SUNOCOCORP LLC, 10-K filed on 2/19/2026
Annual Report
v3.25.4
Cover - USD ($)
12 Months Ended
Dec. 31, 2025
Feb. 13, 2026
Jun. 30, 2025
Document Information [Line Items]      
Amendment Flag false    
Entity Central Index Key 0002089661    
Local Phone Number 981-0700    
Entity Current Reporting Status Yes    
Entity Well-known Seasoned Issuer No    
Entity Address, Address Line One 8111 Westchester Drive    
Entity Address, City or Town Dallas    
Entity Address, State or Province TX    
Entity Address, Postal Zip Code 75225    
City Area Code 214    
Title of 12(b) Security Common Units Representing Limited Liability Company Interests    
Trading Symbol SUNC    
Security Exchange Name NYSE    
Entity Emerging Growth Company false    
Document Period End Date Dec. 31, 2025    
Entity Registrant Name SUNOCOCORP LLC    
Entity Incorporation, State or Country Code DE    
Entity File Number 001-42928    
Entity Tax Identification Number 85-0470977    
Document Type 10-K    
Current Fiscal Year End Date --12-31    
Entity Address, Address Line Two Suite 400    
Entity Voluntary Filers No    
Entity Interactive Data Current Yes    
ICFR Auditor Attestation Flag true    
Entity Shell Company false    
Entity Common Stock, Shares Outstanding   51,517,198  
Entity Filer Category Non-accelerated Filer    
Entity Small Business false    
Document Fiscal Period Focus FY    
Document Fiscal Year Focus 2025    
Document Financial Statement Error Correction [Flag] false    
Document Annual Report true    
Document Transition Report false    
Auditor Name GRANT THORNTON LLP    
Auditor Location Dallas, Texas    
Auditor Firm ID 248    
Entity Public Float     $ 0
v3.25.4
Cover
12 Months Ended
Dec. 31, 2025
Cover [Abstract]  
Documents Incorporated by Reference None
v3.25.4
Consolidated Balance Sheets - USD ($)
$ in Millions
Dec. 31, 2025
Dec. 31, 2024
Current assets:    
Cash and cash equivalents $ 891 $ 94
Accounts receivable, net 1,972 1,162
Inventories, net 2,383 1,068
Other current assets 270 141
Total current assets 5,516 2,465
Property, plant and equipment 15,256 8,914
Accumulated depreciation (1,848) (1,240)
Property, plant and equipment, net 13,408 7,674
Other assets:    
Operating lease right-of-use assets, net 1,449 477
Goodwill 3,026 1,477
Intangible assets, net 2,411 547
Other non-current assets 928 400
Investments in unconsolidated affiliates 1,624 1,335
Total assets 28,362 14,375
Current liabilities:    
Accrued expenses and other current liabilities 953 457
Operating lease current liabilities 211 34
Current maturities of long-term debt 17 2
Total current liabilities 3,997 1,947
Operating lease non-current liabilities 1,255 479
Long-term debt, net 13,372 7,484
Deferred tax liabilities 1,135 157
Other non-current liabilities 512 158
Total liabilities 20,349 10,307
Commitments and contingencies (Note 15)
Equity:    
Common Stock, Value, Issued 2,542 0
Accumulated Other Comprehensive Income (Loss), Net of Tax (6) 0
Members' Equity 2,536 0
Change in Reporting Entity, Investment, Cumulative Increase (Decrease) 0 4,068
Equity, Attributable to Noncontrolling Interest 5,477 0
Total equity 8,013 4,068 [1]
Total liabilities and equity $ 28,362 14,375
Limited partner interest, units outstanding (in units) 51,517,198  
Limited partner interest, units issued (in units) 51,517,198  
Related Party    
Current liabilities:    
Accounts payable $ 331 199
Other Liabilities 78 82
Nonrelated Party    
Current assets:    
Accounts receivable, net 1,972 1,162
Current liabilities:    
Accounts payable $ 2,485 $ 1,255
[1] See Note 1 regarding change in reporting entity.
v3.25.4
Consolidated Statements of Operations - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Revenues:      
Revenues $ 25,201 $ 22,693 $ 23,068
COSTS AND EXPENSES:      
Cost of sales (excluding items shown separately below) 22,409 20,595 21,703
Operating expenses 765 545 356
General and administrative 296 277 126
Lease expense 114 72 68
Gain (Loss) on Sale of Assets and Asset Impairment Charges (6) 45 [1] (7) [1]
Depreciation, amortization and accretion 688 368 [1] 187 [1]
Total cost of sales and operating expenses 24,266 21,902 22,433
OPERATING INCOME 935 791 635
Interest expense, net (541) (391) (217)
Equity in earnings of unconsolidated affiliates 143 60 [1] 5 [1]
Gain on West Texas Sale 0 586 [1] 0 [1]
Loss on extinguishment of debt (31) (2) [1] 0 [1]
Other Nonoperating Income (Expense) 83 5 7
INCOME BEFORE INCOME TAXES 589 1,049 430
Income tax expense 58 175 36
Net income (loss) and comprehensive income (loss) 531 874 [1] 394 [1]
Net Income (Loss) Attributable to Predecessor Equity 467 874 394
Net Income (Loss) Attributable to Noncontrolling Interest 69 0 0
NET (LOSS) INCOME ATTRIBUTABLE TO MEMBERS $ (5) 0 0
Net income (loss) per common unit - diluted:      
Common units - basic $ (0.10)    
Common - diluted $ (0.10)    
WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (from the issuance date of October 31, 2025)      
Common units - basic 51,517,198    
Common units - diluted 51,517,198    
CASH DISTRIBUTION PER COMMON UNIT $ 0.9317    
Sales revenue      
Revenues:      
Revenues $ 23,702 21,588 22,663
Service revenue      
Revenues:      
Revenues 1,369 980 254
Lease revenue      
Revenues:      
Revenues $ 130 $ 125 $ 151
[1] See Note 1 regarding change in reporting entity.
v3.25.4
Statement of Comprehensive Income (Statement) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Statement of Comprehensive Income [Abstract]      
Net income $ 531 $ 874 [1] $ 394 [1]
Foreign currency translation adjustment 1 (1) 0
Actuarial gains related to pension and other postretirement benefit plans (3) 3 0
Other Comprehensive Income (Loss), Net of Tax (2) 2 0
Comprehensive income 529 876 394
Less: Comprehensive income attributable to predecessor equity 467 876 394
Less: Comprehensive income attributable to noncontrolling interests 69 0 0
Comprehensive Income (Loss), Net of Tax, Attributable to Parent $ (7) $ 0 $ 0
[1] See Note 1 regarding change in reporting entity.
v3.25.4
Consolidated Statement of Equity - USD ($)
$ in Millions
Total
other acquisitions
Parkland Acquisition
Members' Equity
Members' Equity
other acquisitions
Members' Equity
Parkland Acquisition
AOCI Attributable to Parent
AOCI Attributable to Parent
other acquisitions
AOCI Attributable to Parent
Parkland Acquisition
Noncontrolling Interest
Noncontrolling Interest
other acquisitions
Noncontrolling Interest
Parkland Acquisition
Predecessor Equity
Predecessor Equity
other acquisitions
Predecessor Equity
Parkland Acquisition
Limited Liability Company (LLC) Members' Equity, Including Portion Attributable to Noncontrolling Interest [1] $ 942     $ 0     $ 0     $ 0     $ 942    
Other (4)     0     0     0     (4)    
Other Comprehensive Income (Loss), Net of Tax 0                            
Net Income (Loss) 0                            
Cash distributions to predecessor equity, including incentive distributions (371)     0     0     0     (371)    
Limited Liability Company (LLC) Members' Equity, Unit-Based Payment Arrangement 17     0     0     0     17    
Net income 394 [2]     0     0     0     394    
Limited Liability Company (LLC) Members' Equity, Including Portion Attributable to Noncontrolling Interest [1] 978     0     0     0     978    
Other (13)     0     0     0     (13)    
Other Comprehensive Income (Loss), Net of Tax 2     0     0     0     2    
Partners' Capital Account, Acquisitions 3,651     0     0     0     3,651    
Redemption of preferred units (784)     0     0     0     (784)    
Partners' Capital Account, Units, Contributed (83)     0     0     0     (83)    
Net Income (Loss) 0                            
Cash distributions to predecessor equity, including incentive distributions (574)     0     0     0     (574)    
Limited Liability Company (LLC) Members' Equity, Unit-Based Payment Arrangement 17     0     0     0     17    
Net income 874 [2]     0     0     0     874    
Limited Liability Company (LLC) Members' Equity, Including Portion Attributable to Noncontrolling Interest [1] 4,068     0     0     0     4,068    
Other 16     0     0     (8)     24    
Other Comprehensive Income (Loss), Net of Tax (2)     0     (4)     0     2    
Partners' Capital Account, Acquisitions   $ 18 $ 2,547   $ 0 $ 2,547   $ 0 $ 0   $ 0 $ 0   $ 18 $ 0
Proceeds from Issuance of Preferred Limited Partners Units 1,473     0     0     1,473     0    
Change in Reporting Entity, Investment, Cumulative Increase (Decrease) 0     0     (2)     3,938     (3,936)    
Net Income (Loss) (5)                            
Cash distributions to predecessor equity, including incentive distributions (657)     0     0     0     (657)    
Limited Liability Company (LLC) Members' Equity, Unit-Based Payment Arrangement 19     0     0     5     14    
Net income 531     (5)     0     69     467    
Limited Liability Company (LLC) Members' Equity, Including Portion Attributable to Noncontrolling Interest $ 8,013     $ 2,542     $ (6)     $ 5,477     $ 0    
[1] See Note 1 regarding change in reporting entity.
[2] See Note 1 regarding change in reporting entity.
v3.25.4
Consolidated Statements of Cash Flows - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
OPERATING ACTIVITIES:      
Net income $ 531 $ 874 [1] $ 394 [1]
Reconciliation of net income to net cash provided by operating activities:      
Depreciation, amortization and accretion 688 368 [1] 187 [1]
Amortization of deferred financing fees 27 24 [1] 8 [1]
Gain (Loss) on Sale of Assets and Asset Impairment Charges (6) 45 [1] (7) [1]
Loss on extinguishment of debt 31 2 [1] 0 [1]
Gain on West Texas Sale 0 (586) [1] 0 [1]
Other non-cash, net 40 (7) [1] 0 [1]
Non-cash unit-based compensation expense 19 17 [1] 17 [1]
Deferred income tax expense (benefit) 34 (14) [1] 13 [1]
Inventory valuation adjustments 156 86 [1] 114 [1]
Equity in earnings of unconsolidated affiliates (143) (60) [1] (5) [1]
Proceeds from Equity Method Investment, Distribution 196 0 [1] 0 [1]
Net change in operating assets and liabilities, net of effects of acquisitions and divestitures (381) (200) [1] (121) [1]
Net cash provided by operating activities 1,192 549 [1] 600 [1]
INVESTING ACTIVITIES:      
Capital expenditures (577) (344) [1] (215) [1]
Contributions to unconsolidated affiliate (73) 0 [1] 0 [1]
Proceeds from West Texas Sale 0 987 [1] 0 [1]
Distributions from unconsolidated affiliates in excess of cumulative earnings 72 8 [1] 9 [1]
Proceeds from disposal of property, plant and equipment 28 23 [1] 31 [1]
Payment for (Proceeds from) Other Investing Activity 0 0 [1] (2) [1]
Net cash provided by (used in) investing activities (2,807) 477 [1] (288) [1]
FINANCING ACTIVITIES:      
Loan origination costs (57) (19) [1] (5) [1]
Proceeds from Issuance of Preferred Stock and Preference Stock 1,473 0 0
Preferred units redemption 0 (784) [1] 0 [1]
Cash distributions to predecessor equity and noncontrolling interests, including incentive distributions (657) (574) [1] (371) [1]
Net cash provided by (used in) financing activities 2,412 (961) [1] (365) [1]
Cash and Cash Equivalents, Period Increase (Decrease), Total 797 65 [1] (53) [1]
Cash and cash equivalents, beginning of period [1] 94 29 82
Cash and cash equivalents, end of period 891 94 [1] 29 [1]
Senior Notes      
FINANCING ACTIVITIES:      
Senior notes borrowings 2,900 1,500 [1] 500 [1]
Senior notes repayments (600) (421) [1] 0 [1]
GoZone Bonds      
FINANCING ACTIVITIES:      
Senior notes borrowings 75 0 [1] 0 [1]
Senior notes repayments (75) 0 [1] 0 [1]
CreditFacility      
FINANCING ACTIVITIES:      
Credit Facility borrowings 2,081 2,786 [1] 3,283 [1]
Credit Facility repayments (2,284) (3,449) [1] (3,772) [1]
Parkland Credit Facility      
FINANCING ACTIVITIES:      
Credit Facility repayments (444) 0 [1] 0 [1]
NuStar Acquisition      
INVESTING ACTIVITIES:      
Cash Acquired from Acquisition 0 27 [1] 0 [1]
FINANCING ACTIVITIES:      
Credit Facility repayments   (455)  
acquisitions of terminals and other assets      
INVESTING ACTIVITIES:      
Payments to Acquire Businesses, Net of Cash Acquired (253) (224) [1] (111) [1]
Parkland Acquisition      
INVESTING ACTIVITIES:      
Payments to Acquire Businesses, Net of Cash Acquired $ (2,004) $ 0 [1] $ 0 [1]
[1] See Note 1 regarding change in reporting entity.
v3.25.4
Organization and Principles of Consolidation
12 Months Ended
Dec. 31, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Principles of Consolidation Organization and Principles of Consolidation
As used in this report, the terms “Company,” “SunocoCorp,” “we,” “us” or “our” should be understood to refer to SunocoCorp LLC, including its consolidated subsidiary, Sunoco LP.
The terms “Partnership” or “Sunoco” should be understood to refer to Sunoco LP and its consolidated subsidiaries.
SunocoCorp is a Delaware publicly traded limited liability company that owns a direct limited partnership interest in Sunoco in the form of Sunoco Class D Units, all of which are held by SunocoCorp. SunocoCorp’s only cash-generating assets are the Sunoco Class D Units. SunocoCorp is managed by SunocoCorp Manager, which is controlled by Energy Transfer.
Sunoco is a Delaware master limited partnership. Sunoco is managed by Sunoco GP, which is owned by Energy Transfer; SunocoCorp currently holds the rights to appoint and remove the directors of the Sunoco GP Board. As of February 13, 2026, Energy Transfer owned 100% of the membership interest in Sunoco GP, 28,463,967 Sunoco Common Units and all of Sunoco’s IDRs.
Sunoco is primarily engaged in energy infrastructure and distribution of motor fuels across 32 countries and territories in North America, the Greater Caribbean and Europe. Sunoco’s midstream operations include an extensive network of over 14,000 miles of pipeline and over 160 terminals. Sunoco’s fuel distribution operations distribute over 15 billion gallons annually to approximately 11,000 Sunoco and partner branded locations, as well as independent dealers and commercial customers.
The consolidated financial statements of SunocoCorp presented herein, have been prepared in accordance with GAAP and pursuant to the rules and regulations of the SEC. We consolidate Sunoco, as discussed below in “Change in Reporting Entity.” All significant intercompany transactions and accounts are eliminated in consolidation.
The operations of certain pipelines and terminals in which Sunoco owns an undivided interest are proportionately consolidated in the accompanying consolidated financial statements.
Change in Reporting Entity
SunocoCorp was previously named NuStar GP Holdings, LLC and was a consolidated subsidiary of Sunoco. SunocoCorp’s name was changed in 2025 in anticipation of the restructuring changes that occurred in connection with the Parkland Acquisition. Upon the consummation of the Parkland Acquisition, SunocoCorp became the primary beneficiary of Sunoco based on (i) SunocoCorp’s rights to appoint and remove the directors of Sunoco GP Board and (ii) SunocoCorp’s economic interest in Sunoco held via 100% of the Sunoco Class D Units; accordingly, management concluded that SunocoCorp should consolidate Sunoco. Given SunocoCorp’s consolidation of its previous parent (Sunoco) upon the consummation of the Parkland Acquisition, management of the Company concluded that the restructuring constituted a change in reporting entity under Accounting Standards Codification Topic 250 (“ASC 250”), because the consolidated financial statements of the Company are, in effect, the statements of a different reporting entity. Accordingly, the Company’s consolidated financial statements prior to the Parkland Acquisition have been retrospectively restated to reflect the consolidation of Sunoco for all periods, and Sunoco’s equity prior to the Parkland Acquisition is reflected as “predecessor equity” in the Company’s consolidated financial statements for those periods.
v3.25.4
Summary of Significant Accounting Policies
12 Months Ended
Dec. 31, 2025
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Use of Estimates
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value Measurements
We use fair value measurements to measure, among other items, purchased assets, investments, leases and derivative contracts. We also use them to assess impairment of properties, equipment, intangible assets and goodwill. An asset’s fair value is defined as the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. Where available, fair value is based on observable market prices or parameters, or is derived from such prices or parameters. Where observable prices or inputs are not available, unobservable prices or inputs are used to estimate the current fair value, often using an internal valuation model. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the item being valued.
ASC 820 “Fair Value Measurements and Disclosures” prioritizes the inputs used in measuring fair value into the following hierarchy:
Level 1    Quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2    Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable;
Level 3    Unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions about the assumptions that market participants would use in pricing.
Cash, accounts receivable, certain other current assets, marketable securities, accounts payable, accrued expenses and certain other current liabilities are reflected in the consolidated balance sheets at carrying amounts, which approximate the fair value due to their short term nature.
Segment Reporting
We operate our business in four reportable segments: Fuel Distribution, Pipeline Systems, Terminals and Refinery. Our Fuel Distribution segment supplies motor fuel to independently-operated dealer stations, distributors, commission agents and other consumers. Also included in our Fuel Distribution segment is lease income from properties that we lease or sublease, as well as the Partnership’s credit card services, franchise royalties and retail operations. Our Pipeline Systems segment includes an integrated pipeline and terminal network comprised of refined product, crude oil and ammonia pipelines and terminals, including our investments in the J.C. Nolan and ET-S Permian joint ventures. Our Terminals segment is composed of four transmix processing facilities and 83 refined product terminals (two in Europe, six in Hawaii, nine in Canada and 53 in the continental United States). Our Refinery segment is composed of the Burnaby Refinery, which is responsible for the refining of fuel products and engaged in renewable business activities.
Acquisition Accounting
Acquisitions of assets or entities that include inputs and processes and have the ability to create outputs are accounted for as business combinations. A purchase price allocation is recorded for tangible and intangible assets acquired and liabilities assumed based on their fair value. The excess of fair value of consideration conveyed over fair value of net assets acquired is recorded as goodwill. The consolidated statements of operations and comprehensive income for the periods presented include the results of operations for each acquisition from their respective dates of acquisition.
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, demand deposits and short-term investments with original maturities of three months or less.
Sunoco, LLC and Sunoco Retail have treasury services agreements with Energy Transfer (R&M), LLC, an indirect wholly owned subsidiary of Energy Transfer, for certain cash management activities, for which the net balance is reflected in either “Advances to affiliates” or “Advances from affiliates” on the consolidated balance sheets.
Accounts Receivable
The majority of trade receivables are from wholesale fuel customers or from credit card companies related to retail credit card transactions. Wholesale customer credit is extended based on an evaluation of the customer’s financial condition. We maintain allowances for expected credit losses based on the best estimate of the amount of expected credit losses in existing accounts receivable. Credit losses are recorded against the allowance when accounts are deemed uncollectible.
Receivables from affiliates arise from fuel sales and other miscellaneous transactions with non-consolidated affiliates. These receivables are recorded at face value, without interest or discount.
