Welcome to our dedicated page for CVR Energy SEC filings (Ticker: CVI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
CVR Energy, Inc. filings document the formal record for a holding company with petroleum refining operations and nitrogen fertilizer exposure through subsidiaries and CVR Partners, LP. Results-related 8-Ks furnish quarterly and annual operating and financial information, including segment presentation, refinery operations, fertilizer distributions, derivative activity, dividends and capital spending outlooks.
Other filings cover Regulation FD investor presentations, senior unsecured notes due 2031 and 2034, senior secured term loan activity, and governance matters in the definitive proxy statement. The proxy materials address board elections, executive compensation, equity award disclosures and other shareholder voting matters, while debt filings describe indenture terms, subsidiary guarantees, redemption provisions and related risk disclosures.
CVR Energy reported a mixed finish to 2025, with a fourth quarter net loss attributable to stockholders of $110 million, or $(1.10) per diluted share, driven largely by $62 million of accelerated depreciation tied to reverting its Wynnewood renewable diesel unit back to hydrocarbon processing. Quarterly EBITDA was $51 million, down from $122 million a year earlier, though adjusted EBITDA improved to $91 million from $67 million, helped by inventory and RFS-related adjustments.
For full-year 2025, net income attributable to stockholders rose to $27 million from $7 million in 2024, while EBITDA increased to $591 million and adjusted EBITDA to $393 million, up from $394 million and $317 million. Petroleum delivered $207 million of net income and $411 million of EBITDA, supported by higher refining margins, while the Renewables segment posted a $137 million net loss amid unfavorable economics. The Nitrogen Fertilizer segment earned $99 million with EBITDA of $211 million, backed by strong ammonia and UAN pricing despite turnaround downtime.
Cash and cash equivalents were $511 million at December 31, 2025, with total debt and finance lease obligations of $1.8 billion. CVR Partners declared a $0.37 per-unit cash distribution for fourth quarter 2025, and the company prepaid $75 million of term debt in December. Management guided first-quarter 2026 refinery throughput to 200,000–215,000 bpd and ammonia utilization of 95–100%.
CVR Energy, Inc. completed a private debt offering of $600 million in 7.500% Senior Notes due 2031 and $400 million in 7.875% Senior Notes due 2034, both issued under a new Indenture and guaranteed by most domestic subsidiaries.
The notes pay interest semi-annually and include optional redemption features, equity-funded call options at premiums, and change-of-control and asset-sale repurchase protections for holders. CVR Energy also amended its senior secured asset-based revolving credit facility, extending its maturity to February 2031 and raising total commitments from $345 million to $550 million, with potential increases up to $700 million, while updating covenants, borrowing base calculations, and restricted payment capacity.
CVR Energy, Inc. announced its intent, subject to market conditions, to offer $1 billion in aggregate principal amount of senior unsecured notes in a private placement. The planned notes include issues due 2031 and 2034, offered to eligible investors under Rule 144A and Regulation S.
The notes are not registered under the Securities Act or state securities laws and may only be sold using applicable exemptions. CVR Energy furnished a press release and excerpts from its preliminary offering memorandum as exhibits to provide additional information about the contemplated offering.
CVR Energy, Inc. furnished an 8-K to share that it has issued a press release announcing its preliminary estimated financial and operational results for the fourth quarter and full year 2025. The press release is provided as Exhibit 99.1 to the report and is incorporated by reference for those details.
The company notes that the information under Items 2.02 and 7.01 and Exhibit 99.1 is being furnished, not filed, which means it is not automatically subject to certain Exchange Act liability provisions or incorporated into other securities filings unless specifically stated.
CVR Energy, Inc. executive J. Travis Capps Jr., EVP & Chief Commercial Officer, filed an initial ownership report on Form 3. The filing states that no securities of CVR Energy Inc. are beneficially owned, and both the non-derivative and derivative securities tables are empty.
CVR Energy, Inc. reports that certain wholly owned subsidiaries prepaid $75 million of principal on its senior secured term loan credit facility on December 31, 2025, reducing the outstanding principal on the term loan to approximately $165 million. In the same communication, the company shared preliminary guidance for its 2026 capital expenditure estimates, indicating upcoming plans for spending on its business, although detailed amounts are contained in a separate press release. CVR Energy is also using a new investor presentation beginning January 5, 2026, which is available on its website and is being used in meetings with current and potential investors and analysts.
CVR Energy, Inc. reported that its board has appointed Mark A. Pytosh as President and Chief Executive Officer, effective January 1, 2026, making him the company’s principal executive officer. He will succeed David L. Lamp, who will cease serving as President and Chief Executive Officer on December 31, 2025, as previously announced. Pytosh has been Executive Vice President – Corporate Services at CVR Energy since January 2018 and has long served in leadership roles at CVR Partners, LP, where he will continue as President and Chief Executive Officer of the general partner and as a director. The board also increased its size from nine to ten members and appointed Pytosh to the new directorship, for which he will not receive additional board compensation while employed by the company. The filing notes there are no related-party transactions or family relationships requiring disclosure in connection with his appointment.
CVR Energy Inc. reported insider equity activity by its VP, CAO & Corporate Controller. On 12/10/2025, previously granted Incentive Units vested and were exercised into common stock at an exercise price of $0, followed by same-day sales of the resulting shares at $33.98 per share in multiple transactions. After these sales, the reporting person no longer held the corresponding common shares directly.
The filing also shows a new award of 8,092 Incentive Units granted on 12/10/2025 as officer compensation. These Incentive Units vest in annual installments over three years and, upon vesting, can settle in either cash equal to the average closing price of CVR Energy common stock over the 10 trading days before vesting or one share of common stock per unit, at the discretion of the Board or Compensation Committee.
CVR Energy’s EVP & Chief Commercial Officer reported multiple incentive-unit vestings and related stock transactions dated 12/10/2025. Previously granted Incentive Units from 2022, 2023 and 2024 vested in part, were converted into a total of 4,425, 5,701 and 9,825 shares of common stock at an exercise price of $0, and those shares were then disposed of at a price of $33.98 per share. Following these transactions, no directly held common shares are shown.
The executive also received a new award of 16,980 Incentive Units on 12/10/2025. These units vest in equal annual installments over three years and, upon vesting, each unit can settle in either one share of CVR Energy common stock or a cash payment based on the average closing price over the 10 trading days before vesting, as determined by the Board or Compensation Committee.
CVR Energy executive vice president and chief operating officer reported multiple equity-related transactions in company securities. On December 10, 2025, previously granted incentive units from 2022, 2023, and 2024 converted into a total of 5,077, 6,544, and 11,281 shares of common stock, respectively, at an exercise price of $0 per unit. The same day, those corresponding common shares were disposed of at an average price of $33.98 per share, based on the 10-day average closing price before vesting.
The report also shows a new award of 19,482 incentive units granted on December 10, 2025 as compensation. These units vest in three annual installments and upon vesting entitle the officer to receive either one share of CVR Energy common stock per unit or a cash amount equal to the 10-day average closing price, as determined by the board or compensation committee.