounts receivable, accounts payable and other accrued liabilities approximate fair value due to their short maturities. The carrying value of the credit facility approximates fair value due to the variable rate nature of these financial instruments.

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The determination of the fair values above incorporates factors including not only the credit standing of the counterparties involved, but also the impact of the Partnership’s nonperformance risks on its liabilities.

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The Partnership estimates the fair values of its senior notes using a combination of quoted market prices for similar financing arrangements and expected future payments discounted at risk-adjusted rates, which are considered

GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Level 2 inputs. The fair values of the senior notes, estimated by observing market trading prices of the respective senior notes, were as follows (in thousands):

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Non-Recurring Fair Value Measurements

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Certain nonfinancial assets and liabilities are measured at fair value on a non-recurring basis and are subject to fair value adjustments in certain circumstances, such as acquired assets and liabilities, losses related to firm non-cancellable purchase commitments or long-lived assets subject to impairment. For assets and liabilities measured on a non-recurring basis during the period, accounting guidance requires quantitative disclosures about the fair value measurements separately for each major category.

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Note 9. Environmental Liabilities

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The following table presents a summary roll forward of the Partnership’s environmental liabilities at June 30, 2026 (in thousands):

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In addition to environmental liabilities related to the Partnership’s retail gasoline stations, the Partnership retains some of the environmental obligations associated with certain gasoline stations that the Partnership has sold.

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The Partnership’s estimates used in these environmental liabilities are based on all known facts at the time and its assessment of the ultimate remedial action outcomes. Among the many uncertainties that impact the Partnership’s estimates are the necessary regulatory approvals for, and potential modification of, its remediation plans, the amount of data available upon initial assessment of the impact of soil or water contamination, changes in costs associated with environmental remediation services and equipment, relief of obligations through divestitures of sites and the possibility of existing legal claims giving rise to additional claims. Dispositions generally represent relief of legal obligations through the sale of the related property with no retained obligation. Other adjustments generally represent changes in estimates for existing obligations or obligations associated with new sites. Therefore, although the Partnership believes that these environmental liabilities are adequate, no assurances can be made that any costs incurred in excess of these environmental liabilities or outside of indemnifications or not otherwise covered by insurance would not have a material adverse effect on the Partnership’s financial condition, results of operations or cash flows.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 10. Equity Method Investments

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BIG GRP 275 Grove JV LLC

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On January 23, 2025, the Partnership, through its wholly owned subsidiary, Global HQ 2 LLC, invested in BIG GRP 275 Grove JV LLC (“BGRP”), a joint venture formed with unrelated third parties to acquire and operate an office building located in Newton, Massachusetts. Also on January 23, 2025, the Partnership signed a 12-year lease arrangement for space in this property that serves as the Partnership’s principal executive office effective July 2026.

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The Partnership accounts for its less than 20% interest in BGRP as an equity method investment. Under this method with regard to BGRP, the investment is carried originally at cost, increased by any allocated share of the investee’s net income and contributions made, and decreased by any allocated share of the investee’s net losses and distributions received. The investee’s allocated share of income and losses is based on the rights and priorities outlined in the joint venture agreement.

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The Partnership recognized income of $0.2 million and $1.4 million for the three months ended June 30, 2026 and 2025, respectively, and $0.3 million and $1.5 million for the six months ended June 30, 2026 and 2025, respectively, which is included in income from equity method investments in the accompanying consolidated statements of operations. The Partnership’s investment balance in the joint venture was $11.8 million and $12.0 million at June 30, 2026 and December 31, 2025, respectively, which is included in equity method investments in the accompanying consolidated balance sheets.

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Everett Landco GP, LLC

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On October 23, 2023, the Partnership, through its wholly owned subsidiary, Global Everett Landco, LLC, entered into a Limited Liability Company Agreement (the “Everett LLC Agreement”) of Everett Landco GP, LLC (“Everett”), a Delaware limited liability company formed as a joint venture with Everett Investor LLC (the “Everett Investor”), an entity controlled by an affiliate of The Davis Companies, a company primarily involved in the acquisition, development, management and sale of commercial real estate. In accordance with the Everett LLC Agreement, the Partnership agreed to invest up to $30.0 million for an initial 30% ownership interest in the joint venture.

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The joint venture was formed to invest, directly or indirectly, in Everett Landco, LLC, (“Landco”), an entity formed to acquire from ExxonMobil Corporation (“ExxonMobil”) specified real estate (formerly operated as a refined products terminal), consisting of, in part, multiple facilities used to store and transport petroleum products including oil storage tanks and related facilities located in Everett, Massachusetts (the “Project Site”) and thereafter proceed with certain decommissioning, demolition, environmental remediation, entitlement, horizontal development, and other development activities with respect to the Project Site in one or more phases.

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Everett is a variable interest entity for which the Partnership is not the primary beneficiary and, therefore, is not consolidated in the Partnership’s consolidated financial statements. The Partnership accounts for its investment in Everett as an equity method investment as the Partnership has significant influence, but not a controlling interest in the investee.

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The Partnership recognized $0 for each of the three months ended June 30, 2026 and 2025 and $0 for each of the six months ended June 30, 2026 and 2025. The Partnership’s investment balance in the joint venture was $25.4 million and $24.0 million at June 30, 2026 and December 31, 2025, respectively, which is included in equity method investments in the accompanying consolidated balance sheets.

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On December 5, 2023, Landco completed the purchase of the Project Site. In addition, the Partnership provided certain financial guarantees of Everett’s performance pursuant to a Terminal Demolition and Remediation

GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Responsibilities Agreement (“TDRRA”) between Landco and ExxonMobil (the “Remediation Guaranty”). The Remediation Guaranty was executed at the closing of the Project Site purchase, concurrently with Landco’s execution of the TDRRA. The Remediation Guaranty was provided to ExxonMobil to provide security for Landco’s obligations to perform and complete the demolition and remediation responsibilities set forth in the TDRRA. The maximum amount of financial assurances liability of the Partnership under the Remediation Guaranty is $75.0 million (the “Guaranty Threshold”). The Guaranty Threshold will be reduced on a dollar-for-dollar basis as Landco undertakes demolition and remediation activities under the TDRRA. Through June 30, 2026, Everett expended $70.9 million on such demolition and remediation activities, which reduced the Guaranty Threshold to $4.1 million.

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The Partnership received financial assurances from the Everett Investor and certain of its affiliates that allow the Partnership to recover 70% of any amounts paid under the Remediation Guaranty, up to $52.5 million. The Partnership’s loss exposure for the Everett investment is limited to the Partnership’s investment in the joint venture and any amounts due under the Remediation Guaranty. The Partnership recognized its performance obligation under the Remediation Guaranty at fair value, which was immaterial at both June 30, 2026 and December 31, 2025.

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Spring Partners Retail LLC

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On March 1, 2023, the Partnership entered into a Limited Liability Company Agreement, as amended (the “SPR LLC Agreement”) of SPR, a Delaware limited liability company formed as a joint venture with ExxonMobil for the purpose of engaging in the business of operating retail locations in the state of Texas and such other states as may be approved by SPR’s board of managers. In accordance with the SPR LLC Agreement, the Partnership invested $69.5 million in cash for a 49.99% ownership interest. ExxonMobil has the remaining 50.01% ownership interest in SPR. SPR is managed by a two-person board of managers, one of whom is designated by the Partnership. The day-to-day activities of SPR are operated by SPR Operator, a wholly owned subsidiary of the Partnership. SPR Operator provides administrative and support functions, such as operations and management support, accounting, legal and human resources and information technology services and systems to SPR for an annual fixed fee.

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The Partnership accounts for its investment in SPR as an equity method investment as the Partnership has significant influence, but not a controlling interest in the investee. Under this method with regard to SPR, the investment is carried originally at cost, increased by any allocated share of the investee’s net income and contributions made, and decreased by any allocated share of the investee’s net losses and distributions received. The investee’s allocated share of income and losses is based on the rights and priorities outlined in the joint venture agreement.

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On June 1, 2023, SPR acquired a portfolio of 64 Houston-area convenience and fueling facilities from Landmark Industries, LLC and its related entities. The portfolio included 69 sites as of June 30, 2026.

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The Partnership recognized income of $1.8 million and $0.9 million for the three months ended June 30, 2026 and 2025, respectively, and $2.4 million and $0.9 million for the six months ended June 30, 2026 and 2025, respectively, which is included in income from equity method investments in the accompanying consolidated statements of operations. The Partnership’s investment balance in the joint venture was $80.2 million and $77.8 million at June 30, 2026 and December 31, 2025, respectively, which is included in equity method investments in the accompanying consolidated balance sheets.

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Note 11. Related Party Transactions

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Services Agreement—The Partnership is a party to a services agreement with various entities which own limited partner interests in the Partnership and interests in the General Partner and which are 100% owned by members of the Slifka family (the “Slifka Entities Services Agreement”), pursuant to which the Partnership provides certain tax, accounting, treasury, and legal support services and such Slifka entities pay the Partnership an annual services fee of $20,000, and which Slifka Entities Services Agreement has been approved by the Conflicts Committee of the board of

GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

directors of the General Partner. The Slifka Entities Services Agreement is for an indefinite term and any party may terminate some or all of the services upon ninety (90) days’ advance written notice. As of June 30, 2026, no such notice of termination had been given by any party to the Slifka Entities Services Agreement.

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General Partner—Affiliates of the Slifka family own 100% of the ownership interests in the General Partner. The General Partner employs substantially all of the Partnership’s employees, except for most of its gasoline station and convenience store employees, who are employed by GMG, and for substantially all of the employees who primarily or exclusively provide services to SPR, who are employed by SPR Operator. The Partnership reimburses the General Partner for expenses incurred in connection with these employees. These expenses, including bonus, payroll and payroll taxes, were $60.6 million and $55.2 million for the three months ended June 30, 2026 and 2025, respectively, and $159.0 million and $132.8 million for the six months ended June 30, 2026 and 2025, respectively. The Partnership also reimburses the General Partner for its contributions under the General Partner’s 401(k) Savings and Profit Sharing Plan.

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Spring Partners Retail LLC—The Partnership, through its subsidiary, SPR Operator, is party to an operations and maintenance agreement with the Partnership’s joint venture, SPR (see Note 10). Pursuant to this agreement, certain employees of the Partnership provide SPR with services including administrative and support functions, such as operations and management support, accounting, legal and human resources and information technology services and systems to SPR for which SPR pays SPR Operator, and therefore the Partnership, an annual fixed fee. The Partnership received $0.9 million and $0.5 million from SPR associated with the operations and management agreement for the three months ended June 30, 2026 and 2025, respectively, and $1.7 million and $1.2 million for the six months ended June 30, 2026 and 2025, respectively, which are included in selling, general and administrative expenses in the accompanying consolidated statements of operations. In addition, SPR Operator employs substantially all of the employees who primarily or exclusively provide services to the Partnership’s joint venture. SPR reimburses the Partnership for direct expenses incurred in connection with these employees, which amounted to $2.7 million and $3.3 million for the three months ended June 30, 2026 and 2025, respectively, and $6.0 million and $6.9 million for the six months ended June 30, 2026 and 2025, respectively.