7-Eleven, Inc. is the only third-party dealer or distributor which is individually over 10% of our Fuel Distribution segment or individually over 10%, in terms of revenue, of our aggregate business.
Inventories
Fuel inventories, other than in the Caribbean, are stated at the lower of cost or market using the LIFO method. Under this methodology, the cost of fuel sold consists of actual acquisition costs, which includes transportation and storage costs. Such costs are adjusted to reflect increases or decreases in inventory quantities which are valued based on changes in LIFO inventory layers.
Fuel inventories in the Caribbean are stated at the lower of cost or market using the FIFO method. Under this methodology, the cost of fuel sold consists of older acquisition costs, which includes transportation and storage costs.
Merchandise inventories are stated at the lower of average cost, as determined by the retail inventory method, or market. We record an allowance for shortages and obsolescence relating to merchandise inventory based on historical trends and any known changes. Shipping and handling costs are included in the cost of merchandise inventories.
Property, Plant and Equipment
Property, plant and equipment are recorded at cost. Depreciation is computed on a straight-line basis over the useful lives of assets. Assets under finance leases are depreciated over the life of the corresponding lease.
Amortization of leasehold improvements is based upon the shorter of the remaining terms of the leases including renewal periods that are reasonably assured, or the estimated useful lives. Expenditures for major renewals and betterments that extend the useful lives of property, plant and equipment are capitalized. Maintenance and repairs are charged to operations as incurred. Gains or losses on the disposition of property, plant and equipment are recorded in the period incurred.
Long-Lived Assets and Assets Held for Sale
Long-lived assets are tested for possible impairment whenever events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. If such indicators exist, the estimated undiscounted future cash flows related to the asset are compared to the carrying value of the asset. If the carrying value is greater than the estimated undiscounted future cash flows, an impairment charge is recorded in the consolidated statements of operations and comprehensive income for amounts necessary to reduce the corresponding carrying value of the asset to fair value. The impairment loss calculations require management to apply judgment in estimating future cash flows.
Properties that have been closed and other excess real property are recorded as assets held for sale, and are written down to the lower of cost or estimated net realizable value at the time we close such stores or determine that these properties are in excess and intend to offer them for sale. We estimate the net realizable value based on our experience in utilizing or disposing of similar assets and on estimates provided by our own and third-party real estate experts. Although we have not experienced significant changes in our estimate of net realizable value, changes in real estate markets could significantly impact the net values realized from the sale of assets.
Goodwill and Indefinite-Lived Intangible Assets
Goodwill represents the excess of consideration paid over fair value of net assets acquired. Goodwill and intangible assets acquired in a purchase business combination are recorded at fair value as of the date acquired. Acquired intangible assets determined to have an indefinite useful life are not amortized, but are instead tested for impairment at least annually, or more frequently if events and circumstances indicate that the asset might be impaired. The annual impairment test of goodwill and indefinite lived intangible assets is performed as of the first day of the fourth quarter of each fiscal year.
The Partnership uses qualitative factors to determine whether it is more likely than not (likelihood of more than 50%) that the fair value of a reporting unit exceeds its carrying amount, including goodwill. Some of the qualitative factors considered in applying this test include consideration of macroeconomic conditions, industry and market conditions, cost factors affecting the business, overall financial performance of the business and performance of the unit price of the Partnership.
If qualitative factors are not deemed sufficient to conclude that the fair value of the reporting unit more likely than not exceeds its carrying value, then a quantitative approach is applied in making an evaluation. The quantitative evaluation utilizes multiple valuation methodologies, including a market approach (market price multiples of comparable companies), an income approach (discounted cash flow analysis), or a weighted combination of these methods. The computations require management to make significant estimates and assumptions, including, among other things, selection of comparable publicly traded companies, the discount rate applied to future earnings reflecting a weighted average cost of capital and earnings growth assumptions. The Partnership believes the estimates and assumptions used in our impairment assessments are reasonable and based on available market information, but variations in any of the assumptions could result in materially different calculations of fair value and determinations of whether or not an impairment is indicated. A discounted cash flow analysis requires management to make various assumptions about future sales, operating margins, capital expenditures, working capital and growth rates. Cash flow projections are derived from one-year budgeted amounts plus an estimate of later period cash flows, all of which are determined by management. Subsequent period cash flows are developed for each reporting unit using growth rates that management believes are reasonably likely to occur. Under the guideline company method, the Partnership determined the estimated fair value of each of our reporting units by applying valuation multiples of comparable publicly-traded companies to each reporting unit’s projected EBITDA and then averaging that estimate with similar historical calculations using a three-year average. In addition, the Partnership estimated a reasonable control premium representing the incremental value that accrues to the majority owner from the opportunity to dictate the strategic and operational actions of the business. If the evaluation results in the fair value of the reporting unit being lower than the carrying value, an impairment charge is recorded.
Indefinite-lived intangible assets are composed of certain tradenames and liquor licenses which are not amortized but are evaluated for impairment annually or more frequently if events or changes occur that suggest an impairment in carrying value, such as a significant adverse change in the business climate. Indefinite-lived intangible assets are evaluated for impairment by comparing each asset’s fair value to its book value. Management first determines qualitatively whether it is more likely than not that an indefinite‑lived asset is impaired. If management concludes that it is more likely than not that an indefinite-lived asset is
impaired, then its fair value is determined by using the discounted cash flow model based on future revenues estimated to be derived in the use of the asset.
Other Intangible Assets
Other finite-lived intangible assets consist of supply agreements, customer relations, non-compete agreements and loan origination costs. Separable intangible assets that are not determined to have an indefinite life are amortized over their useful lives and assessed for impairment only if and when circumstances warrant. Determination of an intangible asset’s fair value and estimated useful life are based on an analysis of pertinent factors including: (1) the use of widely-accepted valuation approaches, such as the income approach or the cost approach, (2) the expected use of the asset by the Partnership, (3) the expected useful life of related assets, (4) any legal, regulatory or contractual provisions, including renewal or extension periods that would cause substantial costs or modifications to existing agreements and (5) the effects of obsolescence, demand, competition and other economic factors. Should any of the underlying assumptions indicate that the value of the intangible assets might be impaired, we may be required to reduce the carrying value and remaining useful life of the asset. If the underlying assumptions governing the amortization of an intangible asset were later determined to have significantly changed, we may be required to adjust its amortization period to reflect a new estimate of its useful life. Any write-down of the value or unfavorable change in the useful life of an intangible asset would increase expense at that time.
Customer relations and supply agreements are amortized on a straight-line basis over the remaining terms of the agreements, which generally range from five to 20 years. Non-compete agreements are amortized over the terms of the respective agreements.
Investments in Unconsolidated Affiliates
We own interests in a number of related businesses, including joint ventures with Energy Transfer, that are accounted for by the equity method. In general, we use the equity method of accounting for an investment for which we exercise significant influence over, but do not control, the investee’s operating and financial policies. An impairment of an investment in an unconsolidated affiliate is recognized when circumstances indicate that a decline in the investment value is other-than-temporary.
Asset Retirement Obligations
The estimated future cost to remove an underground storage tank is recognized over the estimated useful life of the storage tank. We record a discounted liability for the future fair value of an asset retirement obligation along with a corresponding increase to the carrying value of the related long-lived asset at the time an underground storage tank is installed. We then depreciate the amount added to property, plant and equipment and recognize accretion expense in connection with the discounted liability over the remaining life of the tank. We base our estimates of the anticipated future costs for tank removal on our prior experience with removals. We review assumptions for computing the estimated liability for tank removal on an annual basis. Any change in estimated cash flows are reflected as an adjustment to both the liability and the associated asset.
Long-lived assets related to asset retirement obligations aggregated $178 million and $12 million as of December 31, 2025 and 2024, respectively, and were reflected as property, plant and equipment, net, on our consolidated balance sheets.
Environmental Liabilities
Environmental expenditures related to existing conditions, resulting from past or current operations and from which no current or future benefit is discernible, are expensed. Expenditures that extend the life of the related property or prevent future environmental contamination are capitalized. We determine and establish a liability on a site-by-site basis when future environmental expenditures are probable and can be reasonably estimated. A related receivable is recorded for estimable and probable reimbursements.
Revenue Recognition
Revenues from our Fuel Distribution segment are derived from the sale of fuel, non-fuel and lease income. Fuel sales consist primarily of the sale of motor fuel under supply agreements with third-party customers and affiliates. Fuel supply contracts with our customers generally provide that we distribute motor fuel at a price based on a formula which includes published rates, volume-based profit margin and other terms specific to the agreement. The customer is invoiced the agreed-upon price with most payment terms ranging less than 30 days. If the consideration promised in a contract includes a variable amount, the Partnership estimates the variable consideration amount and factors in such estimate to determine the transaction price under the expected value method. Revenue is recognized under the motor fuel contracts at the point in time the customer takes control of the fuel. At the time control is transferred to the customer the sale is considered final, because the agreements do not grant customers the right to return motor fuel. To determine when control transfers to the customer, the shipping terms of the contract are assessed as a primary indicator of the transfer of control. For free on board (“FOB”) shipping point terms, revenue is recognized at the time of shipment. The performance obligation with respect to the sale of goods is satisfied at the time of shipment since the customer gains control at this time under the terms. Shipping and/or handling costs that occur before the customer obtains control of the goods are deemed to be fulfillment activities and are accounted for as fulfillment costs. Once the goods are shipped, the
Partnership is precluded from redirecting the shipment to another customer and revenue is recognized. Non-fuel revenue includes merchandise revenue that comprises the in-store merchandise and food service sales at company-operated retail stores and other revenue such as credit card processing, car washes, lottery and other services. Lease revenue is derived from leasing arrangements for which we are the lessor and recognized ratably over the term of the underlying lease.
Revenues from our Pipeline Systems segment are derived from interstate and intrastate pipeline transportation of refined products, crude oil and anhydrous ammonia and the applicable pipeline tariff on a per barrel basis for crude oil or refined products and on a per ton basis for ammonia.
Revenues from our Terminals segment include fees for tank storage agreements, under which a customer agrees to pay for a certain amount of storage in a tank over a period of time and throughput agreements, under which a customer pays a fee per barrel for volumes moving through our terminals. Our terminals also provide blending, additive injections, handling and filtering services for which we charge additional fees.
Revenues from our Refinery segment are derived from refined products, generated environmental compliance credits and excess crude oil sales are recognized when delivered and the customer obtains control of such inventory, which is typically when title passes and the customer is billed. All revenues are reported inclusive of shipping and handling costs billed and exclusive of any sales taxes billed to customers where applicable. Shipping and handling costs incurred are reported in cost of sales.
Lease Income
Lease income from leasing or subleasing of real estate is recognized on a straight-line basis over the term of the lease.
Cost of Sales
We include in cost of sales all costs incurred to acquire fuel and merchandise, including the costs of purchasing, storing and transporting inventory prior to delivery to our customers. Items are removed from inventory and are included in cost of sales based on the retail inventory method for merchandise and the LIFO method for motor fuel. Cost of sales does not include depreciation of property, plant and equipment. Depreciation is classified within operating expenses in the consolidated statements of operations and comprehensive income.
Motor Fuel and Sales Taxes
Certain motor fuel and sales taxes are collected from customers and remitted to governmental agencies either directly by the Partnership or through suppliers. The Partnership’s accounting policy for wholesale direct sales to dealers, distributors and commercial customers is to exclude the collected motor fuel tax from sales and cost of sales.
For retail locations where the Partnership holds inventory, including commission agent locations, motor fuel sales and motor fuel cost of sales include motor fuel taxes. Such amounts were $261 million, $164 million and $274 million for the years ended December 31, 2025, 2024 and 2023, respectively. Merchandise sales and cost of merchandise sales are reported net of sales tax in our consolidated statements of operations and comprehensive income.
Deferred Branding Incentives
We receive payments for branding incentives related to fuel supply contracts. Unearned branding incentives are deferred and amortized on a straight-line basis over the term of the agreement as a credit to cost of sales.
Lease Accounting
At the inception of each lease arrangement, we determine if the arrangement is a lease or contains an embedded lease and review the facts and circumstances of the arrangement to classify lease assets as operating or finance leases under Topic 842. The Partnership has elected not to record any leases with terms of 12 months or less on our consolidated balance sheets.
Balances related to operating leases are included in operating lease right-of-use assets, net, operating lease current liabilities and non-current operating lease liabilities on our consolidated balance sheets. Finance leases represent a small portion of the active lease agreements and are included in other non-current assets and long-term debt, net on our consolidated balance sheets. The right-of-use assets represent the Partnership’s right to use an underlying asset for the lease term and lease liabilities represent the obligation of the Partnership to make minimum lease payments arising from the lease for the duration of the lease term.
The Partnership leases a portion of its properties under non-cancelable operating leases, whose initial terms are typically five to 15 years, with options permitting renewal for additional periods. Most leases include one or more options to renew, with renewal terms that can extend the lease term from five to 10 years or greater. The exercise of lease renewal options is typically at the sole discretion of the Partnership and lease extensions are evaluated on a lease-by-lease basis. Leases containing early termination clauses typically require the agreement of both parties to the lease. At the inception of a lease, all renewal options reasonably certain to be exercised are considered when determining the lease term. The depreciable life of lease assets and leasehold improvements are limited by the expected lease term.
To determine the present value of future minimum lease payments, we use the implicit rate when readily determinable. Presently, because many of our leases do not provide an implicit rate, the Partnership applies its incremental borrowing rate based on the information available at the lease commencement date to determine the present value of minimum lease payments. The operating and finance lease right-of-use assets include any lease payments made and exclude lease incentives.
Minimum rent is expensed on a straight-line basis over the term of the lease, including renewal periods that are reasonably assured at the inception of the lease. The Partnership is typically responsible for payment of real estate taxes, maintenance expenses and insurance.
For short-term leases (leases that have term of 12 months or less upon commencement), lease payments are recognized on a straight-line basis and no right-of-use assets are recorded.
Earnings Per Unit
Net income (loss) per common unit is computed by dividing net income attributable to members by the weighted average number of common units outstanding.
For the diluted earnings per share computation, the numerator (net income attributable to members) is reduced, where applicable, for the decrease in earnings from the Company’s limited partner unit ownership in Sunoco that would have resulted assuming the incremental units related to Sunoco’s long-term incentive plans, as applicable, had been issued during the respective periods. The impact of such units is determined based on the treasury stock method.
For the period ended December 31, 2025, the denominator (weighted average units outstanding) represents the weighted average for October 31 through December 31, 2025, the period during which the Company’s common units were outstanding.
Defined Benefit Plans
We estimate pension and other postretirement benefit obligations and costs based on actuarial valuations. The annual measurement date for our pension and other postretirement benefit plans is December 31. The actuarial valuations require the use of certain assumptions including discount rates, expected long-term rates of return on plan assets and expected rates of compensation increase. Changes in these assumptions are primarily influenced by factors outside of our control.
Unit-Based Compensation
Under the Company’s and the Partnership's long-term incentive plans, various types of awards may be granted to employees, consultants and directors who provide services for us. Compensation expense related to outstanding awards is recognized over the vesting period based on the grant-date fair value. The grant-date fair value is determined based on the market price of our common units on the grant date. We amortize the grant-date fair value of these awards over their vesting period using the straight-line method. Expenses related to unit-based compensation are included in general and administrative expenses.
Foreign Currency Translation
The functional currencies of our foreign subsidiaries are the local currencies of the countries in which the subsidiaries are located. Transactions in foreign currencies are translated to the respective functional currencies at the exchange rates applicable on the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated to the appropriate functional currency at the exchange rate at the consolidated balance sheet date. Foreign exchange gains and losses are recorded in the consolidated statements of income (loss). Non-monetary assets and liabilities denominated in foreign currencies are measured at cost using the exchange rates on the dates of initial recognition.
On consolidation, the financial statements of foreign operations are translated to U.S. dollars. The assets and liabilities of foreign operations are translated to U.S. dollars at the exchange rate prevailing at the consolidated balance sheet date. Income and expenses of foreign operations are translated to U.S. dollars at the exchange rates that approximate those on the dates of the transactions. Foreign exchange differences arising on translation for consolidation are recognized in other comprehensive income (loss). The results and financial position of subsidiaries with the functional currencies of hyperinflationary economies, after being restated for the effects of inflation in line with the Partnership’s policy over hyperinflation accounting, are translated to U.S. dollars at the exchange rate prevailing at the consolidated balance sheet date.
In connection with certain internal restructuring transactions subsequent to the Parkland Acquisition, Sunoco and Parkland established an intercompany loan between subsidiaries having different functional currencies. Foreign currency translation gains and losses related to this intercompany loan are recorded in “Other, net” within net income on the Partnership’s consolidated statement of operations.
Income Taxes
Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts
of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rate is recognized in earnings in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts more likely than not to be realized.
The determination of the provision for income taxes requires significant judgment, use of estimates, and the interpretation and application of complex tax laws. Significant judgment is required in assessing the timing and amounts of deductible and taxable items and the probability of sustaining uncertain tax positions. The benefits of uncertain tax positions are recorded in our consolidated financial statements only after determining a more-likely-than-not probability that the uncertain tax positions will withstand challenge, if any, from taxing authorities. When facts and circumstances change, we reassess these probabilities and record any changes through the provision for income taxes.
The acquisition of Parkland brought Sunoco LP into scope for Pillar Two global minimum tax regime, a legislative framework established by Organization for Economic Co-operation and Development (“OECD”), as several jurisdictions in which Sunoco LP now operates have enacted Pillar Two global minimum tax legislation.
Consistent with ASC 740 and current industry guidance, Sunoco LP has applied a temporary exception and has not recognized deferred tax assets or liabilities related to Pillar Two tax liability.
Recent Accounting Pronouncements
In November 2024, the FASB issued Accounting Standards Update (“ASU”) 2024-03, Income Statement–Reporting Comprehensive Income–Expense Disaggregation Disclosures (Subtopic 220-40). ASU 2024-03 requires disclosure of specified information about certain costs and expenses in the notes to the consolidated financial statements. ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods within annual periods beginning after December 15, 2027, with early adoption permitted. ASU 2024-03 is to be applied on a prospective basis, with retrospective application permitted. We are currently evaluating the impact, if any, of ASU 2024-03 on our consolidated financial statements and related disclosures.
In December 2023, FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 improves and enhances income tax disclosure requirements, including new disclosures related to tax rate reconciliation and income taxes paid. The Partnership retrospectively adopted ASU 2023-09 during the year ended December 31, 2025 and has revised its disclosures accordingly, as reflected in Notes 4 and 18.
The Company has elected to account for the tax on global intangible low-taxed income (“GILTI”) under IRC §951A as a period cost in the year the tax is incurred, rather than recognizing deferred taxes on basis differences in its controlled foreign corporations that may give rise to future GILTI inclusions.
v3.25.4
Acquisitions, Divestitures and Other Transactions
12 Months Ended
Dec. 31, 2025
Business Combination [Abstract]  
Acquisitions, Divestitures and Other Transactions Acquisitions, Divestitures and Other Transactions
Parkland Acquisition
On October 31, 2025, the Partnership completed the previously announced acquisition of Parkland, whereby Sunoco Retail, a wholly owned corporate subsidiary of the Partnership, indirectly acquired all the outstanding shares of Parkland, in exchange for cash and SunocoCorp units that were contributed by SunocoCorp to the Partnership at the close of the Parkland Acquisition. Under the terms of the agreement, Parkland shareholders received 0.295 SunocoCorp units and C$19.80 for each Parkland share. Parkland shareholders could elect, in the alternative, to receive C$44.00 per Parkland share in cash or 0.536 SunocoCorp units for each Parkland share, subject to proration to ensure that the aggregate consideration payable in connection with the transaction would not exceed C$19.80 in cash per Parkland share outstanding as of immediately before close and 0.295 SunocoCorp units per Parkland share outstanding as of immediately before close. In connection with the closing of the Parkland Acquisition, the Partnership paid approximately $2.60 billion to Parkland’s shareholders and transferred 51,517,198 SunocoCorp common units, which the Partnership had received from SunocoCorp in exchange for the Partnership’s issuance of 51,517,198 Sunoco Class D Units to SunocoCorp.