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Accounts receivable–affiliates consisted of the following (in thousands):

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(1) Receivables from the General Partner reflect the Partnership’s prepayment of payroll taxes and payroll accruals to the General Partner and are due to the timing of the payroll obligations.

(2) (Payables) receivables from SPR reflect the Partnership’s payment of direct expenditures on behalf of SPR under the operations and maintenance agreement, net of SPR’s prepayment of payroll taxes and payroll accruals to the Partnership and the timing of the payroll obligations.

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BIG GRP 275 Grove JV LLC—On January 23, 2025, the Partnership, through its wholly owned subsidiary, Global HQ 2 LLC, entered into a Limited Liability Company Agreement, as amended, of BGRP, a Delaware limited liability company formed as a joint venture with unrelated third parties to acquire and operate an office building located in Newton, Massachusetts. Also on January 23, 2025, the Partnership signed a 12-year lease arrangement for space in this property that serves as the Partnership’s principal executive office effective July 2026. See Note 10.

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Everett Landco GP, LLC—On October 23, 2023, the Partnership, through its wholly owned subsidiary, Global Everett Landco, LLC, entered into the Everett LLC Agreement of Everett, a Delaware limited liability company formed

GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

as a joint venture with the Everett Investor, an entity controlled by an affiliate of The Davis Companies, a company primarily involved in the acquisition, development, management and sale of commercial real estate. See Note 10.

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Note 12. Partners’ Equity and Cash Distributions

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Partners’ Equity

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Common Units and General Partner Interest

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At June 30, 2026, there were 33,995,563 common units issued, including 4,266,584 common units held by affiliates of the General Partner, including directors and executive officers, and 146,584 common units held by the General Partner on behalf of the Partnership pursuant to its repurchase program for future LTIP obligations, collectively representing a 99.33% limited partner interest in the Partnership, and 230,303 general partner units representing a 0.67% general partner interest in the Partnership. There were no changes to common units or the general partner interest during the three and six months ended June 30, 2026.

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Series B Preferred Units

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At June 30, 2026, there were 3,000,000 9.50% SeriesB Fixed Rate Cumulative Redeemable Perpetual Preferred Units issued representing limited partner interests (the “SeriesB Preferred Units”) for $25.00 per SeriesB Preferred Unit outstanding. There were no changes to the Series B Preferred Units during the three and six months ended June 30, 2026.

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On July 30, 2026, the Partnership redeemed all outstanding Series B Preferred Units at a redemption price of $25.00 per unit, plus a $0.49479167 per unit cash distribution for the period from May 15, 2026 through July 29, 2026. Effective July 30, 2026, the Series B Preferred Units are no longer outstanding.

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Cash Distributions

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Common Units

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The Partnership intends to make cash distributions to common unitholders on a quarterly basis, although there is no assurance as to the future cash distributions since they are dependent upon future earnings, capital requirements, financial condition and other factors. The Credit Agreement prohibits the Partnership from making cash distributions if any potential default or Event of Default, as defined in the Credit Agreement, occurs or would result from the cash distribution. The indentures governing the Partnership’s outstanding senior notes also limit the Partnership’s ability to make distributions to its common unitholders in certain circumstances.

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Within 45 days after the end of each quarter, the Partnership will distribute all of its Available Cash (as defined in its partnership agreement) to common unitholders of record on the applicable record date.

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The Partnership will make distributions of Available Cash from distributable cash flow for any quarter in the following manner: 99.33% to the common unitholders, pro rata, and 0.67% to the General Partner, until the Partnership distributes for each outstanding common unit an amount equal to the minimum quarterly distribution for that quarter; and thereafter, cash in excess of the minimum quarterly distribution is distributed to the common unitholders and the General Partner based on the percentages as provided below.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

As holder of incentive distribution rights (“IDRs”), the General Partner is entitled to incentive distributions if the amount that the Partnership distributes with respect to any quarter exceeds specified target levels shown below:

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The Partnership paid the following cash distributions to common unitholders during 2026 (in thousands, except per unit data):

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(1) This distribution resulted in the Partnership exceeding its third target level distribution for this quarter. As a result, the General Partner, as the holder of the IDRs, received an incentive distribution.

In addition, on July 29, 2026, the board of directors of the General Partner declared a quarterly cash distribution of $0.7800 per unit ($3.12 per unit on an annualized basis) on all of its outstanding common units for the period from April 1, 2026 through June 30, 2026. On August 14, 2026, the Partnership will pay this cash distribution to its common unitholders of record as of the close of business on August 10, 2026.

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Series B Preferred Units

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Prior to the July 30, 2026 redemption of the Series B Preferred Units discussed above, distributions on the Series B Preferred Units were cumulative from March 24, 2021, the original issue date of the Series B Preferred Units, and payable quarterly in arrears on February 15, May 15, August 15 and November 15 of each year (each, a “Series B Distribution Payment Date”), commencing on May 15, 2021, to holders of record as of the opening of business on the February 1, May 1, August 1 or November 1 next preceding the Series B Distribution Payment Date, in each case, when, as, and if declared by the General Partner out of legally available funds for such purpose. Distributions on the Series B Preferred Units were paid out of Available Cash with respect to the quarter immediately preceding the applicable Series B Distribution Payment Date.

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The distribution rate for the Series B Preferred Units was 9.50% per annum of the $25.00 liquidation preference per Series B Preferred Unit (equal to $2.375 per Series B Preferred Unit per annum).

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The Partnership paid the following cash distributions on the Series B Preferred Units during the six months ended June 30, 2026 (in thousands, except per unit data):

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

On July 30, 2026, the Partnership paid the full redemption price of $25.00 per Series B Preferred Unit, plus a cash distribution of $0.49479167 per unit for the period from May 15, 2026 through July 29, 2026.

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Note 13. Segment Reporting

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Summarized financial information for the Partnership’s reportable segments is presented in the table below (in thousands):

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(1) Distillates and other oils (primarily residual oil and crude oil).

(2) Station operations consist of convenience store and prepared food sales, rental income and sundries.

(3) Product margin is a non-GAAP financial measure used by management and external users of the Partnership’s consolidated financial statements to assess its business. The table above includes a reconciliation of product margin on a combined basis to gross profit, a directly comparable GAAP measure.

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Approximately 103 million gallons and 119 million gallons of the GDSO segment’s sales for the three months ended June 30, 2026 and 2025, respectively, and 200 million gallons and 226 million gallons of the GDSO segment’s sales for the six months ended June 30, 2026 and 2025, respectively were supplied from petroleum products and renewable fuels sourced by the Wholesale segment. The Commercial segment’s sales were predominantly sourced by the Wholesale segment. These intra-segment sales are not reflected as sales in the Wholesale segment as they are eliminated.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

The following tables provide the Partnership’s significant segment operating expenses for each reportable segment, as well as a reconciliation of the totals reported for the reportable segments to the applicable line items in the accompanying consolidated financial statements for the periods presented (in thousands):

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(1) Includes salary and wages, payroll taxes, fringe benefits and other employee expenses

(2) Includes rent and leases expenses, property taxes and utilities

(3) Includes commissions and credit card fees

(4) Includes maintenance and repairs, environmental and seasonal site maintenance expenses

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(1) Includes salary and wages, payroll taxes, fringe benefits and other employee expenses

(2) Includes rent and leases expenses, property taxes and utilities

(3) Includes commissions and credit card fees

(4) Includes maintenance and repairs, environmental and seasonal site maintenance expenses

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(1) Includes salary and wages, payroll taxes, fringe benefits and other employee expenses

(2) Includes rent and leases expenses, property taxes and utilities

(3) Includes commissions and credit card fees

(4) Includes maintenance and repairs, environmental and seasonal site maintenance expenses

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(1) Includes salary and wages, payroll taxes, fringe benefits and other employee expenses

(2) Includes rent and leases expenses, property taxes and utilities

(3) Includes commissions and credit card fees

(4) Includes maintenance and repairs, environmental and seasonal site maintenance expenses

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The Partnership’s foreign assets and foreign sales were immaterial as of and for the three and six months ended June 30, 2026 and 2025.

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Segment Assets

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The Partnership’s terminal assets are allocated to the Wholesale segment, and its retail gasoline stations are allocated to the GDSO segment. Due to the commingled nature and uses of the remainder of the Partnership’s assets, it is not reasonably possible for the Partnership to allocate these assets among its reportable segments.

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The table below presents total assets by reportable segment at June 30, 2026 and December 31, 2025 (in thousands):

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(1) Includes the Partnership’s equity method investments (see Note 10).

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 14. Net Income Per Common Limited Partner Unit

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Under the Partnership’s partnership agreement, for any quarterly period, the IDRs participate in net income only to the extent of the amount of cash distributions actually declared, thereby excluding the IDRs from participating in the Partnership’s undistributed net income or losses. Accordingly, the Partnership’s undistributed net income or losses is assumed to be allocated to the common unitholders and to the General Partner’s general partner interest.

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Common units outstanding as reported in the accompanying consolidated financial statements at June 30, 2026 and December 31, 2025 excludes 146,584 and 230,273 common units, respectively, held on behalf of the Partnership pursuant to its repurchase program. These units are not deemed outstanding for purposes of calculating net income per common limited partner unit (basic and diluted). For all periods presented below, the Partnership’s preferred units are not potentially dilutive securities based on the nature of the conversion feature.

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The following table provides a reconciliation of net income and the assumed allocation of net income to the common limited partners (after deducting amounts allocated to preferred unitholders) for purposes of computing net income per common limited partner unit for the periods presented (in thousands, except per unit data):

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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See Note 12, “Partners’ Equity and Cash Distributions” for information on declared cash distributions.

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Note 15. Legal Proceedings

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General

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Although the Partnership may, from time to time, be involved in litigation and claims arising out of its operations in the normal course of business, the Partnership does not believe that it is a party to any litigation that will have a material adverse impact on its financial condition or results of operations. Except as described below and in Note 9 included herein, the Partnership is not aware of any significant legal or governmental proceedings against it or contemplated to be brought against it. The Partnership maintains insurance policies with insurers in amounts and with coverage and deductibles as its general partner believes are reasonable and prudent. However, the Partnership can provide no assurance that this insurance will be adequate to protect it from all material expenses related to potential future claims or that these levels of insurance will be available in the future at economically acceptable prices.

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Other

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In December 2024, the Conservation Law Foundation (“CLF”) served the Partnership with a complaint alleging that past and present discharges at and from the Partnership’s terminal located on Broadway Street in Chelsea, MA and the Partnership’s former terminal located in Revere, MA exceeded the numeric effluent limits permitted under the terminals’ respective National Pollution Discharge Elimination System (“NPDES”) permits. The complaint was filed by the CLF in July 2024. In August 2024, a month after the CLF filed its complaint, the EPA and the Partnership executed an administrative order on consent to address the exceedances at both terminals under each terminal’s respective NPDES permit. The issuance of the administrative order on consent by the EPA may significantly lessen, if not eliminate entirely, the ability for the CLF to seek and recover relief through its complaint against the Partnership. The Partnership believes it has meritorious defenses and intends to vigorously contest the allegations raised in the complaint.

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GLOBAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

The Partnership received letters from the EPA dated November 2, 2011 and March 29, 2012, containing requirements and testing orders (collectively, the “Requests for Information”) for information under the Clean Air Act (“CAA”). The Requests for Information were part of an EPA investigation to determine whether the Partnership has violated sections of the CAA at certain of its terminal locations in New England with respect to residual oil and asphalt. On June 6, 2014, a Notice of Violation was received from the EPA, alleging certain violations of its Air Emissions License issued by the Maine Department of Environmental Protection, based upon the test results at the South Portland, Maine terminal. The Partnership met with and provided additional information to the EPA with respect to the alleged violations. On April 7, 2015, the EPA issued a Supplemental Notice of Violation modifying the allegations of violations of the terminal’s Air Emissions License. The Partnership has entered into a consent decree (the “Consent Decree”) with the EPA and the United States Department of Justice (the “Department of Justice”), which was filed in the U.S. District Court for the District of Maine (the “Court”) on March 25, 2019. The Consent Decree was entered by the Court on December 19, 2019. The Partnership has complied with the terms of the Consent Decree. On July 23, 2026, the Partnership and the Department of Justice filed a Joint Stipulation and Motion for Termination of the Consent Decree with the Court, which the Court approved on July 30, 2026.

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Note 16. New Accounting Standards

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There have been no developments to recently issued accounting standards, including the expected dates of adoption and estimated effects on the Partnership’s consolidated financial statements, from those disclosed in the Partnership’s 2025 Annual Report on Form 10-K, except for the following:

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Recently Issued Accounting Pronouncement

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In May 2026, the Financial Accounting Standards Board issued Accounting Standards Update 2026-02, “Environmental Credits and Environmental Credit Obligations (Topic 818)”. This standard provides guidance for the recognition, measurement, presentation and disclosure of environmental credits and environmental credit obligations. The amendments in this update are effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years, with early adoption permitted. The Partnership is evaluating the impact of this standard on its disclosures.

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Note 17. Subsequent Events

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Redemption of Series B Preferred Units—On July 30, 2026, the Partnership redeemed all outstanding Series B Preferred Units at a redemption price of $25.00 per unit, plus a $0.49479167 per unit cash distribution for the period from May 15, 2026 through July 29, 2026. Effective July 30, 2026, the Series B Preferred Units are no longer outstanding. See Note 12 for additional information.

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Distribution to Common Unitholders—On July 29, 2026, the board of directors of the General Partner declared a quarterly cash distribution of $0.7800 per unit ($3.12 per unit on an annualized basis) for the period from April 1, 2026 through June 30, 2026. On August 14, 2026, the Partnership will pay this cash distribution to its common unitholders of record as of the close of business on August 10, 2026.

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Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations

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The following discussion and analysis of financial condition and results of operations of Global Partners LP should be read in conjunction with the historical consolidated financial statements of Global Partners LP and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q.

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We have three joint ventures that we account for as equity method investments. Under this method, our share of income and losses, as applicable, is included in equity method investments in the accompanying consolidated statements of operations of Global Partners LP, and our investment balances in the joint ventures are included in equity method investments in the accompanying consolidated balance sheets of Global Partners LP. See Note 10 of Notes to Consolidated Financial Statements. Except as otherwise specifically indicated, the information and discussion and analysis in this section does not otherwise take into account the financial condition and results of operations of our equity method investments.

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Overview

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We are a master limited partnership formed in March 2005. We own, control or have access to a large terminal network of refined petroleum products and renewable fuels—with connectivity to strategic rail, pipeline and marine assets—spanning from Maine to Florida and into the U.S. Gulf States. We are one of the largest independent owners, suppliers and operators of gasoline stations and convenience stores, primarily in Massachusetts, Maine, Connecticut, Vermont, New Hampshire, Rhode Island, New York, New Jersey and Pennsylvania (collectively, the “Northeast”) and Maryland and Virginia. As of June 30, 2026, we had a portfolio of 1,505 owned, leased and/or supplied gasoline stations, including 286 directly operated convenience stores, primarily in the Northeast, as well as 69 gasoline stations located in Texas that are operated or supplied by our joint venture, Spring Partners Retail LLC (“SPR”). We are also one of the largest distributors of gasoline, distillates, residual oil and renewable fuels to wholesalers, retailers and commercial customers in the New England states and New York. We engage in the purchasing, selling, gathering, blending, storing and logistics of transporting petroleum and related products, including gasoline and gasoline blendstocks (such as ethanol), distillates (such as home heating oil, diesel and kerosene), residual oil, renewable fuels, crude oil and propane and in the transportation of petroleum products and renewable fuels by rail from the mid-continent region of the United States and Canada.

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Collectively, we sold $6.7 billion and $11.8 billion of refined petroleum products, gasoline blendstocks, renewable fuels and crude oil for the three and six months ended June 30, 2026, respectively. In addition, we had other revenues of $0.1 billion and $0.3 billion for the three and six months ended June 30, 2026, respectively, from convenience store and prepared food sales at our directly operated stores, rental income from dealer leased and commissioned agent leased gasoline stations and from cobranding arrangements, and sundries.

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We base our pricing on spot prices, fixed prices or indexed prices and routinely use the New York Mercantile Exchange (“NYMEX”), Chicago Mercantile Exchange (“CME”) and Intercontinental Exchange (“ICE”) or other counterparties to hedge the risk inherent in buying and selling commodities. Through the use of regulated exchanges or derivatives, we seek to maintain a position that is substantially balanced between purchased volumes and sales volumes or future delivery obligations.

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2026 Events

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Redemption of Series B Preferred Units—On July 30, 2026 we redeemed all of our outstanding Series B Fixed Rate Cumulative Redeemable Perpetual Preferred Units (the “Series B Preferred Units”) at a redemption price of $25.00 per unit, plus a $0.49479167 per unit cash distribution for the period from May 15, 2026 through July 29, 2026. Effective July 30, 2026, the Series B Preferred Units are no longer outstanding. See Note 12 of Notes to Consolidated Financial Statements for additional information.

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Credit Agreement Accordion Exercise—On March 13, 2026, we and the lenders under our credit agreement agreed to, pursuant to the terms of the credit agreement, (i) exercise the accordion feature included in the credit agreement, and (ii) increase the aggregate working capital interim commitments as provided in the credit agreement to $300.0 million for a period not to exceed 364 days, after which the aggregate working capital interim commitments will automatically be reduced to $0. The exercise of the accordion feature increased our total commitment under the credit agreement from $1.5 billion to $1.8 billion. See “—Liquidity and Capital Resources—Credit Agreement.”

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Operating Segments

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We purchase refined petroleum products, gasoline blendstocks, renewable fuels and crude oil primarily from domestic and foreign refiners and ethanol producers, crude oil producers, major and independent oil companies and trading companies. We operate our businesses under three segments: (i) Wholesale, (ii) Gasoline Distribution and Station Operations (“GDSO”) and (iii) Commercial.

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Wholesale

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In our Wholesale segment, we engage in the logistics of selling, gathering, blending, storing and transporting refined petroleum products, gasoline blendstocks, renewable fuels, crude oil and propane. We transport these products by railcars, barges, trucks and/or pipelines pursuant to spot or long-term contracts. We sell home heating oil, branded and unbranded gasoline and gasoline blendstocks, diesel, kerosene and residual oil to retail and wholesale distributors. Generally, customers use their own vehicles or contract carriers to take delivery of the gasoline, distillates and propane at bulk terminals and inland storage facilities that we own or control or at which we have throughput or exchange arrangements. Ethanol is shipped primarily by rail and by barge.

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In our Wholesale segment, we obtain Renewable Identification Numbers (“RIN”) in connection with our purchase of ethanol which is used for bulk trading purposes or for blending with gasoline through our terminal system. A RIN is an identification number associated with government-mandated renewable fuel standards. To evidence that the required volume of renewable fuel is blended with gasoline, obligated parties must retire sufficient RINs to cover their Renewable Volume Obligation (“RVO”). Our U.S. Environmental Protection Agency (“EPA”) obligations relative to renewable fuel reporting are comprised of foreign gasoline and diesel that we may import and blending operations at certain facilities. We separate RINs from renewable fuel through blending with gasoline and can use those separated RINs to settle our RVO.

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Gasoline Distribution and Station Operations

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In our GDSO segment, gasoline distribution includes sales of branded and unbranded gasoline to gasoline station operators and sub-jobbers. Station operations include (i) convenience store and prepared food sales, (ii) rental income from gasoline stations leased to dealers, from commissioned agents and from cobranding arrangements and (iii) sundries (such as car wash sales and lottery and ATM commissions).

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As of June 30, 2026, we had a portfolio of owned, leased and/or supplied gasoline stations, primarily in the Northeast, that consisted of the following:

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(1) Excludes 69 sites operated or supplied by our joint venture, SPR (see Note 10 of Notes to Consolidated Financial Statements).

At our company-operated stores, we operate the gasoline stations and convenience stores with our employees, and we set the retail price of gasoline at the station. At commissioned agent locations, we own the gasoline inventory, and we set the retail price of gasoline at the station and pay the commissioned agent a fee related to the gallons sold. We receive rental income from commissioned agent leased gasoline stations for the leasing of the convenience store premises, repair bays and/or other businesses that may be conducted by the commissioned agent. At dealer-leased locations, the dealer purchases gasoline from us, and the dealer sets the retail price of gasoline at the dealer’s station. We also receive rental income from (i) dealer-leased gasoline stations and (ii) cobranding arrangements. We also supply gasoline to locations owned and/or leased by independent contract dealers. Additionally, we have contractual relationships with distributors in certain New England states pursuant to which we source and supply these distributors’ gasoline stations with Exxon- or Mobil-branded gasoline.

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Commercial

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In our Commercial segment, we include sales and deliveries to end user customers in the public sector and to large commercial and industrial end users of unbranded gasoline, home heating oil, diesel, kerosene, residual oil and bunker fuel. In the case of public sector commercial and industrial end user customers, we sell products primarily either

through a competitive bidding process or through contracts of various terms. We respond to publicly issued requests for product proposals and quotes. We generally arrange for the delivery of the product to the customer’s designated location. Our Commercial segment also includes sales of custom blended fuels delivered by barges or from a terminal dock to ships through bunkering activity.

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Seasonality

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Due to the nature of our businesses and our reliance, in part, on consumer travel and spending patterns, we may experience more demand for gasoline during the late spring and summer months than during the fall and winter months. Travel and recreational activities are typically higher in these months in the geographic areas in which we operate, increasing the demand for gasoline. Therefore, our volumes in gasoline are typically higher in the second and third quarters of the calendar year. As demand for some of our refined petroleum products, specifically home heating oil and residual oil for space heating purposes, is generally greater during the winter months, heating oil and residual oil volumes are generally higher during the first and fourth quarters of the calendar year. These factors may result in fluctuations in our quarterly operating results.