Parkland is a leading international fuel distributor, marketer and convenience retailer with operations in 26 countries across the Americas. Parkland’s functional currency is the Canadian dollar, and its consolidated structure includes subsidiaries with multiple other functional currencies.
As part of the transaction, the Partnership repurposed and renamed an existing subsidiary as SunocoCorp. Prior to the Parkland Acquisition, SunocoCorp did not have any significant assets, liabilities or operations; in connection with the Parkland Acquisition, the Partnership deconsolidated SunocoCorp and SunocoCorp became a publicly traded entity classified as a corporation for U.S. federal income tax purposes. SunocoCorp units began trading on the NYSE effective November 6, 2025. Subsequent to the Parkland Acquisition, SunocoCorp holds Sunoco Class D Units, representing limited partnership interests in Sunoco that are generally economically equivalent to Sunoco’s publicly traded common units on the basis of one Sunoco Common Unit for each
outstanding SunocoCorp unit. For a period of two years following closing of the transaction, Sunoco will ensure that SunocoCorp unitholders receive distributions on a per unit basis that are equivalent to the per unit distributions to Sunoco unitholders.
The acquisition was recorded using the acquisition method of accounting which requires, among other things, that assets and liabilities assumed be recognized on the balance sheet at their estimated fair values as of the date of acquisition, with any excess purchase price over the fair value of net assets acquired recorded to goodwill. Management, with the assistance of a third-party valuation specialist, determined the fair value of assets and liabilities as of the date of the acquisition. Determining the fair value involves the use of management's judgment as well as the use of significant estimates and assumptions.
As of the date these financial statements were issued, management and the third-party valuation specialist continue to evaluate certain assumptions, which could result in a change to the allocation of the fair value among reporting units or between line items on the consolidated balance sheet, potentially impacting deferred tax balances and/or goodwill. The following table summarizes the preliminary allocation of the purchase price among assets acquired and liabilities assumed.
As of October 31, 2025
Total current assets$2,814 
Property, plant and equipment5,612 
Operating lease right-of-use assets, net731 
Goodwill (1)
1,528 
Intangible assets, net (2)
1,871 
Deferred tax assets210 
Other non-current assets266 
Investments in unconsolidated affiliates341 
Total assets13,373 
Total current liabilities2,490 
Long-term debt, less current maturities3,797 
Operating lease non-current liabilities731 
Deferred tax liabilities965 
Other non-current liabilities375 
Total liabilities8,358 
Total consideration5,015 
Cash acquired(464)
Total consideration, net of cash acquired$4,551 
(1)Goodwill represents expected commercial and operational synergies. Approximately $660 million of the goodwill recorded as a result of this transaction is expected to be deductible for IRC Sec. 951A GILTI and foreign earnings and profits purposes. The goodwill is not deductible for non-US jurisdictions.
(2)Intangible assets, net comprised of $1.49 billion of customer relationships, with a remaining weighted average life of approximately 20 years, $297 million of indefinite-lived tradenames, and $85 million of other intangibles with a remaining weighted average life of approximately 10 years.
Expenses Related to the Parkland Acquisition
As a result of the Parkland Acquisition, we recognized $67 million of merger-related expenses for the year ended December 31, 2025, which are included in general and administrative expenses in our consolidated statement of operations.
TanQuid Acquisition
On January 16, 2026, the Partnership completed the previously announced acquisition of TanQuid for approximately €465 million (approximately $540 million as of January 16, 2026), including approximately €300 million of assumed debt, less approximately €39 million of cash acquired. TanQuid owns and operates 15 fuel terminals in Germany and one fuel terminal in Poland. The transaction was funded using cash on hand and amounts available under the Partnership's Credit Facility. As of the date of this Form 10-K filing, the initial accounting for this business combination is incomplete due to the timing of the close of the acquisition and therefore has not been included herein.
Expenses Related to the TanQuid Acquisition
As a result of the acquisition, Sunoco recognized $3 million of merger-related expenses during the year ended December 31, 2025, which are included in general and administrative expenses in our consolidated statement of operations.
Other Acquisitions
In the first quarter of 2025, Sunoco acquired fuel equipment, motor fuel inventory and supply agreements in two separate transactions for total consideration of approximately $17 million. Aggregate consideration included $12 million in cash and 91,776 newly issued Sunoco Common Units, which had an aggregate acquisition-date fair value of approximately $5 million.
In the second quarter of 2025, Sunoco acquired a total of 151 fuel distribution consignment sites in three separate transactions for total consideration of approximately $105 million, plus working capital. Aggregate consideration included $92 million in cash and 251,646 newly issued Sunoco Common Units which had an aggregate acquisition-date fair value of approximately $13 million.
In the third quarter of 2025, Sunoco acquired approximately 70 fuel distribution consignment sites and 100 supply agreements in five separate transactions for total cash consideration of approximately $85 million, plus working capital.
In the fourth quarter of 2025, Sunoco acquired a total of 27 fuel distribution consignment sites and 36 dealer sites, as well as commercial customers, in four separate transactions for total cash consideration of approximately $64 million, plus working capital.
These transactions were accounted for as asset acquisitions, and the purchase price was primarily allocated to inventories, property, plant and equipment and other non-current assets.
2024 Acquisitions
NuStar Acquisition
On May 3, 2024, Sunoco completed the acquisition of 100% of the common units of NuStar. Under the terms of the agreement, NuStar common unitholders received 0.400 Sunoco common units for each NuStar common unit. In connection with the acquisition, Sunoco issued approximately 51.5 million common units, which had a fair value of approximately $2.85 billion, assumed debt totaling approximately $3.5 billion, including approximately $56 million of lease related financing obligations, and assumed preferred units with a fair value of approximately $800 million. NuStar has approximately 9,500 miles of pipeline and 63 terminal and storage facilities that store and distribute crude oil, refined products, renewable fuels, ammonia and specialty liquids. The acquisition is expected to diversify the Partnership’s business, increase scale and provide vertical integration, as well as improving the Partnership’s credit profile and enhancing growth.
The acquisition was recorded using the acquisition method of accounting which requires, among other things, that assets and liabilities assumed be recognized on the balance sheet at their estimated fair values as of the date of acquisition, with any excess purchase price over the fair value of net assets acquired recorded to goodwill. Management, with the assistance of a third-party valuation specialist, determined the fair value of assets and liabilities as of the date of the acquisition. Determining the fair value involves the use of management's judgment as well as the use of significant estimates and assumptions.
The following table summarizes the allocation of the purchase price among assets acquired and liabilities assumed:
As of
May 3, 2024
Total current assets$186 
Property, plant and equipment6,958 
Operating lease right-of-use assets, net136 
Goodwill (1)
16 
Intangible assets, net (2)
195 
Other non-current assets127 
Total assets7,618 
Total current liabilities245 
Long-term debt, less current maturities (3)
3,500 
Operating lease non-current liabilities136 
Deferred tax liabilities
Other non-current liabilities82 
Total liabilities3,967 
Preferred units (3)
801 
Total consideration2,850 
Cash acquired27 
Total consideration, net of cash acquired$2,823 
(1)Goodwill primarily represents expected commercial and operational synergies. None of the goodwill recorded as a result of this transaction is deductible for tax purposes. Goodwill of $16 million relates to Sunoco’s Fuel Distribution segment.
(2)Intangible assets, net comprised $151 million of favorable contracts, with a remaining weighted average life of approximately 7 years, and $44 million of customer relationships with a remaining weighted average life of approximately 15 years.
(3)Subsequent to the closing of the NuStar Acquisition, the Partnership redeemed all outstanding NuStar preferred units, totaling $784 million, redeemed NuStar's subordinated notes totaling $403 million and repaid and terminated the NuStar credit facility totaling $455 million.
Subsequent to the NuStar Acquisition, the Partnership purchased a property previously leased by NuStar and cancelled the lease, resulting in an impairment of $50 million based on the value of comparable real property.
Expenses Related to the NuStar Acquisition
As a result of the acquisition, Sunoco recognized $103 million of merger-related expenses during the year ended December 31, 2024, which are included in general and administrative expenses in our consolidated statement of operations.
Zenith European Terminals Acquisition
On March 13, 2024, Sunoco completed the acquisition of liquid fuels terminals in Amsterdam, Netherlands and Bantry Bay, Ireland from Zenith Energy for €170 million ($185 million), including working capital. The acquisition is expected to supply optimization for the Partnership’s existing East Coast business and continues its focus on growing its portfolio of stable midstream income. The acquisition was recorded using the acquisition method of accounting which requires, among other things, that assets and liabilities assumed be recognized on the balance sheet at their estimated fair values as of the date of acquisition. Management, with the assistance of a third-party valuation specialist, determined the fair value of assets and liabilities as of the date of the acquisition. Determining the fair value involves the use of management's judgment as well as the use of significant estimates and assumptions. The following table summarizes the allocation of the purchase price among assets acquired and liabilities assumed:
As of
March 13, 2024
Other current assets$
Property, plant and equipment204 
Other non-current assets36 
Deferred tax assets
Current liabilities(14)
Deferred tax liabilities(4)
Other non-current liabilities(43)
Net assets191 
Bargain purchase gain(6)
Total cash consideration, net of cash acquired$185 
Zenith European terminals revenue and net income since the acquisition date to December 31, 2024 included in our consolidated statement of operations were $43 million and $8 million, respectively.
Other Acquisition
On August 30, 2024, Sunoco acquired a terminal in Portland, Maine for approximately $24 million, including working capital. The purchase price was primarily allocated to property, plant and equipment.
West Texas Sale
On April 16, 2024, Sunoco completed the sale of 204 convenience stores located in West Texas, New Mexico and Oklahoma to 7-Eleven, Inc. for approximately $1.0 billion, including customary adjustments for fuel and merchandise inventory. As part of the sale, Sunoco also amended its existing take-or-pay fuel supply agreement with 7-Eleven, Inc. to incorporate additional fuel gross profit. As a result of the sale, the Partnership recorded a $586 million gain ($442 million net of tax).
ET-S Permian
Effective July 1, 2024, Sunoco and Energy Transfer formed ET-S Permian, a joint venture combining their respective crude oil and produced water gathering assets in the Permian Basin. Pursuant to the contribution agreement by and among the Partnership, Sun Pipeline Holdings LLC, NuStar Permian Transportation and Storage LLC, NuStar Permian Crude Logistics LLC, NuStar Permian Holdings LLC, NuStar Logistics, L.P., ET-S Permian Holdings Company LP, ET-S Permian Pipeline Company LLC, ET-S Permian Marketing Company LLC, Energy Transfer LP, and Energy Transfer Crude Marketing, LLC dated July 14, 2024, in a cashless transaction, Sunoco contributed all of its Permian crude oil gathering assets and operations to ET-S Permian. Energy Transfer contributed its Permian crude oil and produced water gathering assets and operations to ET-S Permian. Energy Transfer’s long-haul crude pipeline network that provides transportation of crude oil out of the Permian Basin to Nederland, Houston and Cushing is excluded from ET-S Permian.
ET-S Permian operates more than 5,000 miles of crude oil and water gathering pipelines with crude oil storage capacity in excess of 11 million barrels.
Sunoco holds a 32.5% interest, with Energy Transfer holding the remaining 67.5% interest in ET-S Permian. Energy Transfer serves as the operator of ET-S Permian.
2023 Acquisition
On May 1, 2023, Sunoco completed the acquisition of 16 refined product terminals located across the East Coast and Midwest from Zenith Energy for approximately $111 million, including working capital. The purchase price was primarily allocated to property, plant and equipment.
Pro Forma Results of Operations
The following unaudited pro forma consolidated results of operations for the year ended December 31, 2025 and 2024 are presented as if the Parkland and NuStar acquisitions and the West Texas Sale had been completed on January 1, 2024.
Year Ended December 31,
20252024
Revenues
$41,457 $43,696 
Net income (loss)317 (12)
The pro forma consolidated results of operations include adjustments to:
include the results of Parkland and NuStar for all periods presented;
include incremental expenses associated with the fair value adjustments recorded as a result of applying the acquisition method of accounting for Parkland and NuStar;
include incremental interest expense related to financing the transactions;
include $175 million of expenses representing one-time costs associated with completing the transaction;
adjust for relative changes in ownership resulting from the acquisition;
exclude the results from the convenience stores sold in the West Texas Sale; and
exclude the gain on sale and related tax impact related to the West Texas Sale.
The pro forma information is not necessarily indicative of the results of operations that would have occurred had the Parkland Acquisition been made at the beginning of the periods presented or the future results of the combined operations.
Parkland's revenue and net income, excluding intercompany transactions, since the acquisition date to December 31, 2025 included in our consolidated statement of operations were $3.17 billion and $195 million, respectively.
v3.25.4
Cash and Cash Equivalents
12 Months Ended
Dec. 31, 2025
Cash and Cash Equivalents [Abstract]  
Cash and Cash Equivalents Cash And Cash Equivalents
Cash and cash equivalents include cash on hand, demand deposits and short-term investments with original maturities of three months or less.
The net change in operating assets and liabilities, net of effects of acquisitions and divestitures, included in cash flows from operating activities is comprised as follows:
Year Ended December 31,
202520242023
Accounts receivable, net$212 $(212)$34 
Accounts receivable from affiliates— 20 (5)
Inventories, net(275)(265)(182)
Other assets(30)43 47 
Accounts payable(255)357 (101)
Accounts payable to affiliates129 29 61 
Accrued expenses and other current liabilities(86)(66)43 
Other non-current liabilities(76)(106)(18)
$(381)$(200)$(121)
Non-cash investing and financing activities were as follows:
Year Ended December 31,
202520242023
Non-cash investing and financing activities and supplemental cash flow information:
Senior notes redeemed and issued in exchange transaction$3,654 $— $— 
Units issued in connection with acquisitions4,038 2,850 — 
Contribution of assets to ET-S Permian— 1,159 — 
Lease assets obtained in exchange for new lease liabilities280 — 
Interest paid434 339 202 
v3.25.4
Accounts Receivable, net
12 Months Ended
Dec. 31, 2025
Accounts Receivable, after Allowance for Credit Loss [Abstract]  
Accounts Receivable, net Accounts Receivable, net
Accounts receivable, net, consisted of the following:
December 31,
2025
December 31,
2024
Accounts receivable, trade$1,686 $1,058 
Credit card receivables42 28 
Other receivables286 78 
Allowance for expected credit losses(42)(2)
Accounts receivable, net$1,972 $1,162 
v3.25.4
Inventories, net
12 Months Ended
Dec. 31, 2025
Inventory Disclosure [Abstract]  
Inventories, net Inventories, net
Fuel inventories included balances stated at the lower of cost or market using the LIFO method. As of December 31, 2025 and 2024, the Partnership’s fuel inventory balance included lower of cost or market reserves of $472 million and $316 million, respectively. For the years ended December 31, 2025, 2024 and 2023, the Partnership’s consolidated statements of operations and comprehensive income did not include any material amounts of income from the liquidation of LIFO fuel inventory. For the years ended December 31, 2025, 2024 and 2023, the Partnership’s cost of sales included unfavorable LIFO inventory adjustments of $156 million, $86 million and $114 million, respectively, which decreased net income.
Inventories, net consisted of the following:
December 31,
2025
December 31,
2024
Fuel$2,178 $1,054 
Other205 14 
Inventories, net$2,383 $1,068 
The Partnership’s fuel inventories in the Caribbean, which totaled $88 million at December 31, 2025, are stated at the lower of cost or market using the FIFO method. Under this methodology, the cost of fuel sold consists of older acquisition costs, which includes transportation and storage costs.
v3.25.4
Investments in Unconsolidated Affiliates
12 Months Ended
Dec. 31, 2025
Equity Method Investments and Joint Ventures [Abstract]  
Investments in Unconsolidated Affiliates Investments in Unconsolidated Affiliates
Description of Investments
The following is a summary of the Partnership’s significant unconsolidated investments:
J.C. Nolan
Sunoco owns a 50% interest in J.C. Nolan, which provides diesel fuel storage in Midland, Texas with storage capacity of 130,000 barrels and transports diesel fuel from a tank farm in Hebert, Texas to Midland, Texas, on a 500 mile pipeline with a throughput capacity of approximately 36 thousand barrels per day.
ET-S Permian
Sunoco owns a 32.5% interest in ET-S Permian, which operates more than 5,000 miles of crude oil and water gathering pipelines with crude oil storage capacity in excess of 11 million barrels.
SARA
Sunoco owns a 29% interest in SARA, which is a refinery based in Martinique with operations to sell refined crude oil in Guadeloupe, French Guiana and Martinique.
Isla
Sunoco owns a 50% interest in Isla, which is comprised of over 200 retail locations alongside an integrated commercial and aviation business in Dominican Republic.
Summary of Balances Related to Unconsolidated Affiliates
The carrying values of the Partnership’s investments in unconsolidated affiliates as of December 31, 2025 and 2024 were as follows:
December 31,
2025
December 31,
2024
J.C. Nolan$121 $123 
ET-S Permian1,161 1,212 
SARA141 — 
Isla171 — 
Other30 — 
$1,624 $1,335 
The following table presents equity in earnings (losses) of unconsolidated affiliates:
Year Ended December 31,
202520242023
J.C. Nolan$$$
ET-S Permian134 53 — 
SARA— — 
Isla— — 
Other(1)— — 
$143 $60 $
Summarized Financial Information
The following tables present aggregated selected balance sheet and income statement data for Sunoco’s unconsolidated affiliates: J.C. Nolan, ET-S Permian, SARA and Isla (on a 100% basis), for all periods presented:
December 31,
2025
December 31,
2024
Current assets
$511 $650 
Property, plant and equipment, net3,912 3,542 
Other assets361 310 
Total assets$4,784 $4,502 
Current liabilities$375 $477 
Non-current liabilities159 49 
Equity4,250 3,976 
Total liabilities and equity$4,784 $4,502 
Year Ended December 31,
202520242023
Revenues
$21,022 $8,267 $34 
Operating income444 176 10 
Net income437 176 10 
v3.25.4
Property, Plant and Equipment, net
12 Months Ended
Dec. 31, 2025
Property, Plant and Equipment [Abstract]  
Property, Plant and Equipment, net Property, Plant and Equipment, net
Components and useful lives of property, plant and equipment, net consisted of the following:
December 31,
2025
December 31,
2024
Land and improvements$2,081 $739 
Buildings, equipment and leasehold improvements (1 to 40 years)
4,695 1,315 
Pipelines (5 to 65 years)
3,747 3,553 
Product storage and related facilities (2 to 40 years)
1,400 891 
Right of way (20 to 65 years)
1,728 1,727 
Other (1 to 48 years)
727 403 
Construction work-in-process878 286 
Total property, plant and equipment15,256 8,914 
Less – Accumulated depreciation1,848 1,240 
Property, plant and equipment, net$13,408 $7,674 
Depreciation expense on property, plant and equipment was $638 million, $326 million and $139 million for the years ended December 31, 2025, 2024 and 2023, respectively.
v3.25.4
Goodwill and Intangible Assets, net
12 Months Ended
Dec. 31, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets, net Goodwill and Intangible Assets, net
Goodwill
Goodwill balances and activity for the years ended December 31, 2025 and 2024 consisted of the following:
Segment
Fuel DistributionPipeline SystemsTerminalsRefineryConsolidated
(in millions)
Balance at December 31, 2023$1,362 $— $237 $— $1,599 
West Texas Sale(138)— — — (138)
NuStar Acquisition16 — — — 16 
Balance at December 31, 20241,240 — 237 — 1,477 
Parkland Acquisition1,070 38 — 420 1,528 
Other15 — — 21 
Balance at December 31, 2025$2,325 $38 $237 $426 $3,026 
The Partnership determines the fair value of our reporting units using the discounted cash flow method, the guideline company method, or a weighted combination of the discounted cash flow method and the guideline company method. Determining the fair value of a reporting unit requires judgment and the use of significant estimates and assumptions. Such estimates and assumptions include revenue growth rates, operating margins, weighted average costs of capital and future market conditions, among others. The Partnership believes the estimates and assumptions used in our impairment assessments are reasonable and based on available market information, but variations in any of the assumptions could result in materially different calculations of fair value and determinations of whether or not an impairment is indicated. Under the discounted cash flow method, the Partnership determines fair value based on estimated future cash flows of each reporting unit including estimates for capital expenditures, discounted to present value using the risk-adjusted industry rate, which reflect the overall level of inherent risk of the reporting unit. Cash flow projections are derived from one year budgeted amounts and five year operating forecasts plus an estimate of later period cash flows, all of which are evaluated by management. Subsequent period cash flows are developed for each reporting unit using growth rates that management believes are reasonably likely to occur. Under the guideline company method, the Partnership determines the estimated fair value of each of our reporting units by applying valuation multiples of comparable publicly-traded companies to each reporting unit’s projected EBITDA and then averaging that estimate with similar historical calculations using a three year average. In addition, the Partnership estimates a reasonable control premium representing the incremental value that accrues to the majority owner from the opportunity to dictate the strategic and operational actions of the business. The fair value estimates used in the long-lived asset and goodwill tests were primarily based on Level 3 inputs of the fair value hierarchy.