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Outlook

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This section identifies certain risks and certain economic or industry-wide factors that may affect our financial performance and results of operations in the future, both in the short-term and in the long-term. Our results of operations and financial condition depend, in part, upon the following:

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• Our businesses are influenced by the overall markets for refined petroleum products, gasoline blendstocks, renewable fuels, crude oil and propane and increases and/or decreases in the prices of these products may adversely impact our financial condition, results of operations and cash available for distribution to our unitholders and the amount of borrowing available for working capital under our credit agreement. Results from our purchasing, storing, terminalling, transporting, selling and blending operations are influenced by prices for refined petroleum products, gasoline blendstocks, renewable fuels, crude oil and propane, price volatility and the market for such products. Prices in the overall markets for these products may affect our financial condition, results of operations and cash available for distribution to our unitholders. Our margins can be significantly impacted by the forward product pricing curve, often referred to as the futures market. We typically hedge our exposure to petroleum product and renewable fuel price moves with futures contracts and, to a lesser extent, swaps. In markets where future prices are higher than current prices, referred to as contango, we may use our storage capacity to improve our margins by storing products we have purchased at lower prices in the current market for delivery to customers at higher prices in the future. In markets where future prices are lower than current prices, referred to as backwardation, inventories can depreciate in value and hedging costs are more expensive. For this reason, in these backward markets, we attempt to reduce our inventories in order to minimize these effects. Our inventory management is dependent on the use of hedging instruments which are managed based on the structure of the forward pricing curve. Daily market changes may impact periodic results due to the point-in-time valuation of these positions. Volatility in petroleum markets may impact our results. When prices for the products we sell rise, some of our customers may have insufficient credit to purchase supply from us at their historical purchase volumes, and their customers, in turn, may adopt conservation measures which reduce consumption, thereby reducing demand for product. Furthermore, when prices increase rapidly and dramatically, we may be unable to promptly pass our additional costs on to our customers, resulting in lower margins which could adversely affect our results of operations. Higher prices for the products we sell may (1) diminish our access to trade credit support and/or cause it to become more expensive and (2) decrease the amount of borrowings available for working capital under our credit agreement as a result of total available commitments, borrowing base limitations and advance rates thereunder. When prices for the products we sell decline, our exposure to risk of loss in the event of nonperformance by our customers of our forward contracts may be increased as they and/or their customers may breach their contracts and purchase the products we sell at the then lower market price from a competitor.

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• We commit substantial resources to pursuing acquisitions and expending capital for growth projects, although there is no certainty that we will successfully complete any acquisitions or growth projects or receive the

economic results we anticipate from completed acquisitions or growth projects. We are continuously engaged in discussions with potential sellers and lessors of existing (or suitable for development) terminalling, storage, logistics and/or marketing assets, including gasoline stations, convenience stores and related businesses, and also consider organic growth projects. Our growth largely depends on our ability to make accretive acquisitions and/or accretive development projects. We may be unable to execute such accretive transactions for a number of reasons, including the following: (1) we are unable to identify attractive transaction candidates or negotiate acceptable terms; (2) we are unable to obtain financing for such transactions on economically acceptable terms; or (3) we are outbid by competitors. Many of these transactions involve numerous regulatory, environmental, commercial and legal uncertainties beyond our control, which may materially alter the expected return associated with the underlying transaction. We may consummate transactions that we believe will be accretive but that ultimately may not be accretive.

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• We may not be able to realize expected returns or other anticipated benefits associated with our joint ventures. We are involved in three joint ventures accounted for using the equity method. We may not always be in complete alignment with our unaffiliated joint venture counterparties due to, for example, conflicting strategic objectives, change in control, change in market conditions or applicable laws, or other events. We may disagree on governance matters with respect to the respective joint venture or the jointly-owned assets and may be outvoted by our respective joint venture counterparty. Our joint venture arrangements may also require us to expend additional resources that could otherwise be directed to other areas of our business. As a result of such challenges, the anticipated benefits associated with our joint ventures may not be achieved and could negatively impact our results of operations.

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• The condition of credit markets may adversely affect our liquidity. In the past, world financial markets experienced a severe reduction in the availability of credit. Possible negative impacts in the future could include a decrease in the availability of borrowings under our credit agreement, increased counterparty credit risk on our derivatives contracts and our contractual counterparties could require us to provide collateral. In addition, we could experience a tightening of trade credit from our suppliers.

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• We depend upon marine, pipeline, rail and truck transportation services for a substantial portion of our logistics activities in transporting the petroleum products we purchase and sell. Disruption in any of these transportation services could have an adverse effect on our financial condition, results of operations and cash available for distribution to our unitholders. Hurricanes, flooding and other severe weather conditions could cause a disruption in the transportation services we depend upon and could affect the flow of service. In addition, accidents, labor disputes between providers and their employees and labor renegotiations, including strikes, lockouts or a work stoppage, shortage of railcars, trucks and barges, mechanical difficulties or bottlenecks and disruptions in transportation logistics could also disrupt our business operations. These events could result in service disruptions and increased costs which could also adversely affect our financial condition, results of operations and cash available for distribution to our unitholders. Other disruptions, such as those due to an act of terrorism or war, could also adversely affect our businesses.

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• We have contractual obligations for certain transportation assets such as barges and railcars. A decline in demand for the products we sell could result in a decrease in the utilization of our transportation assets. Certain costs associated with our contractual obligations for certain transportation assets, such as barges and railcars, are fixed and do not vary with volumes transported. Should we experience a reduction in our logistics activities, costs associated with our contractual obligations for related transportation assets may not decrease ratably or at all. As a result, our financial condition, results of operations and cash available for distribution to our unitholders may be negatively impacted.

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• Our gasoline financial results in our GDSO segment can be lower in the first and fourth quarters of the calendar year due to seasonal fluctuations in demand. Due to the nature of our businesses and our reliance, in part, on consumer travel and spending patterns, we may experience more demand for gasoline during the late spring and summer months than during the fall and winter months. Travel and recreational activities are typically higher in these months in the geographic areas in which we operate, increasing the demand for gasoline. Therefore, our results of operations in gasoline can be lower in the first and fourth quarters of the calendar year.

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• Our heating oil and residual oil financial results can be lower in the second and third quarters of the calendar year. Demand for some refined petroleum products, specifically home heating oil and residual oil for space heating purposes, is generally higher during November through March than during April through October. We obtain a significant portion of these sales during the winter months.

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• Warmer weather conditions could adversely affect our results of operations and financial condition. Weather conditions generally have an impact on the demand for both home heating oil and residual oil. Because we supply distributors whose customers depend on home heating oil and residual oil for space heating purposes during the winter, warmer-than-normal temperatures during the first and fourth calendar quarters can decrease the total volume we sell and the gross profit realized on those sales.

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• Our gasoline, convenience store and prepared food sales could be significantly reduced by a reduction in demand due to higher prices and inflation in general and new technologies and alternative fuel sources, such as electric, hybrid, battery powered, hydrogen or other alternative fuel-powered motor vehicles and changing consumer preferences and driving habits. Technological advances and alternative fuel sources, such as electric, hybrid, battery powered, hydrogen or other alternative fuel-powered motor vehicles, may adversely affect the demand for gasoline. We could face additional competition from alternative energy sources as a result of future government-mandated controls or regulations which promote the use of alternative fuel sources. A number of legal incentives and regulatory requirements, and executive initiatives, including various government subsidies including the extension of certain tax credits for renewable energy, have made these alternative forms of energy more competitive. Changing consumer preferences or driving habits could lead to new forms of fueling destinations or potentially fewer customer visits to our sites, resulting in a decrease in gasoline sales and/or sales of food, sundries and other on-site services. In addition, higher prices, including as result of tariffs and other controls on imports or exports of goods, and inflation in general could reduce the demand for gasoline and the products and services we offer at our convenience stores and adversely impact our sales. A reduction in our sales could have an adverse effect on our financial condition, results of operations and cash available for distribution to our unitholders.

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• Tariffs and other controls on imports and exports could significantly impact our operations and costs, adversely affecting our business. Our operations involve the international purchase and resale of petroleum products and renewable fuels, and can be affected by import duties applicable to these products’ movement across borders. In addition, the products we sell in our convenience stores and the equipment and materials we utilize in our operations may also be similarly affected by import duties. Tariffs and other duties and controls on energy products that we trade internationally, the products we sell in our convenience stores or the equipment and materials we utilize in our operations could materially impact us. Our business may be adversely affected by increased costs resulting from such duties and controls. The timing and scope of import duty and controls and the associated cost burdens cannot be definitively determined, or controlled for, in advance.

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• Energy efficiency, higher prices, new technology and alternative fuels could reduce demand for our heating oil and residual oil. Increased conservation and technological advances have adversely affected the demand for home heating oil and residual oil. Consumption of residual oil has steadily declined over the last several decades. We could face additional competition from alternative energy sources as a result of future government-mandated controls or regulations further promoting the use of cleaner fuels or changing consumer preferences. End users who are dual-fuel users have the ability to switch between residual oil and natural gas. Other end users may elect to convert to natural gas, electric heat pumps or other alternative fuels. During a period of increasing residual oil prices relative to the prices of natural gas, dual-fuel customers may switch and other end users may convert to natural gas. During periods of increasing home heating oil prices relative to the price of natural gas, residential users of home heating oil may also convert to natural gas, electric heat pumps or other alternative fuels. As described above, such switching or conversion could have an adverse effect on our financial condition, results of operations and cash available for distribution to our unitholders.

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• Changes in government usage mandates and tax credits could adversely affect the availability and pricing of ethanol and renewable fuels, which could negatively impact our sales. The EPA has implemented a Renewable

Fuel Standard (“RFS”) pursuant to the Energy Policy Act of 2005 and the Energy Independence and Security Act of 2007. The RFS program seeks to promote the incorporation of renewable fuels in the nation’s fuel supply and, to that end, sets annual quotas for the quantity of renewable fuels (such as ethanol) that must be blended into transportation fuels consumed in the United States. A RIN is assigned to each gallon of renewable fuel produced in or imported into the United States. We are exposed to volatility in the market price of RINs. We cannot predict the future prices of RINs. RIN prices are dependent upon a variety of factors, including EPA regulations related to the amount of RINs required and the total amounts that can be generated, the availability of RINs for purchase, the price at which RINs can be purchased, and levels of transportation fuels produced, all of which can vary significantly from quarter to quarter. If sufficient RINs are unavailable for purchase or if we have to pay a significantly higher price for RINs, or if we are otherwise unable to meet the EPA’s RFS mandates, our results of operations and cash flows could be adversely affected. Future demand for ethanol will be largely dependent upon the economic incentives to blend based upon the relative value of gasoline and ethanol, taking into consideration the EPA’s regulations on the RFS program and oxygenate blending requirements. A reduction or waiver of the RFS mandate or oxygenate blending requirements could adversely affect the availability and pricing of ethanol, which in turn could adversely affect our future gasoline and ethanol sales. In addition, changes in blending requirements or broadening the definition of what constitutes a renewable fuel could affect the price of RINs which could impact the magnitude of the mark-to-market liability recorded for the deficiency, if any, in our RIN position relative to our RVO at a point in time. Future changes proposed by EPA for the renewable volume obligations may increase the cost to consumers for transportation fuel, which could result in a decline in demand for fuels and lower revenues for our business.

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• Governmental action and campaigns to discourage smoking and use of other products may have a material adverse effect on our financial condition, results of operations and cash available for distribution to our unitholders. Congress has given the Food and Drug Administration (“FDA”) broad authority to regulate tobacco and nicotine products, and the FDA, states and some municipalities have enacted and are pursuing enaction of numerous regulations restricting the sale of such products. These governmental actions, as well as national, state and municipal campaigns to discourage smoking, tax increases, and imposition of regulations restricting the sale of flavored tobacco products, e-cigarettes and vapor products, have and could result in reduced consumption levels, higher costs which we may not be able to pass on to our customers, and reduced overall customer traffic. Also, increasing regulations related to and restricting the sale of flavored tobacco products, e-cigarettes and vapor products may offset some of the gains we have experienced from selling these types of products. These factors could materially affect the sale of this product mix which in turn could have an adverse effect on our financial condition, results of operations and cash available for distribution to our unitholders.

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• Environmental laws and other industry-related regulations or environmental litigation could significantly impact our operations and/or increase our costs, which could adversely affect our results of operations and financial condition. Our operations are subject to federal, state and municipal laws and regulations regulating, among other matters, logistics activities, product quality specifications and other environmental matters. The historical trend in environmental regulation has been towards more restrictions and limitations on activities that may affect the environment over time. These rules are subject to legal challenge, withdrawal, or repeal, and enforcement of such rules is subject to change. Our businesses may be adversely affected by increased costs and liabilities resulting from such environmental laws and regulations. We try to anticipate future regulatory requirements that might be imposed and plan accordingly to remain in compliance with changing environmental laws and regulations and to minimize the costs of such compliance. There can be no assurances as to the timing and type of such changes in existing laws or the promulgation of new laws or the amount of any required expenditures associated therewith. Risks related to our environmental permits, including the risk of noncompliance, permit interpretation, permit modification, renewal of permits on less favorable terms, judicial or administrative challenges to permits by citizens groups or federal, state or municipal entities or permit revocation are inherent in the operation of our businesses, as it is with other companies engaged in similar businesses. We may not be able to renew the permits necessary for our operations, or we may be forced to accept terms in future permits that limit our operations or result in additional compliance costs.

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Results of Operations

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Evaluating Our Results of Operations

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Our management uses a variety of financial and operational measurements to analyze our performance. These measurements include: (1) product margin, (2) gross profit, (3) earnings before interest, taxes, depreciation and amortization (“EBITDA”) and adjusted EBITDA, (4) distributable cash flow and adjusted distributable cash flow, (5) selling, general and administrative expenses (“SG&A”), (6) operating expenses and (7) degree days.

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Product Margin

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We view product margin as an important performance measure of the core profitability of our operations. We review product margin monthly for consistency and trend analysis. We define product margin as our product sales minus product costs. Product sales primarily include sales of unbranded and branded gasoline, distillates, residual oil, renewable fuels and crude oil, as well as convenience store and prepared food sales, gasoline station rental income and revenue generated from our logistics activities when we engage in the storage, transloading and shipment of products owned by others. Product costs include the cost of acquiring products and all associated costs including shipping and handling costs to bring such products to the point of sale as well as product costs related to convenience store items and costs associated with our logistics activities. We also look at product margin on a per unit basis (product margin divided by volume). Product margin is a non-GAAP financial measure used by management and external users of our consolidated financial statements to assess our business. Product margin should not be considered an alternative to net income, operating income, cash flow from operations, or any other measure of financial performance presented in accordance with GAAP. In addition, our product margin may not be comparable to product margin or a similarly titled measure of other companies.

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Gross Profit

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We define gross profit as our product margin minus terminal and gasoline station related depreciation expense allocated to cost of sales.

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EBITDA and Adjusted EBITDA

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EBITDA and adjusted EBITDA are non-GAAP financial measures used as supplemental financial measures by management and may be used by external users of our consolidated financial statements, such as investors, commercial banks and research analysts, to assess:

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• our compliance with certain financial covenants included in our debt agreements;

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• our financial performance without regard to financing methods, capital structure, income taxes or historical cost basis;

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• our ability to generate cash sufficient to pay interest on our indebtedness and to make distributions to our partners;

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• our operating performance and return on invested capital as compared to those of other companies in the wholesale, marketing, storing and distribution of refined petroleum products, gasoline blendstocks, renewable fuels, crude oil and propane, and in the gasoline stations and convenience stores business, without regard to financing methods and capital structure; and

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• the viability of acquisitions and capital expenditure projects and the overall rates of return of alternative investment opportunities.

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Adjusted EBITDA is EBITDA further adjusted for gains or losses on the sale and disposition of assets, goodwill and long-lived asset impairment charges and our proportionate share of EBITDA related to our joint venture, SPR, which is accounted for using the equity method. EBITDA and adjusted EBITDA should not be considered as alternatives to net

income, operating income, cash flow from operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. EBITDA and adjusted EBITDA exclude some, but not all, items that affect net income, and these measures may vary among other companies. Therefore, EBITDA and adjusted EBITDA may not be comparable to similarly titled measures of other companies.

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Distributable Cash Flow and Adjusted Distributable Cash Flow

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Distributable cash flow is an important non-GAAP financial measure for our limited partners since it serves as an indicator of our success in providing a cash return on their investment. Distributable cash flow as defined by our partnership agreement is net income plus depreciation and amortization minus maintenance capital expenditures, as well as adjustments to eliminate items approved by the audit committee of the board of directors of our general partner that are extraordinary or non-recurring in nature and that would otherwise increase distributable cash flow.

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Distributable cash flow as used in our partnership agreement also determines our ability to make cash distributions on our incentive distribution rights. The investment community also uses a distributable cash flow metric similar to the metric used in our partnership agreement with respect to publicly traded partnerships to indicate whether or not such partnerships have generated sufficient earnings on a current or historical level that can sustain distributions on preferred or common units or support an increase in quarterly cash distributions on common units. Our partnership agreement does not permit adjustments for certain non-cash items, such as net losses on the sale and disposition of assets and goodwill and long-lived asset impairment charges.

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Adjusted distributable cash flow is a non-GAAP financial measure intended to provide management and investors with an enhanced perspective of our financial performance. Adjusted distributable cash flow is distributable cash flow (as defined in our partnership agreement) further adjusted for our proportionate share of distributable cash flow related to our joint venture, SPR, which is accounted for using the equity method. Adjusted distributable cash flow is not used in our partnership agreement to determine our ability to make cash distributions and may be higher or lower than distributable cash flow as calculated under our partnership agreement.

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Distributable cash flow and adjusted distributable cash flow should not be considered as alternatives to net income, operating income, cash flow from operations, or any other measure of financial performance presented in accordance with GAAP. In addition, our distributable cash flow and adjusted distributable cash flow may not be comparable to distributable cash flow or similarly titled measures of other companies.

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Selling, General and Administrative Expenses

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Our SG&A expenses include, among other things, marketing costs, corporate overhead, employee salaries and benefits, pension and 401(k) plan expenses, discretionary bonuses, non-interest financing costs, professional fees and information technology expenses. Employee-related expenses including employee salaries, discretionary bonuses and related payroll taxes, benefits, and pension and 401(k) plan expenses are paid by our general partner which, in turn, are reimbursed for these expenses by us.

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Operating Expenses

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Operating expenses are costs associated with the operation of the terminals, transload facilities and gasoline stations and convenience stores used in our businesses. Lease payments, maintenance and repair, property taxes, utilities, credit card fees, taxes, labor and labor-related expenses comprise the most significant portion of our operating expenses. While the majority of these expenses remains relatively stable, independent of the volumes through our system, they can fluctuate depending on the activities performed during a specific period. In addition, they can be impacted by new directives issued by federal, state and local governments.

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Degree Days

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A “degree day” is an industry measurement of temperature designed to evaluate energy demand and consumption. Degree days are based on how far the average temperature departs from a human comfort level of 65°F. Each degree of

temperature above 65°F is counted as one cooling degree day, and each degree of temperature below 65°F is counted as one heating degree day. Degree days are accumulated each day over the course of a year and can be compared to a monthly or a long-term (multi-year) average, or normal, to see if a month or a year was warmer or cooler than usual. Degree days are officially observed by the National Weather Service and officially archived by the National Climatic Data Center. For purposes of evaluating our results of operations, we use the normal heating degree day amount as reported by the National Weather Service at its Logan International Airport station in Boston, Massachusetts.

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Key Performance Indicators

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The following table provides a summary of some of the key performance indicators that may be used to assess our results of operations. These comparisons are not necessarily indicative of future results (gallons and dollars in thousands):

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(1) EBITDA and adjusted EBITDA are non-GAAP financial measures which are discussed above under “—Evaluating Our Results of Operations.” The table below presents reconciliations of EBITDA and adjusted EBITDA to the most directly comparable GAAP financial measures.

(2) EBITDA and adjusted EBITDA for each of the three and six months ended June 30, 2025 include a $2.8 million loss on early extinguishment of debt related to the 2025 redemption of a portion of our 7.00% senior notes due 2027.

(3) Distributable cash flow and adjusted distributable cash flow are non-GAAP financial measures which are discussed above under “—Evaluating Our Results of Operations.” As defined by our partnership agreement, distributable cash flow is not adjusted for certain non-cash items, such as net losses on the sale and disposition of assets and goodwill and long-lived asset impairment charges. The table below presents reconciliations of distributable cash flow and adjusted distributable cash flow to the most directly comparable GAAP financial measures.

(4) Distributable cash flow and adjusted distributable cash flow include a net (loss) gain on sale and disposition of assets and long-lived asset impairment of ($0.4 million) and ($0.5 million) for the three months ended June 30, 2026 and 2025, respectively, and $3.0 million and $2.0 million for the six months ended June 30, 2026 and 2025, respectively. Distributable cash flow also includes income of $1.8 million and $0.9 million for the three months ended June 30, 2026 and 2025, respectively, and $2.4 million and $0.9 million for the six months ended June 30, 2026 and 2025, respectively, related to our 49.99% interest in our joint venture, SPR, which is accounted for using the equity method (see Note 10 of Notes to Consolidated Financial Statements).

(5) Distributable cash flow and adjusted distributable cash flow for each of the three and six months ended June 30, 2025 include a $2.8 million loss on early extinguishment of debt related to the 2025 redemption of a portion of our 7.00% senior notes due 2027.

(6) Distillates and other oils (primarily residual oil and crude oil).

(7) Station operations consist of convenience store and prepared food sales, rental income and sundries.

(8) Product margin is a non-GAAP financial measure which is discussed above under “—Evaluating Our Results of Operations.” The table above includes a reconciliation of product margin on a combined basis to gross profit, a directly comparable GAAP measure.

(9) Excludes 69 sites and 66 sites at June 30, 2026 and 2025, respectively, operated or supplied by our joint venture, SPR (see Note 10 of Notes to Consolidated Financial Statements).

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The following table presents reconciliations of EBITDA and adjusted EBITDA to the most directly comparable GAAP financial measures on a historical basis for each period presented (in thousands):

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(1) EBITDA and adjusted EBITDA for each of the three and six months ended June 30, 2025 include a $2.8 million loss on early extinguishment of debt related to the 2025 redemption of a portion of our 7.00% senior notes due 2027.

(2) Represents our proportionate share of income or loss, as applicable, and EBITDA related to our 49.99% interest in our joint venture, SPR, which is accounted for using the equity method (see Note 10 of Notes to Consolidated Financial Statements).