During the fourth quarters of 2025, 2024 and 2023, we performed our annual impairment testing. No goodwill impairment was identified for the reporting units as a result of these tests.
Intangible Assets, net
Gross carrying amounts and accumulated amortization for each major class of intangible assets, excluding goodwill, consisted of the following:
 December 31, 2025December 31, 2024
 Gross
Carrying
Amount
Accumulated
Amortization
Net
Book Value
Gross
Carrying
Amount
Accumulated
Amortization
Net
Book Value
Indefinite-lived      
Tradenames$606 $— $606 $302 $— $302 
Finite-lived
Customer relations including supply agreements2,241 520 1,721 721 477 244 
Other intangibles93 84 
Intangible assets, net$2,940 $529 $2,411 $1,031 $484 $547 
During the fourth quarters of 2025, 2024 and 2023, we performed the annual impairment tests on Sunoco’s indefinite-lived intangible assets. No impairments were recorded in 2025, 2024 and 2023.
Total amortization expense on finite-lived intangibles included in depreciation, amortization and accretion was $45 million, $37 million and $44 million for the years ended December 31, 2025, 2024 and 2023, respectively.
Customer relations and supply agreements have a remaining weighted average life of approximately 18 years.
As of December 31, 2025, the Partnership’s estimate of amortization for each of the five succeeding fiscal years and thereafter for finite-lived intangibles was as follows:
 Amortization
2026$124 
2027124 
2028124 
2029120 
2030118 
Thereafter1,195 
Total$1,805 
v3.25.4
Accrued Expenses and Other Current Liabilities
12 Months Ended
Dec. 31, 2025
Accrued Expenses And Other Current Liabilities [Abstract]  
Accrued Expenses and Other Current Liabilities Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consisted of the following:
December 31, 2025December 31, 2024
Wage and other employee-related accrued expenses$92 $64 
Accrued tax expense187 152 
Accrued insurance37 39 
Accrued interest expense183 82 
Dealer deposits21 24 
Accrued capital expenditures46 — 
Accrued environmental expense10 
Contract liabilities102 17 
Other275 72 
Accrued expenses and other current liabilities$953 $457 
v3.25.4
Debt Obligations
12 Months Ended
Dec. 31, 2025
Debt Disclosure [Abstract]  
Debt Disclosure Debt Obligations
Sunoco’s debt obligations consisted of the following:
December 31,
2025
December 31,
2024
Credit Facility$— $203 
5.750% senior notes due 2025
— 600 
6.000% senior notes due 2026 (1)
500 500 
3.875% CAD senior notes due 2026 (1)(2)
400 — 
Parkland 3.875% CAD senior notes due 2026 (1)(3)
37 — 
6.000% senior notes due 2027
600 600 
5.625% senior notes due 2027
550 550 
5.875% senior notes due 2027 (2)
499 — 
Parkland 5.875% senior notes due 2027 (3)
— 
5.875% senior notes due 2028
400 400 
7.000% senior notes due 2028
500 500 
6.000% CAD senior notes due 2028 (2)
277 — 
Parkland 6.000% CAD senior notes due 2028 (3)
14 — 
4.500% senior notes due 2029
800 800 
7.000% senior notes due 2029
750 750 
4.375% CAD senior notes due 2029 (2)
397 — 
Parkland 4.375% CAD senior notes due 2029 (3)
40 — 
4.500% senior notes due 2029 (2)
790 — 
Parkland 4.500% senior notes due 2029 (3)
10 — 
4.500% senior notes due 2030
800 800 
6.375% senior notes due 2030
600 600 
4.625% senior notes due 2030 (2)
798 — 
Parkland 4.625% senior notes due 2030 (3)
— 
5.625% senior notes due 2031
1,000 — 
7.250% senior notes due 2032
750 750 
6.625% senior notes due 2032 (2)
493 — 
Parkland 6.625% senior notes due 2032 (3)
— 
6.250% senior notes due 2033
1,000 — 
5.875% senior notes due 2034
900 — 
GoZone Bonds322 322 
Lease-related financing obligations and other subsidiary debt233 132 
Net unamortized premiums, discounts and fair value adjustments16 
Deferred debt issuance costs(83)(37)
Total debt13,389 7,486 
Less: current maturities17 
Total long-term debt, net$13,372 $7,484 
(1)As of December 31, 2025, $937 million aggregate principal amount of senior notes due before December 31, 2026 were classified as long-term as management has the intent and ability to refinance the borrowings on a long-term basis.
(2)These senior notes, totaling $3.65 billion as of December 31, 2025, were assumed and exchanged by the Partnership in connection with the closing of the Parkland Acquisition. For additional information, see “Parkland Senior Note Exchange” below.
(3)These senior notes, totaling $111 million as of December 31, 2025, represent the aggregate principal amounts not tendered in the private exchange offers and remain outstanding obligations of Parkland. For additional information, see “Parkland Senior Note Exchange” below.
At December 31, 2025, scheduled future debt maturities were as follows:
2026$954 
20271,661 
20281,202 
20292,797 
20302,206 
Thereafter4,650 
Total$13,470 
Recent Financing Transactions
March 2025 Senior Notes Offering and Redemption
In March 2025, the Partnership issued $1.00 billion aggregate principal amount of 6.250% senior notes due 2033 in a private offering. These notes will mature on July 1, 2033 and interest is payable semi-annually on January 1 and July 1 of each year. The Partnership used the net proceeds from the private offering to repay its $600 million aggregate principal amount of 5.750% senior notes due 2025 and to repay a portion of the outstanding borrowings under its Credit Facility.
September 2025 Senior Notes Offering
In September 2025, the Partnership issued $1.00 billion aggregate principal amount of 5.625% senior notes due 2031 and $900 million aggregate principal amount of 5.875% senior notes due 2034 in a private offering. These notes will mature on March 15, 2031 and March 15, 2034, respectively, and interest is payable semi-annually on March 15 and September 15 of each year, commencing on March 15, 2026. The Partnership used the net proceeds from this private offering (i) on the closing date of the Parkland Acquisition to fund a portion of the cash consideration for the Parkland Acquisition and related transaction costs, with the remaining proceeds used for general corporate purposes, and (ii) prior to the closing date of the Parkland Acquisition, to temporarily reduce the borrowings outstanding under the Partnership's Credit Facility and to pay interest and fees in connection therewith.
The 5.625% senior notes due 2031 and 5.875% senior notes due 2034 were originally subject to a special mandatory redemption requirement, which was eliminated upon closing of the Parkland Acquisition.
Parkland Senior Note Exchange
In October 2025, in connection with the Parkland Acquisition, the Partnership commenced a private offering to exchange up to C$1.60 billion Canadian dollar denominated notes issued by Parkland (collectively, the “PKI CAD Notes”) and up to $2.60 billion U.S. dollar denominated notes issued by Parkland (collectively, the “PKI USD Notes”) for new notes issued by the Partnership. The exchange offer closed on November 7, 2025 with approximately C$1.47 billion of the PKI CAD Notes and approximately $2.58 billion of the PKI USD Notes being validly tendered and not validly withdrawn.
Description of Debt Obligations
Sunoco Senior Notes
The terms of each tranche of Sunoco Senior Notes are governed by indentures among the Partnership and Sunoco Finance Corp. (together, the “Issuers”), and certain other subsidiaries of the Partnership and U.S. Bank National Association, as trustee. The Sunoco Senior Notes are senior obligations of the Issuers and are guaranteed by all of the Partnership’s existing subsidiaries and certain of its future subsidiaries. The Sunoco Senior Notes and guarantees are unsecured and rank equally with all of the Issuers’ and each Guarantor’s existing and future senior obligations. The Sunoco Senior Notes and guarantees are effectively subordinated to the Issuers’ and each Guarantor’s secured obligations, including obligations under the Partnership’s Credit Facility (as defined below), to the extent of the value of the collateral securing such obligations, and structurally subordinated to all indebtedness and obligations, including trade payables, of the Partnership’s subsidiaries that do not guarantee the Sunoco Senior Notes.
Energy Transfer guarantees collection to the Issuers with respect to the payment of the principal amount of the 5.875% senior notes due 2028. Energy Transfer is not subject to any of the covenants under the Indenture.
Credit Facility
The Partnership's $2.50 billion Credit Facility matures on June 17, 2030, which date may be extended in accordance with the terms of the Credit Facility. The Credit Facility can be increased from time to time upon Sunoco’s written request, subject to certain conditions, up to an aggregate amount of $3.50 billion. As of December 31, 2025, Sunoco had no outstanding borrowings on the Credit Facility and $26 million in standby letters of credit were outstanding. The unused availability on the Credit Facility as of December 31, 2025 was $2.47 billion. The weighted average interest rate on the total amount outstanding as of
December 31, 2025 was 6.38%. The Partnership was in compliance with all financial covenants as of December 31, 2025. The Partnership’s net leverage ratio was 4.03 to 1.00 at December 31, 2025.
Borrowings under the Credit Facility will bear interest, at the Borrower’s election, at a rate equal to Term SOFR (as defined therein) or a base rate (a rate based off of the higher of (a) the Federal Funds Rate (as defined therein) plus 0.500%, (b) Bank of America’s prime rate and (c) one-month Term SOFR (as defined therein) plus 1.00%), in each case plus an applicable margin ranging from 1.250% to 2.250%, in the case of a Term SOFR loan, or from 0.250% to 1.25%, in the case of a base rate loan (determined with reference to the Partnership’s Net Leverage Ratio as defined in the Credit Facility). Upon the first achievement by the Partnership of an investment grade credit rating, the applicable margin will decrease to a range of 1.125% to 1.750%, in the case of a Term SOFR loan, or from 0.125% to 0.750%, in the case of a base rate loan (determined with reference to the credit rating for the Partnership’s senior, unsecured, non-credit enhanced long-term debt and the Partnership’s corporate issuer rating). Interest is payable quarterly if the base rate applies, and at the end of the applicable interest period if Term SOFR applies. In addition, the unused portion of the Partnership’s Credit Facility will be subject to a commitment fee ranging from 0.250% to 0.350%, based on the Partnership’s Net Leverage Ratio. Upon the first achievement by the Partnership of an investment grade credit rating, the commitment fee will decrease to a range of 0.125% to 0.350%, based on the Partnership’s credit rating as described above.
The Credit Facility requires the Partnership to maintain a Net Leverage Ratio of not more than 5.50 to 1.00 before the first achievement by the Partnership of an investment grade credit rating, and from and after the first occurrence of an investment grade credit rating, a Net Leverage Ratio of not more than 5.00 to 1.00. The maximum Net Leverage Ratio is subject to upwards adjustment after the achievement by the Partnership of an investment grade credit rating to not more than 5.50 to 1.00 for a period not to exceed three fiscal quarters in the event the Partnership engages in certain specified acquisitions of not less than $50 million (as permitted under the Credit Facility). The Credit Facility also requires the Partnership to maintain an Interest Coverage Ratio (as defined in the Credit Facility) of not less than 2.25 to 1.00.
Indebtedness under the Credit Facility is guaranteed by material domestic subsidiaries of the Partnership and other subsidiaries for which the Partnership elects to provide guarantees.
On May 16, 2025, the Credit Facility was amended, effective as of the Parkland Acquisition closing date, to, among other things, (i) increase the letter of credit sublimit from $100 million to $250 million, (ii) exclude Parkland and its subsidiaries from any requirement to provide a guarantee of the Obligations (as defined in the Sunoco Credit Agreement) to the extent (x) such guarantee would not be permitted under any existing indebtedness of Parkland and its subsidiaries that remains outstanding after the Parkland Acquisition closing date or (y) such guarantee, if provided by a domestic subsidiary that is a direct or indirect subsidiary of a foreign subsidiary, could reasonably be expected to have material adverse tax consequences and (iii) permit the Partnership or any of its subsidiaries to incur (x) Parkland Acquisition bridge debt in an aggregate principal amount not to exceed $2.65 billion and (y) Parkland backstop bridge debt in an aggregate principal amount not to exceed $3.40 billion less reductions to such maximum amount as set forth in the Sunoco Credit Agreement.
On June 17, 2025, the Credit Facility was amended to, among other things, (i) extend the maturity date of the revolving credit facility from May 3, 2029 to June 17, 2030, (ii) increase the aggregate principal amount of the revolving loan commitments from $1.50 billion to approximately $2.50 billion, upon closing of the Parkland Acquisition, (iii) increase the swingline sublimit on and after the Parkland Acquisition closing from $100 million to $500 million, of which $250 million will be dedicated to swingline borrowings in Canadian Dollars and $250 million will be dedicated to swingline borrowings in U.S. Dollars, and (iv) add the ability to borrow revolving loans in Canadian Dollars.
On August 8, 2025, the Credit Facility was amended to, among other things, provide for up to $2.00 billion of cash that has been reserved by the Partnership to fund a portion of the cash consideration for the Parkland Acquisition to be netted in calculating the Net Leverage Ratio (as defined in the Sunoco Credit Agreement) for purposes of the financial maintenance covenant.
On October 3, 2025, the Credit Facility was amended to, among other things, (i) amend the maturity limitations on the incurrence of additional unsecured indebtedness by the Partnership and its subsidiaries to permit both (a) the new notes to be issued by the Partnership in connection with the previously announced private exchange offers (the “Exchange Offers”) and (b) the guaranty by the Partnership of any senior notes of Parkland that remain outstanding after giving effect to the settlement of the Exchange Offers and (ii) exclude any domestic subsidiaries that are “foreign subsidiary holding companies” or subsidiaries of “controlled foreign corporations” from an obligation to provide a guaranty under the Credit Facility.
On November 25, 2025, the Credit Facility was amended to increase the aggregate principal amount of the revolving loan commitments from approximately $2.46 billion to $2.50 billion.
NuStar Logistics Senior Notes
NuStar Logistics is the issuer of $2.25 billion of senior notes, including 5.750% senior notes due 2025, 6.000% senior notes due 2026, 5.625% senior notes due 2027 and 6.375% senior notes due 2030 (collectively, the “NuStar Logistics Senior Notes”).
Subsequent to the closing of the NuStar Acquisition, the indentures related to the Partnership’s senior notes (“Sunoco Senior Notes”) and the indentures related to NuStar Logistics’ Senior Notes were amended to add certain subsidiaries as guarantors. Consequently, Sunoco and NuStar Logistics are each a guarantor of the other’s senior notes, along with other subsidiary guarantors of each.
The NuStar Logistics Senior Notes do not have sinking fund requirements. These notes rank equally with existing senior unsecured indebtedness and senior to existing subordinated indebtedness of NuStar Logistics and contain restrictions on NuStar Logistics’ ability to incur secured indebtedness unless the same security is also provided for the benefit of holders of the NuStar Logistics Senior Notes. In addition, the NuStar Logistics Senior Notes limit the ability of NuStar Logistics and its subsidiaries to, among other things, incur indebtedness secured by certain liens, engage in certain sale-leaseback transactions and engage in certain consolidations, mergers or asset sales. At the option of NuStar Logistics, the NuStar Logistics Senior Notes may be redeemed in whole or in part at any time at a redemption price, plus accrued and unpaid interest to the redemption date. If Sunoco undergoes a change of control that is followed by a ratings decline that occurs within 60 days of the change of control, each holder of the applicable senior notes may require Sunoco to repurchase all or a portion of its notes at a price equal to 101% of the principal amount of the notes repurchased, plus any accrued and unpaid interest to the date of repurchase.
GoZone Bonds
NuStar Logistics’ obligations include revenue bonds issued by the Parish of St. James, Louisiana pursuant to the Gulf Opportunity Zone Act of 2005 (the “GoZone Bonds”).
As reflected in the table below, the holders of the Series 2008, Series 2010B and Series 2011 GoZone Bonds are required to tender their bonds at the applicable mandatory purchase date in exchange for 100% of the principal plus accrued and unpaid interest, after which these bonds may be remarketed with a new interest rate established. Each of the Series 2010 and Series 2010A GoZone Bonds is subject to redemption on or after June 1, 2030 by the Parish of St. James, at Sunoco’s option, in whole or in part, at a redemption price of 100% of the principal amount to be redeemed plus accrued and unpaid interest. Interest on the GoZone Bonds is payable semi-annually on June 1 and December 1 of each year.
The following table summarizes the GoZone Bonds outstanding as of December 31, 2025:
SeriesDate IssuedAmount OutstandingInterest RateMandatory Purchase DateOptional Redemption DateMaturity Date
Series 2008June 26, 2008$56 6.10 %June 1, 2030n/aJune 1, 2038
Series 2010July 15, 2010100 6.35 %n/aJune 1, 2030July 1, 2040
Series 2010AOctober 7, 201043 6.35 %n/aJune 1, 2030October 1, 2040
Series 2010BDecember 29, 201048 6.10 %June 1, 2030n/aDecember 1, 2040
Series 2011October 1, 202575 3.70 %June 1, 2030n/aAugust 1, 2041
During 2025, the Partnership completed the remarketing of $75 million principal amount of Series 2011 GoZone Bonds, which were previously repurchased on the mandatory purchase date of June 1, 2025 but were not remarketed at that time. The remarketed bonds were issued on October 1, 2025 and have a 3.70% interest rate, a mandatory purchase date of June 1, 2030, and a maturity of August 1, 2041.
NuStar Logistics’ agreements with the Parish of St. James related to the GoZone Bonds contain: (i) customary restrictive covenants that limit the ability of NuStar Logistics and its subsidiaries to, among other things, create liens, enter into certain sale leaseback transactions, and engage in certain consolidations, mergers or asset sales; and (ii) a repurchase provision which provides that if Sunoco undergoes a change of control that is followed by a ratings decline that occurs within 60 days of the change of control, then each holder may require the trustee, with funds provided by NuStar Logistics, to repurchase all or a portion of that holder’s GoZone Bonds at a price equal to 101% of the aggregate principal amount repurchased, plus any accrued and unpaid interest. The Partnership and certain of its subsidiaries are guarantors to the agreements related to the GoZone Bonds.
Parkland Senior Notes
Parkland’s senior notes are unsecured obligations guaranteed by Parkland's subsidiaries and contain covenants that limit Parkland's ability to incur additional debt, make certain restricted payments and investments, create liens, enter into transactions with affiliates, and consolidate, merge, transfer or sell all or substantially all of its property and assets. Interest on the Parkland senior notes is paid semi-annually.
Receivables Financing Agreement
Upon the closing of the NuStar Acquisition, the commitments under NuStar’s receivables financing agreement were reduced to zero during a suspension period, for which the period end has not been determined. As of December 31, 2025, this facility had no outstanding borrowings.
Lease-Related Financing Obligations
Southside Oil, LLC, a subsidiary of the Partnership, is a party to a sale leaseback transaction that did not meet the criteria for sale leaseback accounting. This transaction was accounted for as a financing arrangement over the course of the lease agreement. The obligations mature in varying dates through 2058, require monthly interest and principal payments, and bear interest at 11.865%. As of December 31, 2025 and 2024, the balance of the sale leaseback financing obligation were $145 million and $85 million, respectively.
Lease-related financing obligations also include finance lease obligations of $87 million and $47 million as of December 31, 2025 and 2024, respectively. See further discussion in Note 16.
Fair Value of Debt
The aggregate estimated fair value and carrying amount of Sunoco’s consolidated debt obligations as of December 31, 2025 were $13.52 billion and $13.39 billion, respectively. As of December 31, 2024, the aggregate fair value and carrying amount of Sunoco’s consolidated debt obligations were $7.45 billion and $7.49 billion, respectively. The fair value of Sunoco’s consolidated debt obligations is a Level 2 valuation based on the respective debt obligations' observable inputs for similar liabilities.
v3.25.4
Other Non-Current Liabilities
12 Months Ended
Dec. 31, 2025
Other Liabilities Disclosure [Abstract]  
Other Non-Current Liabilities Other Non-Current Liabilities
Other non-current liabilities consisted of the following:
December 31, 2025December 31, 2024
Asset retirement obligations$254 $84 
Accrued environmental expense, long-term158 21 
Other100 53 
Other non-current liabilities$512 $158 
We record an asset retirement obligation for the estimated future cost to remove underground storage tanks. Revisions to the liability could occur due to changes in tank removal costs, tank useful lives or if federal and/or state regulators enact new guidance on the removal of such tanks. Changes in the carrying amount of asset retirement obligations for the years ended December 31, 2025 and 2024 were as follows:
Year Ended December 31,
20252024
Balance at beginning of year$84 $84 
Parkland Acquisition166 — 
Liabilities incurred— 
Liabilities settled(3)(8)
Accretion expense
Balance at end of year$254 $84 
v3.25.4
Related Party Transactions
12 Months Ended
Dec. 31, 2025
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
Sunoco is party to fee-based commercial agreements with various affiliates of Energy Transfer for pipeline, terminalling and storage services. Sunoco also has agreements with subsidiaries of Energy Transfer for the purchase and sale of fuel. Additionally, under our Limited Liability Company Agreement and Sunoco’s Partnership Agreement, respectively, SunocoCorp Manager and Sunoco GP do not receive a management fee or other compensation for their roles as the managing member of SunocoCorp and Sunoco GP, respectively. However, SunocoCorp Manager and Sunoco GP are reimbursed for all expenses incurred on our and Sunoco’s behalf, respectively. These expenses include shared service fees, as well as all other expenses necessary or appropriate to the conduct of our business that are allocable to us and Sunoco, as provided for in our Limited Liability Company Agreement and Sunoco’s Partnership Agreement, respectively. There is no cap on the amount that may be paid or reimbursed to SunocoCorp Manager or Sunoco GP.
Summary of Related Party Transactions
Related party transactions for the years ended December 31, 2025, 2024 and 2023 were as follows: 
Year Ended December 31,
 202520242023
Motor fuel sales to affiliates$24 $28 $42 
Bulk fuel purchases from affiliates1,249 1,463 1,661 
Expense reimbursement43 35 34 
Significant affiliate balances included on our consolidated balance sheets were as follows:
Accounts payable to affiliates were $331 million and $199 million as of December 31, 2025 and 2024, respectively, which were attributable to operational expenses and bulk fuel purchases.
Advances from affiliates were $78 million and $82 million at December 31, 2025 and 2024, respectively, which were related to treasury services agreements with Energy Transfer.
v3.25.4
Revenue
12 Months Ended
Dec. 31, 2025
Revenue from Contract with Customer [Abstract]  
Revenue Revenue
Disaggregation of Revenue
Revenues from our Fuel Distribution segment are derived from the sale of fuel, non-fuel and lease income. Fuel sales consist primarily of the sale of motor fuel under supply agreements with third-party customers and affiliates. Fuel supply contracts with our customers generally provide that we distribute motor fuel at a price based on a formula which includes published rates, volume-based profit margin and other terms specific to the agreement. The customer is invoiced the agreed-upon price with most payment terms ranging less than 30 days. If the consideration promised in a contract includes a variable amount, the Partnership estimates the variable consideration amount and factors in such estimate to determine the transaction price under the expected value method. Revenue is recognized under the motor fuel contracts at the point in time the customer takes control of the fuel. At the time control is transferred to the customer the sale is considered final, because the agreements do not grant customers the right to return motor fuel. To determine when control transfers to the customer, the shipping terms of the contract are assessed as a primary indicator of the transfer of control. For FOB shipping point terms, revenue is recognized at the time of shipment. The performance obligation with respect to the sale of goods is satisfied at the time of shipment since the customer gains control at this time under the terms. Shipping and/or handling costs that occur before the customer obtains control of the goods are deemed to be fulfillment activities and are accounted for as fulfillment costs. Once the goods are shipped, the Partnership is precluded from redirecting the shipment to another customer and revenue is recognized. Non-fuel revenue includes merchandise revenue that comprises the in-store merchandise and food service sales at company-operated retail stores and other revenue such as credit card processing, car washes, lottery and other services. Lease revenue is derived from the leasing or subleasing of real estate used in the retail distribution of motor fuels.
Revenues from our Pipeline Systems segment are derived from interstate and intrastate pipeline transportation of refined products, crude oil and anhydrous ammonia and the applicable pipeline tariff on a per barrel basis for crude oil or refined products and on a per ton basis for ammonia.
Revenues from our Terminals segment include fees for tank storage agreements, under which a customer agrees to pay for a certain amount of storage in a tank over a period of time (storage terminal revenues) and throughput agreements, under which a customer pays a fee per barrel for volumes moving through our terminals (throughput terminal revenues). Our terminals also provide blending, additive injections, handling and filtering services for which we charge additional fees. Additionally, we lease certain of our storage tanks in exchange for a fixed fee, subject to an annual consumer price index adjustment. We recognized lease revenues from these leases of $47 million and $31 million for the years ended December 31, 2025 and 2024, respectively, which are included in "Service revenue" in our consolidated statements of operations.
Revenues from our Refinery segment are derived from refined products, generated environmental compliance credits and excess crude oil sales are recognized when delivered and the customer obtains control of such inventory, which is typically when title passes and the customer is billed. All revenues are reported inclusive of shipping and handling costs billed and exclusive of any sales taxes billed to customers where applicable. Shipping and handling costs incurred are reported in cost of sales.
The following table depicts the disaggregation of revenue:
Year Ended December 31,
202520242023
Fuel$23,290 $21,362 $22,520 
Non-fuel442 294 284 
Lease income130 125 151 
Pipeline throughput660 457 — 
Terminal throughput117 102 61 
Refinery throughput177 — — 
Other385 353 52 
Total revenues$25,201 $22,693 $23,068 
Contract Balances with Customers
The Partnership satisfies its performance obligations by transferring goods or services in exchange for consideration from customers. The timing of performance may differ from the timing the associated consideration is paid to or received from the customer, thus resulting in the recognition of a contract asset or a contract liability.
The Partnership recognizes a contract asset when making upfront consideration payments to certain customers. The upfront considerations represent a pre-paid incentive, as these payments are not made for distinct goods or services provided by the customer. The pre-payment incentives are recognized as a contract asset upon payment and amortized as a reduction of revenue over the term of the specific agreement.
The Partnership recognizes a contract liability if the customer’s payment of consideration precedes the Partnership’s fulfillment of the performance obligations, which primarily result from contracts with an incentive pricing structure, contributions in aid of construction (“CIAC”) payments (as discussed below), and contracts with minimum volume commitment We maintain some franchise agreements requiring dealers to make one-time upfront payments for long-term license agreements. The Partnership recognizes a contract liability when the upfront payment is received and recognizes revenue over the term of the license.
The balances of the Partnership’s contract assets and contract liabilities as of December 31, 2025, 2024 and 2023 were as follows:
 December 31, 2025December 31, 2024December 31, 2023
Contract assets$480 $288 $256 
Accounts receivable from contracts with customers1,686 1,084 809 
Contract liabilities125 39 — 
The following table summarizes the consolidated activity of our contract liabilities:
Contract Liabilities
Balance, December 31, 2023$— 
NuStar Acquisition78 
Zenith European terminals acquisition
ET-S Permian(29)
Other additions26 
Revenue recognized(39)
Balance, December 31, 202439 
Parkland Acquisition84 
Other additions40 
Revenue recognized(38)
Balance, December 31, 2025$125 
Costs to Obtain or Fulfill a Contract
The Partnership recognizes an asset from the costs incurred to obtain a contract (e.g. sales commissions) only if it expects to recover those costs. On the other hand, the costs to fulfill a contract are capitalized if the costs are specifically identifiable to a contract, would result in enhancing resources that will be used in satisfying performance obligations in the future, and are expected to be recovered. These capitalized costs are recorded as a part of other current assets and other non-current assets on our consolidated balance sheets and are amortized as a reduction of revenue on a systematic basis consistent with the pattern of
transfer of the goods or services to which such costs relate. The amount of amortization on these capitalized costs that the Partnership recognized in the years ended December 31, 2025, 2024 and 2023 was $41 million, $35 million and $29 million, respectively.
Performance Obligations
At contract inception, the Partnership assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer a good or service (or bundle of goods or services) that is distinct. To identify the performance obligations, the Partnership considers all the goods or services promised in the contract, whether explicitly stated or implied based on customary business practices. For a contract that has more than one performance obligation, the Partnership allocates the total contract consideration to each distinct performance obligation on a relative standalone selling price basis. Revenue is recognized when (or as) the performance obligations are satisfied, that is, when the customer obtains control of the good or the service is provided.
The Partnership distributes fuel under long-term contracts to branded distributors, branded and unbranded third-party dealers and branded and unbranded retail fuel outlets. Sunoco-branded supply contracts with distributors generally have both time and volume commitments that establish contract duration. These contracts have an initial term of approximately ten years, with an estimated, volume-weighted term remaining of approximately five years.
The Partnership is party to a 15-year take-or-pay fuel supply agreement with 7-Eleven, Inc. and SEI Fuel Services, Inc. (collectively, the “Distributor”) in which the Distributor is required to purchase a volume of fuel that provides the Partnership a minimum amount of gross profit annually. We expect to recognize this revenue in accordance with the contract as we transfer control of the product to the customer. However, in case of an annual shortfall we will recognize the amount payable by the Distributor at the sooner of the time at which the Distributor makes up the shortfall or becomes contractually or operationally unable to do so. The transaction price of the contract is variable in nature, fluctuating based on market conditions. The Partnership has elected to take the practical expedient not to estimate the amount of variable consideration allocated to wholly unsatisfied performance obligations. 7-Eleven, Inc. accounted for approximately 13%, 18% and 20% of total revenues for the years ended December 31, 2025, 2024 and 2023, respectively.
In some contractual arrangements, the Partnership grants dealers a franchise license to operate the Partnership’s retail stores over the life of a franchise agreement. In return for the grant of the retail store license, the dealer makes a one-time nonrefundable franchise fee payment to the Partnership plus sales based royalties payable to the Partnership at a contractual rate during the period of the franchise agreement. Under the requirements of ASC Topic 606, the franchise license is deemed to be a symbolic license for which recognition of revenue over time is the most appropriate measure of progress toward complete satisfaction of the performance obligation. Revenue from this symbolic license is recognized evenly over the life of the franchise agreement.
In certain instances, our customers reimburse us for capital projects, in arrangements referred to as CIAC. Typically, in these instances, we receive upfront payments for future services, which are included in the transaction price of the underlying service contract.
Remaining Performance Obligations
The following table presents our estimated revenues from contracts with customers for remaining performance obligations that have not yet been recognized, representing our contractually committed revenue as of December 31, 2025.
Remaining Performance Obligations
2026$336 
2027195 
2028161 
2029114 
2030100 
Thereafter239 
Total$1,145 
Practical Expedients Selected by the Partnership
The Partnership elected the following practical expedients in accordance with ASC 606:
Significant financing component - The Partnership elected not to adjust the promised amount of consideration for the effects of a significant financing component if the Partnership expects at contract inception that the period between the
transfer of a promised good or service to a customer and when the customer pays for that good or service will be one year or less.
Incremental costs of obtaining a contract - The Partnership elected to expense the incremental costs of obtaining a contract when the amortization period for such contracts would have been one year or less.
Shipping and handling costs - The Partnership elected to account for shipping and handling activities that occur after the customer has obtained control of a good as fulfillment activities (i.e., an expense) rather than as a promised service.
Measurement of transaction price - The Partnership has elected to exclude from the measurement of transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by the Partnership from a customer (i.e., sales tax, value added tax, etc.).
Variable consideration of wholly unsatisfied performance obligations - The Partnership has elected to exclude the estimate of variable consideration to the allocation of wholly unsatisfied performance obligations.
v3.25.4
Commitments and Contingencies
12 Months Ended
Dec. 31, 2025
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Litigation and Contingencies
We may, from time to time, be involved in litigation and claims arising out of our operations in the normal course of business. In the ordinary course of business, we are sometimes threatened with or named as a defendant in various lawsuits seeking actual and punitive damages for personal injury and property damage. We maintain liability insurance with insurers in amounts and with coverage and deductibles management believes are reasonable and prudent, and which are generally accepted in the industry. However, there can be no assurance that the levels of insurance protection currently in effect will continue to be available at reasonable prices or that such levels will remain adequate to protect us from material expenses related to personal injury or property damage in the future. In addition, various regulatory agencies such as tax authorities, environmental agencies, or other such agencies may perform audits or reviews to ensure proper compliance with regulations. We are not fully insured for any claims that may arise from these various agencies and there can be no assurance that any claims arising from these activities would not have an adverse, material effect on our consolidated financial statements.
Environmental Remediation
We are subject to various federal, state and local environmental laws and make financial expenditures in order to comply with regulations governing underground storage tanks adopted by federal, state and local regulatory agencies. In particular, at the federal level, the Resource Conservation and Recovery Act of 1976, as amended, requires the EPA to establish a comprehensive regulatory program for the detection, prevention and cleanup of leaking underground storage tanks (e.g. overfills, spills and underground storage tank releases).
Federal and state regulations require us to provide and maintain evidence that we are taking financial responsibility for corrective action and compensating third parties in the event of a release from our underground storage tank systems and terminals. In order to comply with these requirements, we have historically obtained private insurance in the states in which we operate. These policies provide protection from third-party liability claims. During 2025, our coverage was $15 million per occurrence and in the aggregate. Our sites continue to be covered by these policies.
We are currently involved in the investigation and remediation of contamination at motor fuel storage and gasoline store sites where releases of regulated substances have been detected. We accrue for anticipated future costs and the related probable state reimbursement amounts for remediation activities. Accordingly, we have recorded estimated undiscounted liabilities for these sites totaling $168 million and $28 million as of December 31, 2025 and 2024, respectively, which are classified as accrued expenses and other current liabilities and other non-current liabilities.
New York Motor Fuel Excise Tax Audit
New York State issued a motor fuel excise tax assessment to Sunoco, LLC, a wholly owned subsidiary of the Partnership, in the amount of approximately $20 million, exclusive of penalties and interest, for the periods of March 2017 through May 2020. Sunoco, LLC filed an appeal with the New York State Division of Tax Appeals challenging the assessment. Sunoco, LLC cannot predict the outcome of this matter at this time.
v3.25.4
Lease Accounting
12 Months Ended
Dec. 31, 2025
Leases, Operating [Abstract]  
Lessee, Operating Leases Lease Accounting
Lessee Accounting
The Partnership leases retail stores, other property, plant and equipment under non-cancellable operating leases whose initial terms are typically five to 15 years, with options that permit renewals for additional periods. At the inception of each, we determine if the arrangement is a lease or contains an embedded lease and review the facts and circumstances of the arrangement
to classify leased assets as operating or finance under Topic 842. The Partnership has elected not to record any leases with terms of 12 months or less on our consolidated balance sheets.
At this time, the majority of active leases within our portfolio are classified as operating leases. Operating leases are included in operating lease right-of-use assets, net, operating lease current liabilities and operating lease non-current liabilities on our consolidated balance sheets. Finance leases represent a small portion of the active lease agreements and are included in other non-current assets and long-term debt, net on our consolidated balance sheets. The right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make minimum lease payments arising from the lease for the duration of the lease term.
Most leases include one or more options to renew, with renewal terms that can extend the lease term from five to 10 years or greater. The exercise of lease renewal options is typically at our discretion. Additionally, many leases contain early termination clauses, however early termination typically requires the agreement of both parties to the lease. At lease inception, all renewal options reasonably certain to be exercised are considered when determining the lease term. At this time, the Partnership does not have leases that include options to purchase or automatic transfer of ownership of the leased property to the Partnership. The depreciable life of leased assets and leasehold improvements are limited by the expected lease term.
To determine the present value of future minimum lease payments, we use the implicit rate when readily determinable. At this time, many of our leases do not provide an implicit rate, therefore to determine the present value of minimum lease payments we use our incremental borrowing rate based on the information available at lease commencement date. The right-of-use assets also include any lease payments made and exclude lease incentives.
Minimum rent payments are expensed on a straight-line basis over the term of the lease. In addition, some leases may require additional contingent or variable lease payments based on factors specific to the individual agreement. Variable lease payments we are typically responsible for include payment of real estate taxes, maintenance expenses and insurance.
The components of lease expense consisted of the following:
Year Ended December 31,
Lease costClassification20252024
Operating lease costs:
Operating lease costLease expense$96 $50 
Finance lease costs:
Amortization of leased assetsDepreciation, amortization and accretion
Interest on lease liabilitiesInterest expense
Short-term lease costLease expense
Variable lease costLease expense11 18 
Sublease incomeLease income(35)(45)
Net lease cost$86 $30 
Lease term and discount rateDecember 31, 2025December 31, 2024
Weighted average remaining lease term (years)
Operating leases1619
Finance leases1118
Weighted average discount rate (%)
Operating leases%%
Finance leases%%
Year Ended December 31,
Other information20252024
Cash paid for amount included in the measurement of lease liabilities:
Operating cash flows from operating leases$(92)$(49)
Operating cash flows from finance leases(4)(1)
Financing cash flows from finance leases(1)(1)
Leased assets obtained in exchange for new finance lease liabilities— 
Leased assets obtained in exchange for new operating lease liabilities279 
Maturities of lease liabilities as of December 31, 2025 were as follows:
Operating leasesFinance leasesTotal
2026$240 $16 $256 
2027196 15 211 
2028171 15 186 
2029149 12 161 
2030138 144 
Thereafter1,445 53 1,498 
Total lease payments2,339 117 2,456 
Less: interest873 30 903 
Present value of lease liabilities$1,466 $87 $1,553 
Lessor Accounting
The Partnership leases or subleases a portion of its real estate portfolio to third-party companies as a stable source of long-term revenue. Our lessor and sublease portfolio consists mainly of operating leases with convenience store operators. At this time, most lessor agreements contain five-year terms with renewal options to extend and early termination options based on established terms specific to the individual agreement. Additionally, we lease certain of our storage tanks in exchange for a fixed fee, subject to an annual consumer price index adjustment.