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The following table presents reconciliations of distributable cash flow and adjusted distributable cash flow to the most directly comparable GAAP financial measures on a historical basis for each period presented (in thousands):

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(1) Distributable cash flow and adjusted distributable cash flow are non-GAAP financial measures which are discussed above under “—Evaluating Our Results of Operations.” As defined by our partnership agreement, distributable cash flow is not adjusted for certain non-cash items, such as net losses on the sale and disposition of assets and goodwill and long-lived asset impairment charges.

(2) Distributable cash flow and adjusted distributable cash flow include a net (loss) gain on sale and disposition of assets and long-lived asset impairment of ($0.4 million) and ($0.5 million) for the three months ended June 30, 2026 and 2025, respectively, and $3.0 million and $2.0 million for the six months ended June 30, 2026 and 2025, respectively. Distributable cash flow also includes income of $1.8 million and $0.9 million for the three months ended June 30, 2026 and 2025, respectively, and $2.4 million and $0.9 million for the six months ended June 30, 2026 and 2025, respectively, related to our 49.99% interest in our joint venture, SPR, which is accounted for using the equity method (see Note 10 of Notes to Consolidated Financial Statements).

(3) Distributable cash flow and adjusted distributable cash flow for each of the three and six months ended June 30, 2025 include a $2.8 million loss on early extinguishment of debt related to the 2025 redemption of a portion of our 7.00% senior notes due 2027.

(4) Represents our proportionate share of income or loss, as applicable, and distributable cash flow related to our 49.99% interest in our joint venture, SPR, which is accounted for using the equity method (see Note 10 of Notes to Consolidated Financial Statements).

(5) Distributions to preferred unitholders represent the distributions payable to the Series B preferred unitholders earned during the period. These distributions were cumulative and payable quarterly in arrears on February 15, May 15, August 15 and November 15 of each year. On July 30, 2026, all of the Series B Preferred Units were redeemed and are no longer outstanding (see “Overview—2026 Events”).

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Results of Operations

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Consolidated Sales

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Our total sales were $6.8 billion and $4.6 billion for the three months ended June 30, 2026 and 2025, respectively, an increase of $2.2 billion, or 47%, primarily due to an increase in prices, partially offset by a decrease in volume sold. Our aggregate volume of product sold was 2.0 billion gallons for each of the three months ended June 30, 2026 and 2025, decreasing 37 million gallons from the prior-year period (consisting of decreases of 31 million gallons and 18 million gallons in our GDSO and Commercial segments, respectively, offset by an increase of 12 million gallons in our Wholesale segment).

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Our total sales were $12.1 billion and $9.2 billion for the six months ended June 30, 2026 and 2025, respectively, an increase of $2.9 billion, or 31%, primarily due to increases in prices and volume sold. Our aggregate volume of product sold was 4.1 billion gallons and 3.9 billion gallons for the six months ended June 30, 2026 and 2025, respectively, increasing 173 million gallons from the prior-year period (consisting of increases of 206 million gallons and 24 million gallons in our Wholesale and Commercial segments, respectively, offset by a decrease of 57 million gallons in our GDSO segment).

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Gross Profit

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Our gross profit was $328.9 million and $272.4 million for the three months ended June 30, 2026 and 2025, respectively, an increase of $56.5 million, or 21%. In our GDSO segment, our gasoline distribution product margin increased primarily due to higher fuel margins (cents per gallon), and our station operations product margin increased due in part to an increase in sundries. In our Wholesale segment, our product margin increased primarily due to more favorable market conditions in gasoline, partially offset by less favorable market conditions in residual oil. Our Commercial segment product margin increased primarily due to more favorable market conditions in bunkering.

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Our gross profit was $661.1 million and $527.6 million for the six months ended June 30, 2026 and 2025, respectively, an increase of $133.5 million, or 25%. In our Wholesale segment, our product margins increased primarily due to more favorable market conditions in gasoline and residual oil. In our GDSO segment, our gasoline distribution product margin increased primarily due to higher fuel margins (cents per gallon), and our station operations product margin increased due in part to an increase in sundries. Our Commercial segment product margin increased primarily due to more favorable market conditions in bunkering.

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Results for Wholesale Segment

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Gasoline and Gasoline Blendstocks. Sales from wholesale gasoline and gasoline blendstocks were $3.3 billion and $2.1 billion for the three months ended June 30, 2026 and 2025, respectively, an increase of $1.2 billion, or 56%, primarily due to increases in prices and volume sold. Our gasoline and gasoline blendstocks product margin was $78.4 million and $58.8 million for the three months ended June 30, 2026 and 2025, respectively, an increase of $19.6 million, or 33%, primarily due to more favorable market conditions in gasoline, partially offset by less favorable market conditions in gasoline blendstocks.

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Sales from wholesale gasoline and gasoline blendstocks were $5.2 billion and $3.8 billion for the six months ended June 30, 2026 and 2025, respectively, an increase of $1.4 billion, or 36%, primarily due to increases in prices and volume sold. Our gasoline and gasoline blendstocks product margin was $179.6 million and $116.0 million for the six months ended June 30, 2026 and 2025, respectively, an increase of $63.6 million, or 55%, primarily due to more favorable market conditions in gasoline.

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Distillates and Other Oils. Sales from distillates and other oils (primarily residual oil and crude oil) were $1.6 billion and $1.0 billion for the three months ended June 30, 2026 and 2025, respectively, increasing $569.2 million, or 57%, primarily due to an increase in prices, partially offset by a decrease in volume sold. Our product margin from

distillates and other oils was $28.1 million and $32.9 million for the three months ended June 30, 2026 and 2025, respectively, a decrease of $4.8 million, or 15%, primarily due to less favorable market conditions in residual oil.

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Sales from distillates and other oils were $3.5 billion and $2.5 billion for the six months ended June 30, 2026 and 2025, respectively, an increase of $1.0 billion, or 40%, primarily due to increases in prices and volume sold. Our product margin from distillates and other oils was $81.0 million and $69.4 million for the six months ended June 30, 2026 and 2025, respectively, an increase of $11.6 million, or 17%, primarily due to more favorable market conditions, largely in residual oil in the first quarter of 2026.

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Results for Gasoline Distribution and Station Operations Segment

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Gasoline Distribution. Sales from gasoline distribution were $1.4 billion and $1.1 billion for the three months ended June 30, 2026 and 2025, respectively, increasing $333.2 million, or 31%, primarily due to an increase in prices, partially offset by a decrease in volume sold. Our product margin from gasoline distribution was $175.0 million and $137.9 million for the three months ended June 30, 2026 and 2025, respectively, an increase of $37.1 million, or 27%, primarily due to higher fuel margins (cents per gallon) compared to the same period in 2025.

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Sales from gasoline distribution were $2.4 billion and $2.1 billion for the six months ended June 30, 2026 and 2025, respectively, increasing $310.6 million, or 15%, primarily due to an increase in prices, partially offset by a decrease in volume sold. Our product margin from gasoline distribution was $311.7 million and $263.7 million for the six months ended June 30, 2026 and 2025, respectively, an increase of $48.0 million, or 18%, primarily due to higher fuel margins (cents per gallon) compared to the same period in 2025.

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Station Operations. Our station operations, which include (i) convenience store and prepared food sales at our directly operated stores, (ii) rental income from gasoline stations leased to dealers or from commissioned agents and from cobranding arrangements and (iii) sale of sundries, such as car wash sales and lottery and ATM commissions, collectively generated revenues of $142.2 million and $141.4 million for the three months ended June 30, 2026 and 2025, respectively, an increase of $0.8 million. Our product margin from station operations was $70.2 million and $70.0 million for the three months ended June 30, 2026 and 2025, respectively, an increase of $0.2 million. The increases in sales and product margin are due in part to an increase in sundries.

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Sales from our station operations were $264.2 million and $262.7 million for the six months ended June 30, 2026 and 2025, respectively, an increase of $1.5 million. Our product margin from station operations was $132.8 million and $132.1 million for the six months ended June 30, 2026 and 2025, respectively, an increase of $0.7 million. The increases in sales and product margin are due in part to an increase in sundries.

​

Results for Commercial Segment

​

Our commercial sales were $370.2 million and $275.8 million for the three months ended June 30, 2026 and 2025, respectively, an increase of $94.4 million or 34%, primarily due to an increase in prices, partially offset by a decrease in volume sold. Our commercial product margin was $10.5 million and $6.1 million for the three months ended June 30, 2026 and 2025, respectively, an increase of $4.4 million, or 72%, primarily due to more favorable market conditions in bunkering.

​

Our commercial sales were $737.5 million and $550.9 million for the six months ended June 30, 2026 and 2025, respectively, an increase of $186.6 million or 34%, primarily due to increases in prices and volume sold. Our commercial product margin was $22.2 million and $13.2 million for the six months ended June 30, 2026 and 2025, respectively, an increase of $9.0 million, or 68%, primarily due to more favorable market conditions in bunkering.

​

Selling, General and Administrative Expenses

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SG&A expenses were $83.0 million and $74.7 million for the three months ended June 30, 2026 and 2025, respectively, an increase of $8.3 million, or 11%, including increases of $6.8 million in accrued discretionary incentive

compensation, $4.0 million in wages and benefits and $2.3 million in various other SG&A expenses, offset by a decrease of $4.8 million in professional fees.

​

SG&A expenses were $182.4 million and $148.5 million for the six months ended June 30, 2026 and 2025, respectively, an increase of $33.9 million, or 23%, including increases of $27.9 million in accrued discretionary incentive compensation, $6.8 million in wages and benefits, $1.4 million in dues and subscriptions and $2.3 million in various other SG&A expenses, offset by a decrease of $4.5 million in professional fees.

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Operating Expenses

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Operating expenses were $136.8 million and $135.7 million for the three months ended June 30, 2026 and 2025, respectively, an increase of $1.1 million, or 1%, including an increase of $2.6 million in operating expenses related to our GDSO operations, offset by a decrease of $1.5 million in operating expenses associated with our terminals.

​

Operating expenses were $266.1 million and $262.4 million for the six months ended June 30, 2026 and 2025, respectively, an increase of $3.7 million, or 1%, including an increase of $4.0 million in operating expenses related to our GDSO operations, offset by a decrease of $0.3 million in operating expenses associated with our terminals.

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Amortization Expense

​

Amortization expense related to intangible assets was $1.3 million and $1.4 million for the three months ended June 30, 2026 and 2025, respectively, and $2.5 million and $2.8 million for the six months ended June 30, 2026 and 2025, respectively.

​

Net (Loss) Gain on Sale and Disposition of Assets

​

Net (loss) gain on sale and disposition of assets was ($0.4 million) and ($0.3 million) for the three months ended June 30, 2026 and 2025, respectively, and $3.0 million and $2.2 million for the six months ended June 30, 2026 and 2025, respectively, primarily due to the sale of GDSO sites.

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Long-Lived Asset Impairment

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No impairment charges were recognized for the three and six months ended June 30, 2026. We recognized impairment charges relating to construction in process assets allocated to the GDSO segment in the amount of $0.2 million for each of the three and six months ended June 30, 2025.