Minimum future lease payments receivable as of December 31, 2025 were as follows:
2026$154 
2027124 
202898 
202978 
203068 
Thereafter369 
Total undiscounted cash flows$891 
The balances of property, plant and equipment that are being leased to third parties were as follows:
December 31, 2025December 31, 2024
Land and improvements$698 $513 
Buildings, equipment and leasehold improvements1,045 556 
Pipelines377 217 
Product storage and related facilities410 283 
Right of way105 — 
Other 81 39 
Construction work-in-process54 64 
Total property, plant and equipment2,770 1,672 
Less: Accumulated depreciation(829)(449)
Property, plant and equipment, net$1,941 $1,223 
v3.25.4
Interest Expense, net
12 Months Ended
Dec. 31, 2025
Interest Income (Expense), Operating [Abstract]  
Interest Expense, net Interest Expense, net
Components of net interest expense were as follows:
Year Ended December 31,
 202520242023
Interest expense$535 $380 $212 
Amortization of deferred financing fees27 24 
Interest income(21)(13)(3)
Interest expense, net$541 $391 $217 
v3.25.4
Income Tax Expense
12 Months Ended
Dec. 31, 2025
Income Tax Disclosure [Abstract]  
Income Tax Expense Income Tax Expense
Although we are organized as a limited liability company, we have elected to be treated as a corporation for U.S. federal income tax purposes and are therefore subject to both U.S. federal and state income taxes.
The Corporation’s income before income tax expense by geographic area were as follows:
Year Ended December 31,
202520242023
United States$397 $1,040 $430 
Foreign192 — 
Total$589 $1,049 $430 
The components of the federal and state income tax expense (benefit) of our taxable subsidiaries were summarized as follows:
Year Ended December 31,
202520242023
Current:
Federal$18 $152 $16 
State(1)37 
Foreign— — 
Total current income tax expense24 189 23 
Deferred: 
Federal18 (19)
State(8)
Foreign24 — — 
Total deferred tax expense (benefit)34 (14)13 
Income tax expense$58 $175 $36 
A reconciliation of income tax expense at the U.S. federal statutory rate to net income tax expense is as follows:
Year Ended December 31,
202520242023
AmountPercentAmountPercentAmountPercent
Income tax expense at United States statutory rate$124 21.00 %$220 21.00 %$90 21.00 %
Increase (reduction) in income taxes resulting from:
Noncontrolling interest on non-taxable Partnership earnings1.50 — — — — 
Predecessor equity in non-taxable Partnership earnings(78)(13.20)(84)(8.04)(64)(14.85)
State and local income tax, net of federal income tax effect(1)
0.59 33 3.11 2.11 
Foreign tax effects(4)(0.68)— — — — 
Effect of cross-border tax laws - subpart F income inclusion1.06 — — — — 
Changes in unrecognized tax benefits - state apportionment positions(10)(1.67)0.07 0.15 
Other:
Deferred tax remeasurement15 2.63 — — — — 
Discount on purchased tax credits(4)(0.64)— — — — 
Interest on federal refund(5)(0.93)— — — — 
Other adjustments0.31 0.48 — — 
Income tax expense$58 9.97 %$175 16.62 %$36 8.41 %
(1)State taxes that made up the majority (greater than 50 percent) of the tax effect in this category were Pennsylvania in 2025, New Jersey, Pennsylvania and New York in 2024, and Pennsylvania, Hawaii and New Jersey in 2023.
The One Big Beautiful Bill Act (“OBBBA”), enacted in July 2025, is expected to impact the Partnership primarily through the ability to take higher tax depreciation deductions via 100% expensing on eligible property and higher interest expense deductions
via more favorable interest expense limitation calculations. We will continue to monitor regulatory guidance and interpretations, which could have a material impact on our financials condition and results of operations.
Cash paid for taxes were as follows:
Year Ended December 31,
202520242023
Cash paid for income taxes, net of refunds (excluding federal tax credits purchased from non-governmental third parties)
Federal$(68)$105 $21 
State
Pennsylvania
New Jersey12 
Other11 
Foreign
Canada62 — — 
Other— — 
Total$$135 $29 
Cash paid for federal tax credits purchased from non-governmental third parties$41 $47 $— 
Deferred taxes result from the temporary differences between financial reporting carrying amounts and the tax basis of existing assets and liabilities. The principal components of deferred tax assets and liabilities were as follows:
December 31, 2025December 31, 2024
Deferred income tax assets:  
Net operating losses, credits and other carryforwards$233 $16 
Other49 18 
Total deferred income tax assets282 34 
Valuation allowance(62)— 
Net deferred income tax assets220 34 
Deferred income tax liabilities:
Property, plant and equipment846 49 
Trademarks and other intangibles239 82 
Investments in affiliates54 53 
Other38 
Total deferred tax liabilities1,177 185 
Net deferred income tax liabilities$957 $151 
The completion of the Parkland transaction significantly increased the deferred tax assets (liabilities). The table below provides a rollforward of the net deferred income tax liability as follows:
December 31, 2025December 31, 2024
Net deferred income tax liability, beginning of year$(151)$(166)
Acquired via Parkland Acquisition(755)— 
Acquired via NuStar Acquisition— (3)
Tax accrual(51)18 
Net deferred income tax liability, end of year$(957)-957$(151)

As of December 31, 2025, SunocoCorp had separate federal NOL carryforwards of $9 million, that may be carried forward indefinitely. Sunoco Retail had federal NOL carryforwards of $287 million, that may be carried forward indefinitely. Of this amount, $206 million is subject to limitations under IRC §382 (ownership-change limitation) and $35 million is limited under Separate Return Limitation Year (“SRLY”) rules. Although these federal NOLs are expected to be fully utilized, the amount utilized in a particular year may be limited. Sunoco Retail's foreign subsidiaries had NOL carryforwards of $425 million, of which, $279 million expire between 2026 and 2045. Sunoco’s corporate subsidiaries have state NOL carryforward benefits of $6 million, net of federal tax, with some expiring between 2026 and 2044 and others carried forward indefinitely. SunocoCorp
had separate cumulative excess business interest expense carryforwards of $4 million available for indefinite carryforward. Further, Sunoco's corporate subsidiaries have cumulative excess business interest expense carryforwards of $159 million available for indefinite carryforward, all of which is limited under IRC §382. Although the excess business interest expense carryforwards are expected to be fully utilized, the amount utilized in a particular year may be limited. For the year ended December 31, 2025, the net change in the total valuation allowances was an increase of $62 million, and for the year ended December 31, 2024, there was no net change. Valuation allowances totaling $52 million and $10 million are attributable to foreign and federal NOLs, respectively.
The following table sets forth the changes in unrecognized tax benefits:
December 31, 2025December 31, 2024
Balance at beginning of year$11 $11 
Reduction attributable to tax positions taken in prior years(8)— 
Balance at end of year$$11 
As of December 31, 2025, we had $3 million ($2 million after federal income tax benefits) related to tax positions which, if recognized, would impact our effective tax rate. During 2025, Sunoco recognized an $8 million tax benefit associated with certain prior tax positions that previously did not meet the criteria for recognition in Sunoco’s consolidated financial statements.
We accrue interest and penalties on income tax underpayments (overpayments) as a component of income tax expense. During 2025, we recognized interest and penalties of $3 million. At December 31, 2025, we had interest and penalties accrued of $1 million, net of taxes.
The IRS closed its audit of a 2018 income tax refund claim filed by a wholly owned subsidiary of Sunoco with no change. In general, Sunoco and its U.S. subsidiaries are no longer subject to examination by the IRS and most state jurisdictions for the 2020 and prior tax years. Sunoco’s non-U.S. subsidiaries may be subject to examination in their local taxing jurisdictions for periods ranging from 3 to 12 years from the date the tax return is filed.
v3.25.4
Members' Equity
12 Months Ended
Dec. 31, 2025
Partners' Capital [Abstract]  
Members' Equity Members’ Equity
SunocoCorp Unit Distributions
Our Company Agreement sets forth the Company’s policy for paying regular quarterly cash distributions. For the quarter ended December 31, 2025, the Company declared a cash distribution of $0.9317 to be paid on February 19, 2026 to unitholders of record as of February 6, 2026.
Predecessor Equity
Prior to the closing of the Parkland Acquisition, all of Sunoco’s equity, including noncontrolling interest, is reflected as “predecessor equity” in the Company’s consolidated financial statements, as discussed in Note 1.
Noncontrolling Interest
Subsequent to the closing of the Parkland Acquisition, Sunoco’s outstanding equity, other than the Class D Units which are 100% owned by the Company, is reflected as noncontrolling interest on the Company’s consolidated financial statements.
As of December 31, 2025, Energy Transfer and its subsidiaries owned 28,463,967 Sunoco common units, which constitutes a 13.9% limited partnership interest in the Partnership. As of December 31, 2025, Sunoco’s wholly owned consolidated subsidiaries owned 16,410,780 Class C units representing limited partnership interests in the Partnership (the “Class C Units”). In connection with the Parkland Acquisition, Sunoco issued to SunocoCorp 51,517,198 Class D units which are economically equivalent to Sunoco’s publicly traded common units (the “Class D Units”). As of December 31, 2025 the public owned 108,402,887 Sunoco common units.
Sunoco Common Units
Sunoco’s common unit activity for the years ended December 31, 2025 and 2024 was as follows:
Number of Units
Number of common units at December 31, 202384,408,014 
Phantom unit vesting277,421 
NuStar Acquisition51,543,100 
Number of common units at December 31, 2024136,228,535 
Phantom unit vesting294,897 
Units issued in acquisitions343,422 
Number of common units at December 31, 2025136,866,854 
Class C Units
Sunoco has outstanding an aggregate of 16,410,780 Class C Units, all of which are held by wholly owned subsidiaries of the Partnership.
Class C Units (i) are not convertible or exchangeable into Common Units or any other units of the Partnership and are non-redeemable; (ii) are entitled to receive distributions of available cash of the Partnership (other than available cash derived from or attributable to any distribution received by the Partnership from Sunoco Retail, the proceeds of any sale of the membership interests of Sunoco Retail, or any interest or principal payments received by the Partnership with respect to indebtedness of Sunoco Retail or its subsidiaries) at a fixed rate equal to $0.8682 per quarter for each Class C Unit outstanding; (iii) do not have the right to vote on any matter except as otherwise required by any non-waivable provision of law; (iv) are not allocated any items of income, gain, loss, deduction or credit attributable to the Partnership’s ownership of, or sale or other disposition of, the membership interests of Sunoco Retail, or the Partnership’s ownership of any indebtedness of Sunoco Retail or any of its subsidiaries (“Sunoco Retail Items”); (v) will be allocated gross income (other than from Sunoco Retail Items) in an amount equal to the cash distributed to the holders of Class C Units and (vi) will be allocated depreciation, amortization and cost recovery deductions as if the Class C Units were Common Units and 1% of certain allocations of net termination gain (other than from Sunoco Retail Items).
Pursuant to the terms described above, these distributions do not have an impact on the Partnership’s consolidated cash flows and as such, are excluded from total cash distributions and allocation of limited partners’ interest in net income.
Class D Units
Sunoco has outstanding an aggregate of 51,517,198 Class D Units, all of which are held by SunocoCorp.
Class D Units (i) except as required by law and in addition to the voting rights established in the Partnership Agreement, are entitled to vote; (ii) shall represent limited partnership interests and common unit interests in the Partnership and shall be economically equivalent to other Partnership common units and no distribution may be made in respect of the Partnership’s common units unless an equal distribution is simultaneously made on the Class D Units; and (iii) provide dividend equalization rights for the period beginning on October 31, 2025 and ending December 31, 2027 (the “Equalization Period”), the Partnership shall ensure that SunocoCorp shall have cash necessary and sufficient to pay distributions on each SunocoCorp common unit for each quarter during the Equalization Period in an amount equal to 100% of the distributions paid by the Partnership on each Sunoco common unit during such quarter.
Sunoco Preferred Units
In September 2025, the Partnership closed a private offering of 1.5 million of its 7.875% Series A Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Units (the “Series A Preferred Units”) at an offering price of $1,000 per unit. The Partnership received net proceeds of approximately $1.47 billion from the sale of the Series A Preferred Units after deducting the initial purchasers' discount and other estimated offering expenses. The Partnership used the net proceeds from this private offering (i) on the closing date of the Parkland Acquisition to fund a portion of the cash consideration for the Parkland Acquisition, and (ii) prior to the closing date of the Parkland Acquisition, to temporarily reduce the borrowings outstanding under the Partnership's Credit Facility and to pay interest and fees in connection therewith.
Distributions on the Series A Preferred Units will be cumulative from the date of original issuance and will be payable semi-annually in arrears commencing on March 18, 2026, when, as, and if declared by Sunoco GP LLC out of legally available funds for such purpose. An initial distribution on the Series A Preferred Units will be paid on March 18, 2026 in an amount equal to approximately $39.38 per Series A Preferred Unit.
Sunoco Incentive Distribution Rights
The following table illustrates the percentage allocations of available cash from operating surplus between Sunoco’s common unitholders and the holder of Sunoco IDRs based on the specified target distribution levels, after the payment of distributions to Class C unitholders. The amounts set forth under “marginal percentage interest in distributions” are the percentage interests of our IDR holder and the common unitholders in any available cash from operating surplus it distributes up to and including the corresponding amount in the column “total quarterly distribution per common unit target amount.” The percentage interests shown for Sunoco’s common unitholders and Sunoco’s IDR holder for the minimum quarterly distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly distribution. Energy Transfer currently owns Sunoco’s IDRs.
  Marginal percentage interest in distributions
 Total quarterly distribution per Common unit
target amount
Common
Unitholders
Holder of IDRs
Minimum Quarterly Distribution$0.4375100 %— 
First Target DistributionAbove $0.4375 up to $0.503125100 %— 
Second Target DistributionAbove $0.503125 up to $0.54687585 %15 %
Third Target DistributionAbove $0.546875 up to $0.65625075 %25 %
ThereafterAbove $0.65625050 %50 %
Sunoco Cash Distributions
Sunoco’s Partnership Agreement sets forth the calculation used to determine the amount and priority of cash distributions that the common unitholders receive.
Cash distributions paid or to be paid with respect to Sunoco common units and Class D Units were as follows: 
 Limited Partners 
Period EndedRecord DatePayment DatePer Unit DistributionDistributions on Common UnitsDistributions on Class D UnitsDistribution to IDR Holders
December 31, 2022February 7, 2023February 21, 2023$0.8255 $69 $— $18 
March 31, 2023May 8, 2023May 22, 20230.8420 71 — 19 
June 30, 2023August 14, 2023August 21, 20230.8420 71 — 19 
September 30, 2023October 30, 2023November 20, 20230.8420 71 — 19 
December 31, 2023February 7, 2024February 20, 20240.8420 71 — 19 
March 31, 2024May 13, 2024May 20, 20240.8756 119 — 36 
June 30, 2024August 9, 2024August 19, 20240.8756 119 — 36 
September 30, 2024November 8, 2024November 19, 20240.8756 119 — 36 
December 31, 2024February 7, 2025February 19, 20250.8865 121 — 37 
March 31, 2025May 9, 2025May 20, 20250.8976 122 — 39 
June 30, 2025August 8, 2025August 19, 20250.9088 124 — 41 
September 30, 2025October 30, 2025November 19, 20250.9202 126 — 42 
December 31, 2025February 6, 2026February 19, 20260.9317 128 48 60 

Accumulated Other Comprehensive Income
The following table presents the components of AOCI, net of tax:
December 31,
2025
Foreign currency translation adjustment$(6)
Actuarial gains related to pensions and other postretirement benefits— 
Total accumulated other comprehensive income included in partners’ capital, net of tax$(6)
v3.25.4
Employee Benefit Plans
12 Months Ended
Dec. 31, 2025
Retirement Benefits [Abstract]  
Employee Benefit Plans Employee Benefit Plans
Pension and Other Postretirement Benefits
The NuStar Pension Plan (the “Pension Plan”) was a qualified non-contributory defined benefit pension plan that provided certain eligible NuStar employees with retirement income as calculated under a cash balance formula. Under the cash balance formula, benefits were determined based on age, years of vesting service and interest credits, and employees become fully vested in their benefits upon attaining three years of vesting service.
NuStar had also maintained an excess pension plan (the “Excess Pension Plan”), which was a nonqualified deferred compensation plan that provided benefits to a select group of management or other highly compensated employees. Neither the Excess Thrift Plan nor the Excess Pension Plan was intended to constitute either a qualified plan under the provisions of Section 401 of the Code or a funded plan subject to the Employee Retirement Income Security Act.
The Pension Plan and Excess Pension Plan were collectively referred to as the “Pension Plans” in the tables and discussion below. Other postretirement benefit plans included NuStar’s contributory medical benefits plan for U.S. employees who retired prior to April 1, 2014 and, for employees who retired on or after April 1, 2014, a partial reimbursement for eligible third-party health care premiums. We used December 31 as the measurement date for Sunoco’s pension and other postretirement plans.
Sunoco made no contributions to the Pension Plans subsequent to the NuStar Acquisition, and the Pension Plan was terminated on November 30, 2024.
The changes in the benefit obligation, the changes in fair value of plan assets, the funded status and the amounts recognized in the consolidated balance sheets for Sunoco’s Pension Plans and other postretirement benefit plans as of December 31, 2025 were as follows:
December 31, 2025December 31, 2024
Pension PlansOther Postretirement Benefit PlansPension PlansOther Postretirement Benefit Plans
Change in benefit obligation:
Benefit obligation at beginning of period$137 $$— $— 
NuStar Acquisition— — 152 12 
Service cost— — — 
Interest cost— 
Plan amendments— — — (11)
Benefits paid, net(136)— (36)— 
Actuarial (gain) loss and other(4)— 15 (1)
Benefit obligation at end of period— 137 
Change in plan assets:
Fair value of plan assets at beginning of period$160 $— $— $— 
NuStar Acquisition— — 178 — 
Actual return on plan assets— 12 — 
Employer contributions— — 
Benefits paid, net(136)— (35)— 
Fair value of plan assets at end of period27 — 160 — 
Amount (overfunded) underfunded at end of period$(27)$$(23)$
Amounts recognized in the consolidated balance sheets consist of:
Current assets$27 $— $— $— 
Non-current assets— — 24 — 
Current liabilities— — (1)(1)
Non-current liabilities— (1)— — 
$27 $(1)$23 $(1)
Amounts recognized in accumulated other comprehensive income (pre-tax basis) consist of:
Net actuarial loss$— $— $(9)$— 
Prior service credit— — — 11 
$— $— $(9)$11 
In 2024, the actuarial loss related to the benefit obligation for Sunoco’s pension plans was primarily attributable to the termination of the Pension Plan. The fair value of Sunoco’s plan assets is affected by the return on plan assets resulting primarily from the performance of equity and bond markets during the period.
v3.25.4
Unit-Based Compensation
12 Months Ended
Dec. 31, 2025
Share-Based Payment Arrangement [Abstract]  
Unit-Based Compensation Unit-Based Compensation
SunocoCorp Long-Term Incentive Plan
SunocoCorp has established a long-term incentive plan, under which equity awards have been granted to its non-employee directors, as well as certain of the Partnership’s international employees. Compensation expense associated with grants to Partnership employees will be recognized by the Partnership over the vesting period.