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Income from Equity Method Investments

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Income from equity method investments was $2.0 million and $2.3 million for the three months ended June 30, 2026 and 2025, respectively, and $2.7 million and $2.4 million for the six months ended June 30, 2026 and 2025, respectively, representing our proportional share of income from our equity method investments in our joint ventures. See Note 10 of Notes to Consolidated Financial Statements for information on our equity method investments.

​

Interest Expense

​

Interest expense was $33.1 million and $34.5 million for the three months ended June 30, 2026 and 2025, respectively, a decrease of $1.4 million, or 4%, and $68.6 million and $70.5 million for the six months ended June 30, 2026 and 2025, respectively, a decrease of $1.9 million, or 3%. These decreases are in part due to lower average balances on our credit facilities.

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Loss on Early Extinguishment of Debt

​

As a result of the 2025 redemption of a portion of our 7.00% senior notes due 2027, we recorded a $2.8 million loss from early extinguishment of debt for each of the three and six months ended June 30, 2025, consisting of a

$1.7 million non-cash write-off of a portion of our remaining unamortized original issue discount and a $1.1 million cash call premium.

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Income Tax (Expense) Benefit

​

Income tax (expense) benefit was ($5.3 million) and $0.1 million for the three months ended June 30, 2026 and 2025, respectively, and $6.1 million and $1.1 million for the six months ended June 30, 2026 and 2025, respectively which predominantly reflects the income tax expense from the operating results of GMG, which is a taxable entity for federal and state income tax purposes.

​

Liquidity and Capital Resources

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Liquidity

​

Our primary liquidity needs are to fund our working capital requirements, capital expenditures and distributions and to service our indebtedness. Our primary sources of liquidity are cash generated from operations, amounts available under our working capital revolving credit facility and equity and debt offerings. Please read “—Credit Agreement” for more information on our working capital revolving credit facility.

​

Working capital was $230.3 million and $151.3 million at June 30, 2026 and December 31, 2025, respectively, an increase of $79.0 million. Changes in current assets and current liabilities increasing our working capital include, in part, increases of $176.2 million and $28.7 million in accounts receivable and inventories, respectively, due in part to an increase in prices. The increase in working capital was offset by an increase of $141.1 million in accounts payable, also due in part to an increase in prices.

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Cash Distributions

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Common Units

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During 2026, we paid the following cash distributions to our common unitholders and our general partner:

​

​

In addition, on July 29, 2026, the board of directors of our general partner declared a quarterly cash distribution of $0.7800 per unit ($3.12 per unit on an annualized basis) on our common units for the period from April 1, 2026 through June 30, 2026 to our common unitholders of record as of the close of business on August 10, 2026. We expect to pay the total cash distribution of $32.1 million on August 14, 2026.

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Preferred Units

​

During the six months ended June 30, 2026, we paid the following cash distributions to holders of the Series B Preferred Units:

​

​

On July 30, 2026, we redeemed all of our outstanding Series B Preferred Units at a redemption price of $25.00 per unit, plus a $0.49479167 per unit cash distribution for the period from May 15, 2026 through July 29, 2026, for a total amount of $76.5 million. Effective July 30, 2026, the Series B Preferred Units are no longer outstanding.

​

Contractual Obligations

​

We have contractual obligations that are required to be settled in cash. The amounts of our contractual obligations at June 30, 2026 were as follows (in thousands):

​

(1) Includes principal and interest on our working capital revolving credit facility and our revolving credit facility at June 30, 2026 and assumes a ratable payment through the expiration date. Our credit agreement has a contractual maturity of March 20, 2028 and no principal payments are required prior to that date. However, we repay amounts outstanding and reborrow funds based on our working capital requirements. Therefore, the current portion of the working capital revolving credit facility included in the accompanying consolidated balance sheets is the amount we expect to pay down during the course of the year, and the long-term portion of the working capital revolving credit facility is the amount we expect to be outstanding during the entire year. Please read “—Credit Agreement” for more information on our working capital revolving credit facility.

(2) Includes principal and interest on our 6.875% senior notes due 2029, 8.25% senior notes due 2032 and 7.125% senior notes due 2033. No principal payments are required prior to maturity. See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Senior Notes” in our Annual Report on Form 10-K for the year ended December 31, 2025 for additional information.

(3) Includes operating lease obligations related to leases for office space and equipment, land, gasoline stations, railcars and barges.

(4) Includes amounts related to our brand fee agreement, amounts related to our access right agreements and our deferred compensation obligation and various service agreements.

(5) Includes lease rental payments in connection with (i) the acquisition of Capitol Petroleum Group (“Capitol”) related to properties previously sold by Capitol within two sale-leaseback transactions; and (ii) the sale of real property assets and convenience stores. See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Financing Obligations” in our Annual Report on Form 10-K for the year ended December 31, 2025 for additional information.

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Capital Expenditures

​

Our operations require investments to maintain, expand, upgrade and enhance existing operations and to meet environmental and operational regulations. We categorize our capital requirements as either maintenance capital expenditures or expansion capital expenditures. Maintenance capital expenditures represent capital expenditures to repair or replace partially or fully depreciated assets to maintain the operating capacity of, or revenues generated by, existing assets and extend their useful lives. Maintenance capital expenditures also include expenditures required to maintain equipment reliability, tank and pipeline integrity and safety and to address certain environmental regulations. We anticipate that maintenance capital expenditures will be funded with cash generated by operations. We had $25.8 million and $19.5 million in maintenance capital expenditures for the six months ended June 30, 2026 and 2025, respectively, which are included in capital expenditures in the accompanying consolidated statements of cash flows, of which $15.7 million and $15.5 million for the six months ended June 30, 2026 and 2025, respectively, are related to our investments in our gasoline station business. Repair and maintenance expenses associated with existing assets that are minor in nature and do not extend the useful life of existing assets are charged to operating expenses as incurred.

​

Expansion capital expenditures include expenditures to acquire assets to grow our businesses or expand our existing facilities, such as projects that increase our operating capacity or revenues by, for example, increasing dock capacity and tankage, diversifying product availability, investing in raze and rebuilds and new-to-industry gasoline stations and convenience stores, increasing storage flexibility at various terminals and by adding terminals to our storage network. We have the ability to fund our expansion capital expenditures through cash from operations or our credit

agreement or by issuing debt securities or additional equity. We had $41.0 million and $13.4 million in expansion capital expenditures, excluding acquired property and equipment, for the six months ended June 30, 2026 and 2025, respectively, primarily related to investments in our gasoline station and terminal businesses.

​

We expect maintenance capital expenditures of approximately $60.0 million to $70.0 million and expansion capital expenditures, excluding acquisitions, of approximately $75.0 million to $85.0 million in 2026, relating primarily to investments in our gasoline station and terminal businesses. These current estimates depend, in part, on the timing of completion of projects, availability of equipment and workforce, weather and unanticipated events or opportunities requiring additional maintenance or investments.

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We believe that we will have sufficient cash flow from operations, borrowing capacity under our credit agreement and the ability to issue additional equity and/or debt securities to meet our financial commitments, debt service obligations, contingencies and anticipated capital expenditures. However, we are subject to business and operational risks that could adversely affect our cash flow. A material decrease in our cash flows would likely have an adverse effect on our borrowing capacity as well as our ability to issue additional equity and/or debt securities.

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Cash Flow

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The following table summarizes cash flow activity (in thousands):

​

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Operating Activities

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Cash flow from operating activities generally reflects our net income, balance sheet changes arising from inventory purchasing patterns, the timing of collections on our accounts receivable, the seasonality of parts of our businesses, fluctuations in product prices, working capital requirements and general market conditions.

​

Net cash provided by operating activities was $204.7 million and $164.7 million for the six months ended June 30, 2026 and 2025, respectively, for a period-over-period increase in cash flow from operating activities of $40.0 million.

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Except for net income, the primary drivers of the changes in operating activities include the following (in thousands):

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​

For the six months ended June 30, 2026, the increases in accounts receivable and accounts payable are due in part to timing of sales and payments and to an increase in prices. The increase in inventories is also due in part to an increase in prices, partially offset from carrying lower levels of inventory during the period.

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For the six months ended June 30, 2025, the increases in accounts receivable and accounts payable are due in part to timing of sales and payments, partially offset by a decrease in prices. The decrease in inventories is due in part to carrying lower levels of inventory during the period and to a decrease in prices.

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Investing Activities

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Net cash used in investing activities was $59.3 million for the six months ended June 30, 2026 and included $66.8 million in capital expenditures and $7.1 million in expenditures associated with our equity method investments (see Note 10 of Notes to Consolidated Financial Statements). Net cash used in investing activities for the six months ended June 30, 2026 was offset by $5.8 million in proceeds from the sale of property and equipment, $5.6 million in dividends received of equity method investments and $3.2 million in seller note issuances which represent notes we received from buyers in connection with the sale of certain of our gasoline stations, offset by loan repayments.

​

Net cash used in investing activities was $44.4 million for the six months ended June 30, 2025 and included $32.9 million in capital expenditures and $20.3 million in expenditures associated with our equity method investments (see Note 10 of Notes to Consolidated Financial Statements). Net cash used in investing activities for the six months ended June 30, 2025 was offset by $4.7 million in dividends received of equity method investments, $4.0 million in proceeds from the sale of property and equipment and $0.1 million in seller note issuances which represent notes we received from buyers in connection with the sale of certain of our gasoline stations, offset by loan repayments.

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Please read “—Capital Expenditures” for a discussion of our capital expenditures for the six months ended June 30, 2026 and 2025.

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Financing Activities

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Net cash used in financing activities was $133.8 million for the six months ended June 30, 2026 and included $65.4 million in cash distributions to our limited partners (preferred and common unitholders) and our general partner, $51.5 million in net payments on our working capital revolving credit facility, $7.6 million in LTIP units withheld for tax obligations, $6.0 million in the repurchase of common units pursuant to our repurchase program for future satisfaction of our LTIP obligations and $3.3 million paid pursuant to distribution equivalent rights previously granted under our LTIP.

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Net cash used in financing activities was $112.4 million for the six months ended June 30, 2025 and included $360.3 million in repayments in connection with the redemption of a portion of our 7.00% senior notes due 2027, $109.8 million in net payments on our facilities under our credit agreement, $62.6 million in cash distributions to our limited partners (preferred and common unitholders) and our general partner, $13.4 million in LTIP units withheld for tax obligations, $4.0 million paid pursuant to distribution equivalent rights previously granted under our LTIP and $3.6 million in the repurchase of common units pursuant to our repurchase program for future satisfaction of our LTIP obligations. Net cash used in financing activities was offset by $441.3 million in proceeds in connection with the issuance of our 7.125% senior notes due 2033.

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See Note 6 of Notes to Consolidated Financial Statements for supplemental cash flow information related to our working capital revolving credit facility and revolving credit facility.

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Credit Agreement

​

Certain subsidiaries of ours, as borrowers, and we and certain of our subsidiaries, as guarantors, have a $1.8 billion senior secured credit facility. As discussed below, effective March 13, 2026, the total commitment under the credit agreement was increased from $1.5 billion to $1.8 billion. We repay amounts outstanding and reborrow funds based on our working capital requirements and, therefore, classify as a current liability the portion of the working capital revolving credit facility we expect to pay down during the course of the year. The long-term portion of the working capital revolving credit facility is the amount we expect to be outstanding during the entire year. The credit agreement expires on March 20, 2028.

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On March 13, 2026, we and the lenders under the credit agreement agreed to, pursuant to the terms of the credit agreement, (i) exercise the accordion feature included in the credit agreement, and (ii) increase the aggregate working capital interim commitments as provided in the credit agreement to $300.0 million for a period not to exceed 364 days, after which the aggregate working capital interim commitments will automatically be reduced to $0.

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As of June 30, 2026, there were two facilities under the credit agreement:

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• a working capital revolving credit facility to be used for working capital purposes and letters of credit in the principal amount equal to the lesser of our borrowing base and $1.3 billion; and

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• a $500.0 million revolving credit facility to be used for general corporate purposes.

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Availability under the working capital revolving credit facility is subject to a borrowing base which is redetermined from time to time and based on specific advance rates on eligible current assets. Availability under the borrowing base may be affected by events beyond our control, such as changes in petroleum product prices, collection cycles, counterparty performance, advance rates and limits and general economic conditions.

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The average interest rates for the credit agreement were 5.9% and 6.7% for the three months ended June 30, 2026 and 2025, respectively, and 6.0% and 6.6% for the six months ended June 30, 2026 and 2025, respectively.

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As of June 30, 2026, we had $174.6 million outstanding on the working capital revolving credit facility and $103.5 million outstanding on the revolving credit facility. In addition, we had outstanding letters of credit of $84.8 million. Subject to borrowing base limitations, the total remaining availability for borrowings and letters of credit was $1.44 billion and $1.03 billion at June 30, 2026 and December 31, 2025, respectively.

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The credit agreement imposes financial covenants that require us to maintain certain minimum working capital amounts, a minimum combined interest coverage ratio, a maximum senior secured leverage ratio and a maximum total leverage ratio. We were in compliance with the foregoing covenants at June 30, 2026.

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Please read Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Credit Agreement” in our Annual Report on Form 10-K for the year ended December 31, 2025 for additional information on the credit agreement.

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Senior Notes

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We had 6.875% senior notes due 2029, 8.250% senior notes due 2032 and 7.125% senior notes due 2033 outstanding at June 30, 2026 and December 31, 2025. Please read Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Senior Notes” in our Annual Report on Form 10-K for the year ended December 31, 2025 for additional information on these senior notes.

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Financing Obligations

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We had financing obligations outstanding at June 30, 2026 and December 31, 2025 associated with historical sale-leaseback transactions that did not meet the criteria for sale accounting. Please read Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Financing Obligations” in our Annual Report on Form 10-K for the year ended December 31, 2025 for additional information.

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Off-Balance Sheet Arrangements

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We have no off-balance sheet arrangements.

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Critical Accounting Policies and Estimates

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The significant accounting policies and estimates that we have adopted and followed in the preparation of our consolidated financial statements are detailed in Note 2 of Notes to Consolidated Financial Statements, “Summary of Significant Accounting Policies,” included in our Annual Report on Form 10-K for the year ended December 31, 2025.

There have been no material changes in our policies that had a significant impact on our financial condition and results of operations for the periods covered in this report.

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During the three and six months ended June 30, 2026, there has been no material change to our critical accounting estimates discussed in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” in our Annual Report on Form 10-K for the year ended December 31, 2025.

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Recent Accounting Pronouncements

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A description and related impact expected from the adoption of certain new accounting pronouncements is provided in Note 16 of Notes to Consolidated Financial Statements included elsewhere in this report.

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Item 3.Quantitative and Qualitative Disclosures About Market Risk

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Market risk is the risk of loss arising from adverse changes in market rates and prices. The principal market risks to which we are exposed are interest rate risk and commodity risk. We currently utilize various derivative instruments to manage exposure to commodity risk.

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Interest Rate Risk

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We utilize variable rate debt and are exposed to market risk due to the floating interest rates on our credit agreement. Therefore, from time to time, we utilize interest rate collars, swaps and caps to hedge interest obligations on specific and anticipated debt issuances.

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As of June 30, 2026, we had total borrowings outstanding under our credit agreement of $278.1 million. Please read Part I, Item 2. “Management’s Discussion and Analysis—Liquidity and Capital Resources—Credit Agreement,” for information on interest rates related to our borrowings. The impact of a 1% increase in the interest rate on this amount of debt would have resulted in an increase in interest expense, and a corresponding decrease in our results of operations, of $2.8 million annually, assuming, however, that our indebtedness remained constant throughout the year.

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Commodity Risk

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We hedge our exposure to price fluctuations with respect to refined petroleum products, renewable fuels, crude oil and gasoline blendstocks in storage and expected purchases and sales of these commodities. The derivative instruments utilized consist primarily of exchange-traded futures contracts traded on the NYMEX, CME and ICE and over-the-counter transactions, including swap agreements entered into with established financial institutions and other credit-approved energy companies. Our policy is generally to purchase only products for which we have a market and to structure our sales contracts so that price fluctuations do not materially affect our profit. While our policies are designed to minimize market risk, as well as inherent basis risk, exposure to fluctuations in market conditions remains. Except for the controlled trading program discussed below, we do not acquire and hold futures contracts or other derivative products for the purpose of speculating on price changes that might expose us to indeterminable losses.

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While we seek to maintain a position that is substantially balanced within our commodity product purchase and sales activities, we may experience net unbalanced positions for short periods of time as a result of variances in daily purchases and sales and transportation and delivery schedules as well as other logistical issues inherent in our businesses, such as weather conditions. In connection with managing these positions, we are aided by maintaining a constant presence in the marketplace. We also engage in a controlled trading program with an aggregate outright commodity exposure of up to 250,000 barrels at any one point in time. Changes in the fair value of these derivative instruments are recognized in the consolidated statements of operations through cost of sales. We may use foreign currency derivatives to minimize the risks of unfavorable exchange rates. These instruments may include foreign currency exchange contracts and forwards. In conjunction with entering into the commodity derivative, we may enter into a foreign currency derivative to hedge the resulting foreign currency risk. These foreign currency derivatives are generally short-term in nature and not designated for hedge accounting.

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We utilize exchange-traded futures contracts and other derivative instruments to minimize or hedge the impact of commodity price changes on our inventories and forward fixed price commitments. Any hedge ineffectiveness is reflected in our results of operations. We utilize regulated exchanges, including the NYMEX, CME and ICE, which are exchanges for the respective commodities that each trades, thereby reducing potential delivery and supply risks. Generally, our practice is to close all exchange positions rather than to make or receive physical deliveries.

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At June 30, 2026, the fair value of all of our commodity risk derivative instruments and the change in fair value that would be expected from a 10% price increase or decrease are shown in the table below (in thousands):

​

​

The fair values of the futures contracts are based on quoted market prices obtained from the NYMEX, CME and ICE. The fair value of the swaps and option contracts are estimated based on quoted prices from various sources such as independent reporting services, industry publications and brokers. These quotes are compared to the contract price of the swap, which approximates the gain or loss that would have been realized if the contracts had been closed out at June 30, 2026. For positions where independent quotations are not available, an estimate is provided, or the prevailing market price at which the positions could be liquidated is used. All hedge positions offset physical exposures to the physical market; none of these offsetting physical exposures are included in the above table. Price-risk sensitivities were calculated by assuming an across-the-board 10% increase or decrease in price regardless of term or historical relationships between the contractual price of the instruments and the underlying commodity price. In the event of an actual 10% change in prompt month prices, the fair value of our derivative portfolio would typically change less than that shown in the table due to lower volatility in out-month prices. We have a daily margin requirement to maintain a cash deposit with our brokers based on the prior day’s market results on open futures contracts. The balance of this deposit will fluctuate based on our open market positions and the commodity exchange’s requirements. The brokerage margin balance was $18.3 million at June 30, 2026.

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We are exposed to credit loss in the event of nonperformance by counterparties to our exchange-traded derivative contracts, physical forward contracts, and swap agreements. We anticipate some nonperformance by some of these counterparties which, in the aggregate, we do not believe at this time will have a material adverse effect on our financial condition, results of operations or cash available for distribution to our unitholders. Exchange-traded derivative contracts, the primary derivative instrument utilized by us, are traded on regulated exchanges, greatly reducing potential credit risks. We utilize major financial institutions as our clearing brokers for all NYMEX, CME and ICE derivative transactions and the right of offset exists with these financial institutions. Accordingly, the fair value of our exchange-traded derivative instruments is presented on a net basis in the consolidated balance sheet. Exposure on physical forward contracts and swap agreements is limited to the amount of the recorded fair value as of the balance sheet dates.

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Item 4.Controls and Procedures

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Disclosure Controls and Procedures

​

We maintain disclosure controls and procedures that are designed to ensure that the information required to be disclosed by us in the reports we file or submit under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. Under the supervision and with the participation of our principal executive officer and principal financial officer, management evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) of the Exchange Act). Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were operating and effective as of June 30, 2026.

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Changes in Internal Control Over Financial Reporting

​

There were no changes in our internal control over financial reporting that occurred during the quarter ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

​

​

PART II. OTHER INFORMATION

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Item 1.Legal Proceedings

​

The information required by this item is included in Note 15 of Notes to Consolidated Financial Statements and is incorporated herein by reference.

​

Item 1A.Risk Factors

​

In addition to other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, which could materially affect our business, financial condition or future results.

​

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds

​

​

(1) In May 2009, the board of directors of our general partner authorized the repurchase of our common units for the purpose of meeting our general partner’s anticipated obligations to deliver common units under the Long-Term Incentive Plan (“LTIP”) and meeting the general partner’s obligations under existing employment agreements and other employment related obligations of the general partner. Since the repurchase program was implemented and through June 30, 2026, our general partner repurchased 1,858,842 common units pursuant to this repurchase program. As of August 7, 2026, our general partner is authorized to acquire up to an additional 741,745 of our common units in the aggregate over an extended period of time, consistent with the general partner’s obligations under the LTIP and employment agreements. Common units may be repurchased from time to time in open market transactions, including block purchases, or in privately negotiated transactions. Such authorized unit repurchases may be modified, suspended or terminated at any time, and are subject to price, economic and market conditions, applicable legal requirements and available liquidity.

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Item 5.Other Information

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During the three months ended June 30, 2026, no director or executive officer of the Partnership adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

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Item 6.Exhibits

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(a) Exhibits

​

• Filed herewith.

† Not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section.

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​

​

​

​

​

​ ​

​ GLOBAL PARTNERS LP

​ By: Global GP LLC,

​ ​ its general partner

​ ​ ​

​ ​ ​

Dated: August 7, 2026 ​ By: /s/ Eric Slifka ​

​ ​ ​ Eric Slifka

​ ​ ​ President and Chief Executive Officer

​ ​ ​ (Principal Executive Officer)

​ ​ ​ ​

​ ​ ​ ​

Dated: August 7, 2026 ​ By: /s/ Gregory B. Hanson ​

​ ​ ​ Gregory B. Hanson

​ ​ ​ Chief Financial Officer

​ ​ ​ (Principal Financial Officer)

​

​

​

​

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