SunocoCorp Phantom Units. As of December 31, 2025, SunocoCorp had granted 183,813 phantom units, which have similar vesting provisions to those issued by the Partnership, as discussed below. The fair value of these units is the market price of SunocoCorp common units on the grant date, and is amortized over the vesting period using the straight-line method. Total unrecognized compensation expenses related to SunocoCorp unvested phantom units totaled $9 million as of December 31, 2025, which are expected to be recognized over a weighted average period of 3.8 years. The fair value of unvested phantom units outstanding as of December 31, 2025 totaled $9 million.
Phantom unit award activity for the year ended December 31, 2025 consisted of the following:
 Number of Phantom Common UnitsWeighted Average Grant Date Fair Value
Outstanding at January 1, 2025— $— 
Granted183,813 51.24 
Vested— — 
Forfeited— — 
Outstanding at December 31, 2025183,813 $51.24 
Cash Restricted Units. In December 2025, SunocoCorp issued 61,171 cash restricted units under its long-term incentive plan to the Partnership’s international employees who contributed to the Partnership’s international operations. The compensation expense associated with these awards will be recognized by the Partnership over the vesting period of three years.
Sunoco Long-Term Incentive Plan
Sunoco Phantom Units. The Partnership has issued phantom units to its employees and non-employee directors, which vest 60% after three years and 40% after five years. Phantom units have the right to receive distributions prior to vesting. The fair value of these units is the market price of Sunoco’s common units on the grant date, and is amortized over the five-year vesting period using the straight-line method. Unit-based compensation expense related to the Partnership included in our consolidated statements of operations and comprehensive income was $19 million, $17 million and $17 million for the years ended December 31, 2025, 2024 and 2023, respectively. The total fair value of phantom units vested for the years ended December 31, 2025, 2024 and 2023, was $16 million, $14 million and $16 million, respectively, based on the market price of Sunoco’s common units as of the vesting date. Unrecognized compensation expenses related to our unvested phantom units totaled $68 million as of December 31, 2025, which are expected to be recognized over a weighted average period of 3.17 years.
Phantom unit award activity for the year ended December 31, 2025 consisted of the following:
 Number of Phantom Common UnitsWeighted Average Grant Date Fair Value
Outstanding at January 1, 20251,542,700 $46.83 
Granted730,078 54.79 
Vested(442,386)36.60 
Forfeited(59,020)48.22 
Outstanding at December 31, 20251,771,372 $52.49 
Sunoco Cash Restricted Units. Beginning in 2024, the Partnership also granted cash restricted units, which vest through three years of service. A cash restricted unit entitles the award recipient to receive cash equal to the market value of one Sunoco common unit upon vesting. For the years ended December 31, 2025 and 2024, the Partnership granted a total of 217,432 and 134,225 cash restricted units, respectively. As of December 31, 2025, the Partnership had outstanding grants of cash restricted units totaling 303,179.
v3.25.4
Segment Reporting
12 Months Ended
Dec. 31, 2025
Segment Reporting [Abstract]  
Segment Reporting Segment Reporting
Description of Segments
Our consolidated financial statements reflect four reportable segments: Fuel Distribution, Pipeline Systems, Terminals, and Refinery.
Fuel Distribution. Our Fuel Distribution segment supplies motor fuel to independently-operated dealer stations, distributors, commission agents and other consumers. Also included in our Fuel Distribution segment is lease income from properties that we lease or sublease, as well as the Partnership’s credit card services, franchise royalties and retail operations in North America and the Greater Caribbean.
Pipeline Systems. Our Pipeline Systems segment includes an integrated pipeline and terminal network comprised of approximately 6,000 miles of refined product pipeline (including the pipeline of J.C. Nolan), approximately 6,000 miles of crude oil pipeline (including the pipelines of ET-S Permian), approximately 2,000 miles of ammonia pipeline and 69 terminals.
Terminals. Our Terminals segment is composed of four transmix processing facilities and 83 terminals (two in Europe, six in Hawaii, nine in Canada, 13 in the Greater Caribbean and 53 in the continental United States).
Refinery. Our Refinery segment is composed of the Burnaby Refinery, which was acquired in the Parkland Acquisition, with an operational capacity of approximately 55,000 barrels per day. The refinery consumes primarily sweet conventional crude oil and sweet synthetic crude oil to produce gasoline, diesel and jet fuel among other products. The refinery meets federal and provincial regulations for lower carbon intensity transportation fuels through a combination of co-processing of bio feedstocks (i.e. canola oil, tallow, tall oil and others) and blending of low-carbon intensity fuels such as bio-diesel, renewable diesel, ethanol and others. Fuel from the refinery is sold primarily through Sunoco-owned retail network in British Columbia (“BC”), directly to Vancouver International Airport, and to commercial and cardlock customers.
Segment Operating Results
The Partnership evaluates performance and allocates resources for all of its reportable segments based on Segment Adjusted EBITDA.
The Partnership’s chief operating decision maker (“CODM”) is its chief operating officer. The CODM uses Segment Adjusted EBITDA to allocate resources (including employees, property, and financial or capital resources) for each segment predominantly in the annual budget and forecasting process. The CODM considers forecast-to-actual variances on a monthly basis when making decisions about allocating capital and personnel to the segments. The CODM also uses Segment Adjusted EBITDA to assess the performance for each segment and in the compensation of certain employees. Assets by segment are not a measure used to assess our performance by the CODM and thus are not reported in our disclosures.
The Partnership’s reportable segments are business units that offer different products and services. The reportable segments are each managed separately because they provide different services and products.
We report Adjusted EBITDA by segment as a measure of segment performance. We define Adjusted EBITDA as net income before net interest expense, income tax expense, depreciation, amortization and accretion expense, non-cash compensation expense, gains and losses on disposal of assets and impairment charges, unrealized gains and losses on commodity derivatives, inventory adjustments, certain foreign currency transaction gains and losses and certain other operating expenses reflected in net income that we do not believe are indicative of ongoing core operations. Inventory valuation adjustments that are excluded from the calculation of Adjusted EBITDA represent changes in lower of cost or market reserves on the Partnership's inventory. These amounts are unrealized valuation adjustments applied to fuel volumes remaining in inventory at the end of the period.
The following tables present financial information by segment for the years ended December 31, 2025, 2024 and 2023.

Year Ended December 31,
202520242023
Revenues:
Fuel Distribution
Revenues from external customers$23,862 $21,781 $22,955 
Intersegment revenues71 41 31 
23,933 21,822 22,986 
Pipeline Systems
Revenues from external customers729 562 
Intersegment revenues22 — 
751 565 
Terminals
Revenues from external customers433 350 112 
Intersegment revenues971 985 373 
1,404 1,335 485 
Refinery
Revenues from external customers177 — — 
Intersegment revenues297 — — 
474 — — 
Eliminations(1,361)(1,029)(404)
Total$25,201 $22,693 $23,068 
Year Ended December 31,
202520242023
Cost of sales:
Fuel Distribution$22,419 $20,635 $21,761 
Pipeline Systems13 30 (2)
Terminals904 959 348 
Refinery434 — — 
Eliminations(1,361)(1,029)(404)
Total$22,409 $20,595 $21,703 
Year Ended December 31,
202520242023
Operating and lease expenses, excluding non-cash unit-based compensation:
Fuel Distribution$492 $325 $350 
Pipeline Systems196 136 
Terminals181 150 67 
Refinery— — 
Total$874 $611 $419 
Year Ended December 31,
202520242023
General and administrative expenses, excluding non-cash unit-based compensation:
Fuel Distribution$206 $88 $113 
Pipeline Systems42 123 — 
Terminals33 55 
Refinery— — 
Total$282 $266 $114 
Year Ended December 31,
202520242023
Other(1):
Fuel Distribution$(174)$(134)$(103)
Pipeline Systems(218)(101)(10)
Terminals(13)(1)(19)
Refinery(6)— — 
Total$(411)$(236)$(132)
(1) Other by segment includes Adjusted EBITDA from unconsolidated affiliates, unrealized gains and losses on commodity derivatives, inventory valuation adjustments and other less significant items, as applicable.
Year Ended December 31,
202520242023
Segment Adjusted EBITDA:
Fuel Distribution$990 $908 $865 
Pipeline Systems718 377 11 
Terminals299 172 88 
Refinery40 — — 
Total$2,047 $1,457 $964 
Year Ended December 31,
202520242023
Reconciliation of net income to Adjusted EBITDA:
Net income$531 $874 $394 
Depreciation, amortization and accretion688 368 187 
Interest expense, net541 391 217 
Non-cash unit-based compensation expense19 17 17 
(Gain) loss on disposal of assets and impairment charges(6)45 (7)
Loss on extinguishment of debt31 — 
Unrealized (gains) losses on commodity derivatives(11)12 (21)
Inventory valuation adjustments156 86 114 
Equity in earnings of unconsolidated affiliates(143)(60)(5)
Adjusted EBITDA related to unconsolidated affiliates221 101 10 
Gain on West Texas Sale— (586)— 
Other non-cash adjustments(38)32 22 
Income tax expense58 175 36 
Adjusted EBITDA (consolidated)$2,047 $1,457 $964 
Additions to property, plant and equipment (excluding acquisitions) by reportable segment were as follows:
Year Ended December 31,
202520242023
Fuel Distribution$339 $231 $182 
Pipeline Systems87 44 
Terminals124 69 28 
Refinery27 — — 
Total$577 $344 $215 
The following table shows total revenues by geographic area:
Year Ended December 31,
202520242023
United States$22,495 $22,649 $23,068 
Canada1,703 — — 
Foreign1,003 44 — 
Total$25,201 $22,693 $23,068 
The following table shows long-lived assets by geographic area:
December 31,
2025
December 31, 2024
United States$9,053 $7,907 
Canada4,268 — 
Foreign1,536 244 
Total$14,857 $8,151 
v3.25.4
Net Loss per Common Unit
12 Months Ended
Dec. 31, 2025
Earnings Per Share [Abstract]  
Net Loss per Common Unit Net Loss per Common Unit
A reconciliation of the numerators and denominators of the basic and diluted per unit computations is as follows:
Year Ended December 31, 2025
Net income$531 
Less: Net income attributable to predecessor equity467 
Less: Net income attributable to noncontrolling interests69 
Net loss attributable to members$(5)
Weighted average common units outstanding: 
Basic51,517,198 
Dilutive effect of unvested phantom unit awards— 
Diluted51,517,198 
Net loss per common unit: 
Basic$(0.10)
Diluted$(0.10)
v3.25.4
Insider Trading Arrangements
12 Months Ended
Dec. 31, 2025
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.25.4
Cybersecurity Risk Management and Strategy Disclosure
12 Months Ended
Dec. 31, 2025
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]
Item 1C. Cybersecurity
Description of Processes for Assessing, Identifying, and Managing Cybersecurity Risks
The information and operational technology infrastructure we use is important to the operation of our business and to our ability to perform day-to-day operations. In the normal course of business, we may collect and store certain sensitive information of the Company, including proprietary and confidential business information, trade secrets, intellectual property, sensitive third-party and employee information, and certain personally identifiable information.
We are part of Energy Transfer’s shared services cybersecurity program (the “Cybersecurity Program”) for assessing, identifying, and managing material risks from cybersecurity threats. This program includes processes that are modeled after the National Institute of Standards and Technology’s Cybersecurity Framework and focuses on using business drivers to guide cybersecurity activities. This program is managed by Energy Transfer’s Chief Information Officer, who is supported by a team of full-time employees tasked with conducting our day-to-day IT operations (collectively, the “IT team”). Furthermore, the Company considers cybersecurity risks as part of, and has incorporated its cybersecurity program into, the Company’s overall risk management processes. Through engagement with the guidance of the Federal Bureau of Investigation (FBI), Cybersecurity and Infrastructure Security Agency (CISA), Transportation Security Administration (TSA) and the U.S. Coast Guard (USCG), we and the IT Team seek to follow industry cybersecurity standards and protect our infrastructure against cyberattacks from domestic and international threats.
The Cybersecurity Program seeks to use a defense-in-depth approach for cybersecurity management, layers of technology, policies, and training at all levels of the enterprise designed to keep the Company’s assets secure and operational. It uses various processes to maintain the confidentiality, integrity, and availability of our systems, including security threat intelligence, incident response, identity and access management, supply-chain security assessments, endpoint extended detection and response protection, network segmentation, data encryption, event monitoring, and a Security Operations Center (SOC). In an effort to validate the effectiveness of our cybersecurity program and assess such program’s compliance with legal and regulatory requirements, we and the IT team engage third-party service providers to perform audits, assessments, and penetration tests.
Cybersecurity awareness among our employees is promoted with regular training and awareness programs. All employees who have access to our systems are required to undergo annual cybersecurity training and, each year, our employees must review and acknowledge our cybersecurity policies. Further, the IT team is trained to understand how to manage, use and protect personally identifiable information. User access controls have been implemented to limit unauthorized access to sensitive information and critical systems. Employees are required to use multifactor authentication and keep their passwords confidential, among other measures.
We recognize that third-party service providers may introduce cybersecurity risks. In an effort to mitigate these risks, before contracting with certain technology services providers, when possible, we conduct due diligence to evaluate their cybersecurity capabilities. Additionally, the IT team endeavors to include cybersecurity requirements in contracts with these providers and endeavor to require them to adhere to security standards and protocols. Further, the IT team also endeavors to engage with any third-party service providers with access to personally identifiable employee information to evaluate their security controls.
Finally, Company Energy Transfer maintains cybersecurity insurance coverage which coverage extends to the Partnership.
Impact of Risks from Cybersecurity Threats
The energy industry’s increasing dependence on IT and operational technology to support critical functions, such as energy distribution and management activities, has heightened its vulnerability to cybersecurity incidents. Consequently, the global surge in cybersecurity incidents, whether caused by intentional attacks or accidental events, presents a significant challenge to our sector. As cybersecurity threats grow in complexity and scale, preventing, detecting, mitigating and remediating these incidents remains a continuous and increasingly demanding task for the industry. Compliance with evolving cybersecurity reporting requirements, such as those mandated by FERC, presents significant challenges. These regulations necessitate timely and detailed reporting of cyber incidents, demanding substantial resources and robust internal processes to ensure adherence. Failure to comply could result in legal penalties, increased regulatory scrutiny and reputational damage. Moreover, the dynamic nature of these requirements may lead to overlapping or inconsistent obligations, further complicating compliance efforts. Monitoring these developments and integrating them into our cybersecurity and compliance frameworks is essential to mitigate potential risks.
As of the date of this Annual Report on Form 10-K, though the Company and our service providers have experienced certain cybersecurity incidents, we are not aware of any cybersecurity threats that have materially affected, or are reasonably likely to materially affect, the Company, either financially or operationally. Cybersecurity incident response is a component of both the Company’s Cybersecurity Program and the Company’s business continuity plans, which are designed to limit service interruptions and provide for continued business operation in the event of disaster, whether physical, environmental or cyber in nature. However, we recognize that cybersecurity threats are continually evolving, and there remains a risk that a cybersecurity incident could potentially negatively impact the Company. Despite the implementation of our cybersecurity processes, we cannot guarantee that a significant cybersecurity attack will not occur. A successful attack on our information system or operational technology system could have significant consequences to the business, including the interruption of key services that our customers depend on. While we devote resources to our security measures to protect our systems and information, these measures cannot provide absolute security. Due to the number of acquisitions made by the Company over the past few years and the time it takes to implement technology standards across the enterprise, certain assets may be in different stages of integration and may have incomplete cybersecurity controls applied. For additional information on cybersecurity risks, see “Item 1A. Risk Factors - Cybersecurity attacks, data breaches and other disruptions affecting us, or our service providers, could materially and adversely affect our business, operations, reputation, and financial results; and - We rely on our information systems to manage numerous aspects of our business, and a disruption of these systems could adversely affect our business.
Board of Directors’ Oversight and Management’s Role
Under the Cybersecurity Program, Energy Transfer’s Chief Information Officer oversees the Partnership’s functions of IT, cybersecurity, infrastructure and IT governance (including the Partnership’s IT team) and has more than 35 years of experience leading business technology functions. The IT team is responsible for the Partnership’s efforts to comply with applicable cybersecurity standards, establish effective cybersecurity protocols and protect the integrity, confidentiality and availability of our IT infrastructure. The members of the IT team have over 50 years of combined experience in the field of IT, including 20 years dedicated to cybersecurity, and hold various certifications, including Global Industrial Cyber Security Professional (GICSP), Certified Information Systems Security Professional (CISSP) and Certified Ethical Hacker (CEH) certifications. This team is responsible for cybersecurity threat prevention, detection, mitigation, and remediation for the combined organization. Our cyber incident response plan requires IT team members who detect suspicious activity in our IT environment to escalate that activity to a supervisor who then evaluates the threat. If necessary, the suspicious activity is reported to Energy Transfer’s Chief Information Officer. Management (including representatives from the legal, human resources, IT and corporate security departments) is notified by the IT team whenever a discovered cybersecurity incident may potentially have a significant impact on our business operations.
Sunoco GP Board of Directors has delegated the responsibility for the oversight of cybersecurity risks to the Audit Committee. The IT team provides periodic cybersecurity program updates to senior management and to the Audit Committee. Management also updates the Audit Committee as new risks are identified and regarding the steps taken to mitigate such risks. The Audit Committee reviews periodic reporting and updates regarding our cybersecurity risk management.
Cybersecurity Risk Management Processes Integrated [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block]
Board of Directors’ Oversight and Management’s Role
Under the Cybersecurity Program, Energy Transfer’s Chief Information Officer oversees the Partnership’s functions of IT, cybersecurity, infrastructure and IT governance (including the Partnership’s IT team) and has more than 35 years of experience leading business technology functions. The IT team is responsible for the Partnership’s efforts to comply with applicable cybersecurity standards, establish effective cybersecurity protocols and protect the integrity, confidentiality and availability of our IT infrastructure. The members of the IT team have over 50 years of combined experience in the field of IT, including 20 years dedicated to cybersecurity, and hold various certifications, including Global Industrial Cyber Security Professional (GICSP), Certified Information Systems Security Professional (CISSP) and Certified Ethical Hacker (CEH) certifications. This team is responsible for cybersecurity threat prevention, detection, mitigation, and remediation for the combined organization. Our cyber incident response plan requires IT team members who detect suspicious activity in our IT environment to escalate that activity to a supervisor who then evaluates the threat. If necessary, the suspicious activity is reported to Energy Transfer’s Chief Information Officer. Management (including representatives from the legal, human resources, IT and corporate security departments) is notified by the IT team whenever a discovered cybersecurity incident may potentially have a significant impact on our business operations.
Sunoco GP Board of Directors has delegated the responsibility for the oversight of cybersecurity risks to the Audit Committee. The IT team provides periodic cybersecurity program updates to senior management and to the Audit Committee. Management also updates the Audit Committee as new risks are identified and regarding the steps taken to mitigate such risks. The Audit Committee reviews periodic reporting and updates regarding our cybersecurity risk management.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block] Board of Directors has delegated the responsibility for the oversight of cybersecurity risks to the Audit Committee. The IT team provides periodic cybersecurity program updates to senior management and to the Audit Committee. Management also updates the Audit Committee as new risks are identified and regarding the steps taken to mitigate such risks. The Audit Committee reviews periodic reporting and updates regarding our cybersecurity risk management.
Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block] Sunoco GP Board of Directors has delegated the responsibility for the oversight of cybersecurity risks to the Audit Committee.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block]
Under the Cybersecurity Program, Energy Transfer’s Chief Information Officer oversees the Partnership’s functions of IT, cybersecurity, infrastructure and IT governance (including the Partnership’s IT team) and has more than 35 years of experience leading business technology functions. The IT team is responsible for the Partnership’s efforts to comply with applicable cybersecurity standards, establish effective cybersecurity protocols and protect the integrity, confidentiality and availability of our IT infrastructure. The members of the IT team have over 50 years of combined experience in the field of IT, including 20 years dedicated to cybersecurity, and hold various certifications, including Global Industrial Cyber Security Professional (GICSP), Certified Information Systems Security Professional (CISSP) and Certified Ethical Hacker (CEH) certifications. This team is responsible for cybersecurity threat prevention, detection, mitigation, and remediation for the combined organization. Our cyber incident response plan requires IT team members who detect suspicious activity in our IT environment to escalate that activity to a supervisor who then evaluates the threat. If necessary, the suspicious activity is reported to Energy Transfer’s Chief Information Officer. Management (including representatives from the legal, human resources, IT and corporate security departments) is notified by the IT team whenever a discovered cybersecurity incident may potentially have a significant impact on our business operations.
Sunoco GP Board of Directors has delegated the responsibility for the oversight of cybersecurity risks to the Audit Committee. The IT team provides periodic cybersecurity program updates to senior management and to the Audit Committee. Management also updates the Audit Committee as new risks are identified and regarding the steps taken to mitigate such risks. The Audit Committee reviews periodic reporting and updates regarding our cybersecurity risk management.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block] Our cyber incident response plan requires IT team members who detect suspicious activity in our IT environment to escalate that activity to a supervisor who then evaluates the threat. If necessary, the suspicious activity is reported to Energy Transfer’s Chief Information Officer. Management (including representatives from the legal, human resources, IT and corporate security departments) is notified by the IT team whenever a discovered cybersecurity incident may potentially have a significant impact on our business operations.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.4
Summary of Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2025
Accounting Policies [Abstract]  
Use of Estimates
Use of Estimates
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value Measurements
Fair Value Measurements
We use fair value measurements to measure, among other items, purchased assets, investments, leases and derivative contracts. We also use them to assess impairment of properties, equipment, intangible assets and goodwill. An asset’s fair value is defined as the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. Where available, fair value is based on observable market prices or parameters, or is derived from such prices or parameters. Where observable prices or inputs are not available, unobservable prices or inputs are used to estimate the current fair value, often using an internal valuation model. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the item being valued.
ASC 820 “Fair Value Measurements and Disclosures” prioritizes the inputs used in measuring fair value into the following hierarchy:
Level 1    Quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2    Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable;
Level 3    Unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions about the assumptions that market participants would use in pricing.
Cash, accounts receivable, certain other current assets, marketable securities, accounts payable, accrued expenses and certain other current liabilities are reflected in the consolidated balance sheets at carrying amounts, which approximate the fair value due to their short term nature.
Segment Reporting
Segment Reporting
We operate our business in four reportable segments: Fuel Distribution, Pipeline Systems, Terminals and Refinery. Our Fuel Distribution segment supplies motor fuel to independently-operated dealer stations, distributors, commission agents and other consumers. Also included in our Fuel Distribution segment is lease income from properties that we lease or sublease, as well as the Partnership’s credit card services, franchise royalties and retail operations. Our Pipeline Systems segment includes an integrated pipeline and terminal network comprised of refined product, crude oil and ammonia pipelines and terminals, including our investments in the J.C. Nolan and ET-S Permian joint ventures. Our Terminals segment is composed of four transmix processing facilities and 83 refined product terminals (two in Europe, six in Hawaii, nine in Canada and 53 in the continental United States). Our Refinery segment is composed of the Burnaby Refinery, which is responsible for the refining of fuel products and engaged in renewable business activities.
Acquisition Accounting
Acquisition Accounting
Acquisitions of assets or entities that include inputs and processes and have the ability to create outputs are accounted for as business combinations. A purchase price allocation is recorded for tangible and intangible assets acquired and liabilities assumed based on their fair value. The excess of fair value of consideration conveyed over fair value of net assets acquired is recorded as goodwill. The consolidated statements of operations and comprehensive income for the periods presented include the results of operations for each acquisition from their respective dates of acquisition.
Cash and Cash Equivalents
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, demand deposits and short-term investments with original maturities of three months or less.
Sunoco, LLC and Sunoco Retail have treasury services agreements with Energy Transfer (R&M), LLC, an indirect wholly owned subsidiary of Energy Transfer, for certain cash management activities, for which the net balance is reflected in either “Advances to affiliates” or “Advances from affiliates” on the consolidated balance sheets.
Accounts Receivable
Accounts Receivable
The majority of trade receivables are from wholesale fuel customers or from credit card companies related to retail credit card transactions. Wholesale customer credit is extended based on an evaluation of the customer’s financial condition. We maintain allowances for expected credit losses based on the best estimate of the amount of expected credit losses in existing accounts receivable. Credit losses are recorded against the allowance when accounts are deemed uncollectible.
Receivables from affiliates arise from fuel sales and other miscellaneous transactions with non-consolidated affiliates. These receivables are recorded at face value, without interest or discount.
7-Eleven, Inc. is the only third-party dealer or distributor which is individually over 10% of our Fuel Distribution segment or individually over 10%, in terms of revenue, of our aggregate business.
Inventories
Inventories
Fuel inventories, other than in the Caribbean, are stated at the lower of cost or market using the LIFO method. Under this methodology, the cost of fuel sold consists of actual acquisition costs, which includes transportation and storage costs. Such costs are adjusted to reflect increases or decreases in inventory quantities which are valued based on changes in LIFO inventory layers.
Fuel inventories in the Caribbean are stated at the lower of cost or market using the FIFO method. Under this methodology, the cost of fuel sold consists of older acquisition costs, which includes transportation and storage costs.
Merchandise inventories are stated at the lower of average cost, as determined by the retail inventory method, or market. We record an allowance for shortages and obsolescence relating to merchandise inventory based on historical trends and any known changes. Shipping and handling costs are included in the cost of merchandise inventories.
Property, Plant and Equipment
Property, Plant and Equipment
Property, plant and equipment are recorded at cost. Depreciation is computed on a straight-line basis over the useful lives of assets. Assets under finance leases are depreciated over the life of the corresponding lease.
Amortization of leasehold improvements is based upon the shorter of the remaining terms of the leases including renewal periods that are reasonably assured, or the estimated useful lives. Expenditures for major renewals and betterments that extend the useful lives of property, plant and equipment are capitalized. Maintenance and repairs are charged to operations as incurred. Gains or losses on the disposition of property, plant and equipment are recorded in the period incurred.
Long-Lived Assets and Assets Held for Sale
Long-Lived Assets and Assets Held for Sale
Long-lived assets are tested for possible impairment whenever events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. If such indicators exist, the estimated undiscounted future cash flows related to the asset are compared to the carrying value of the asset. If the carrying value is greater than the estimated undiscounted future cash flows, an impairment charge is recorded in the consolidated statements of operations and comprehensive income for amounts necessary to reduce the corresponding carrying value of the asset to fair value. The impairment loss calculations require management to apply judgment in estimating future cash flows.
Properties that have been closed and other excess real property are recorded as assets held for sale, and are written down to the lower of cost or estimated net realizable value at the time we close such stores or determine that these properties are in excess and intend to offer them for sale. We estimate the net realizable value based on our experience in utilizing or disposing of similar assets and on estimates provided by our own and third-party real estate experts. Although we have not experienced significant changes in our estimate of net realizable value, changes in real estate markets could significantly impact the net values realized from the sale of assets.
Goodwill and Indefinite-Lived Intangible Assets
Goodwill and Indefinite-Lived Intangible Assets
Goodwill represents the excess of consideration paid over fair value of net assets acquired. Goodwill and intangible assets acquired in a purchase business combination are recorded at fair value as of the date acquired. Acquired intangible assets determined to have an indefinite useful life are not amortized, but are instead tested for impairment at least annually, or more frequently if events and circumstances indicate that the asset might be impaired. The annual impairment test of goodwill and indefinite lived intangible assets is performed as of the first day of the fourth quarter of each fiscal year.
The Partnership uses qualitative factors to determine whether it is more likely than not (likelihood of more than 50%) that the fair value of a reporting unit exceeds its carrying amount, including goodwill. Some of the qualitative factors considered in applying this test include consideration of macroeconomic conditions, industry and market conditions, cost factors affecting the business, overall financial performance of the business and performance of the unit price of the Partnership.
If qualitative factors are not deemed sufficient to conclude that the fair value of the reporting unit more likely than not exceeds its carrying value, then a quantitative approach is applied in making an evaluation. The quantitative evaluation utilizes multiple valuation methodologies, including a market approach (market price multiples of comparable companies), an income approach (discounted cash flow analysis), or a weighted combination of these methods. The computations require management to make significant estimates and assumptions, including, among other things, selection of comparable publicly traded companies, the discount rate applied to future earnings reflecting a weighted average cost of capital and earnings growth assumptions. The Partnership believes the estimates and assumptions used in our impairment assessments are reasonable and based on available market information, but variations in any of the assumptions could result in materially different calculations of fair value and determinations of whether or not an impairment is indicated. A discounted cash flow analysis requires management to make various assumptions about future sales, operating margins, capital expenditures, working capital and growth rates. Cash flow projections are derived from one-year budgeted amounts plus an estimate of later period cash flows, all of which are determined by management. Subsequent period cash flows are developed for each reporting unit using growth rates that management believes are reasonably likely to occur. Under the guideline company method, the Partnership determined the estimated fair value of each of our reporting units by applying valuation multiples of comparable publicly-traded companies to each reporting unit’s projected EBITDA and then averaging that estimate with similar historical calculations using a three-year average. In addition, the Partnership estimated a reasonable control premium representing the incremental value that accrues to the majority owner from the opportunity to dictate the strategic and operational actions of the business. If the evaluation results in the fair value of the reporting unit being lower than the carrying value, an impairment charge is recorded.
Indefinite-lived intangible assets are composed of certain tradenames and liquor licenses which are not amortized but are evaluated for impairment annually or more frequently if events or changes occur that suggest an impairment in carrying value, such as a significant adverse change in the business climate. Indefinite-lived intangible assets are evaluated for impairment by comparing each asset’s fair value to its book value. Management first determines qualitatively whether it is more likely than not that an indefinite‑lived asset is impaired. If management concludes that it is more likely than not that an indefinite-lived asset is
impaired, then its fair value is determined by using the discounted cash flow model based on future revenues estimated to be derived in the use of the asset.
Other Intangible Assets
Other Intangible Assets
Other finite-lived intangible assets consist of supply agreements, customer relations, non-compete agreements and loan origination costs. Separable intangible assets that are not determined to have an indefinite life are amortized over their useful lives and assessed for impairment only if and when circumstances warrant. Determination of an intangible asset’s fair value and estimated useful life are based on an analysis of pertinent factors including: (1) the use of widely-accepted valuation approaches, such as the income approach or the cost approach, (2) the expected use of the asset by the Partnership, (3) the expected useful life of related assets, (4) any legal, regulatory or contractual provisions, including renewal or extension periods that would cause substantial costs or modifications to existing agreements and (5) the effects of obsolescence, demand, competition and other economic factors. Should any of the underlying assumptions indicate that the value of the intangible assets might be impaired, we may be required to reduce the carrying value and remaining useful life of the asset. If the underlying assumptions governing the amortization of an intangible asset were later determined to have significantly changed, we may be required to adjust its amortization period to reflect a new estimate of its useful life. Any write-down of the value or unfavorable change in the useful life of an intangible asset would increase expense at that time.
Customer relations and supply agreements are amortized on a straight-line basis over the remaining terms of the agreements, which generally range from five to 20 years. Non-compete agreements are amortized over the terms of the respective agreements.
Investments in Unconsolidated Investments
Investments in Unconsolidated Affiliates
We own interests in a number of related businesses, including joint ventures with Energy Transfer, that are accounted for by the equity method. In general, we use the equity method of accounting for an investment for which we exercise significant influence over, but do not control, the investee’s operating and financial policies. An impairment of an investment in an unconsolidated affiliate is recognized when circumstances indicate that a decline in the investment value is other-than-temporary.
Asset Retirement Obligations
Asset Retirement Obligations
The estimated future cost to remove an underground storage tank is recognized over the estimated useful life of the storage tank. We record a discounted liability for the future fair value of an asset retirement obligation along with a corresponding increase to the carrying value of the related long-lived asset at the time an underground storage tank is installed. We then depreciate the amount added to property, plant and equipment and recognize accretion expense in connection with the discounted liability over the remaining life of the tank. We base our estimates of the anticipated future costs for tank removal on our prior experience with removals. We review assumptions for computing the estimated liability for tank removal on an annual basis. Any change in estimated cash flows are reflected as an adjustment to both the liability and the associated asset.
Environmental Liabilities
Environmental Liabilities
Environmental expenditures related to existing conditions, resulting from past or current operations and from which no current or future benefit is discernible, are expensed. Expenditures that extend the life of the related property or prevent future environmental contamination are capitalized. We determine and establish a liability on a site-by-site basis when future environmental expenditures are probable and can be reasonably estimated. A related receivable is recorded for estimable and probable reimbursements.
Revenue Recognition
Revenue Recognition
Revenues from our Fuel Distribution segment are derived from the sale of fuel, non-fuel and lease income. Fuel sales consist primarily of the sale of motor fuel under supply agreements with third-party customers and affiliates. Fuel supply contracts with our customers generally provide that we distribute motor fuel at a price based on a formula which includes published rates, volume-based profit margin and other terms specific to the agreement. The customer is invoiced the agreed-upon price with most payment terms ranging less than 30 days. If the consideration promised in a contract includes a variable amount, the Partnership estimates the variable consideration amount and factors in such estimate to determine the transaction price under the expected value method. Revenue is recognized under the motor fuel contracts at the point in time the customer takes control of the fuel. At the time control is transferred to the customer the sale is considered final, because the agreements do not grant customers the right to return motor fuel. To determine when control transfers to the customer, the shipping terms of the contract are assessed as a primary indicator of the transfer of control. For free on board (“FOB”) shipping point terms, revenue is recognized at the time of shipment. The performance obligation with respect to the sale of goods is satisfied at the time of shipment since the customer gains control at this time under the terms. Shipping and/or handling costs that occur before the customer obtains control of the goods are deemed to be fulfillment activities and are accounted for as fulfillment costs. Once the goods are shipped, the
Partnership is precluded from redirecting the shipment to another customer and revenue is recognized. Non-fuel revenue includes merchandise revenue that comprises the in-store merchandise and food service sales at company-operated retail stores and other revenue such as credit card processing, car washes, lottery and other services. Lease revenue is derived from leasing arrangements for which we are the lessor and recognized ratably over the term of the underlying lease.
Revenues from our Pipeline Systems segment are derived from interstate and intrastate pipeline transportation of refined products, crude oil and anhydrous ammonia and the applicable pipeline tariff on a per barrel basis for crude oil or refined products and on a per ton basis for ammonia.
Revenues from our Terminals segment include fees for tank storage agreements, under which a customer agrees to pay for a certain amount of storage in a tank over a period of time and throughput agreements, under which a customer pays a fee per barrel for volumes moving through our terminals. Our terminals also provide blending, additive injections, handling and filtering services for which we charge additional fees.
Revenues from our Refinery segment are derived from refined products, generated environmental compliance credits and excess crude oil sales are recognized when delivered and the customer obtains control of such inventory, which is typically when title passes and the customer is billed. All revenues are reported inclusive of shipping and handling costs billed and exclusive of any sales taxes billed to customers where applicable. Shipping and handling costs incurred are reported in cost of sales.
Lease Income
Lease Income
Lease income from leasing or subleasing of real estate is recognized on a straight-line basis over the term of the lease.
Cost of Sales
Cost of Sales
We include in cost of sales all costs incurred to acquire fuel and merchandise, including the costs of purchasing, storing and transporting inventory prior to delivery to our customers. Items are removed from inventory and are included in cost of sales based on the retail inventory method for merchandise and the LIFO method for motor fuel. Cost of sales does not include depreciation of property, plant and equipment. Depreciation is classified within operating expenses in the consolidated statements of operations and comprehensive income.
Motor Fuel and Sales Taxes
Motor Fuel and Sales Taxes
Certain motor fuel and sales taxes are collected from customers and remitted to governmental agencies either directly by the Partnership or through suppliers. The Partnership’s accounting policy for wholesale direct sales to dealers, distributors and commercial customers is to exclude the collected motor fuel tax from sales and cost of sales.
For retail locations where the Partnership holds inventory, including commission agent locations, motor fuel sales and motor fuel cost of sales include motor fuel taxes. Such amounts were $261 million, $164 million and $274 million for the years ended December 31, 2025, 2024 and 2023, respectively. Merchandise sales and cost of merchandise sales are reported net of sales tax in our consolidated statements of operations and comprehensive income.
Deferred Branding Incentives
Deferred Branding Incentives
We receive payments for branding incentives related to fuel supply contracts. Unearned branding incentives are deferred and amortized on a straight-line basis over the term of the agreement as a credit to cost of sales.
Lease Accounting
Lease Accounting
At the inception of each lease arrangement, we determine if the arrangement is a lease or contains an embedded lease and review the facts and circumstances of the arrangement to classify lease assets as operating or finance leases under Topic 842. The Partnership has elected not to record any leases with terms of 12 months or less on our consolidated balance sheets.
Balances related to operating leases are included in operating lease right-of-use assets, net, operating lease current liabilities and non-current operating lease liabilities on our consolidated balance sheets. Finance leases represent a small portion of the active lease agreements and are included in other non-current assets and long-term debt, net on our consolidated balance sheets. The right-of-use assets represent the Partnership’s right to use an underlying asset for the lease term and lease liabilities represent the obligation of the Partnership to make minimum lease payments arising from the lease for the duration of the lease term.
The Partnership leases a portion of its properties under non-cancelable operating leases, whose initial terms are typically five to 15 years, with options permitting renewal for additional periods. Most leases include one or more options to renew, with renewal terms that can extend the lease term from five to 10 years or greater. The exercise of lease renewal options is typically at the sole discretion of the Partnership and lease extensions are evaluated on a lease-by-lease basis. Leases containing early termination clauses typically require the agreement of both parties to the lease. At the inception of a lease, all renewal options reasonably certain to be exercised are considered when determining the lease term. The depreciable life of lease assets and leasehold improvements are limited by the expected lease term.
To determine the present value of future minimum lease payments, we use the implicit rate when readily determinable. Presently, because many of our leases do not provide an implicit rate, the Partnership applies its incremental borrowing rate based on the information available at the lease commencement date to determine the present value of minimum lease payments. The operating and finance lease right-of-use assets include any lease payments made and exclude lease incentives.
Minimum rent is expensed on a straight-line basis over the term of the lease, including renewal periods that are reasonably assured at the inception of the lease. The Partnership is typically responsible for payment of real estate taxes, maintenance expenses and insurance.
For short-term leases (leases that have term of 12 months or less upon commencement), lease payments are recognized on a straight-line basis and no right-of-use assets are recorded.
Earnings Per Unit
Earnings Per Unit
Net income (loss) per common unit is computed by dividing net income attributable to members by the weighted average number of common units outstanding.
For the diluted earnings per share computation, the numerator (net income attributable to members) is reduced, where applicable, for the decrease in earnings from the Company’s limited partner unit ownership in Sunoco that would have resulted assuming the incremental units related to Sunoco’s long-term incentive plans, as applicable, had been issued during the respective periods. The impact of such units is determined based on the treasury stock method.
For the period ended December 31, 2025, the denominator (weighted average units outstanding) represents the weighted average for October 31 through December 31, 2025, the period during which the Company’s common units were outstanding.
Defined Benefit Plans
Defined Benefit Plans
We estimate pension and other postretirement benefit obligations and costs based on actuarial valuations. The annual measurement date for our pension and other postretirement benefit plans is December 31. The actuarial valuations require the use of certain assumptions including discount rates, expected long-term rates of return on plan assets and expected rates of compensation increase. Changes in these assumptions are primarily influenced by factors outside of our control.
Unit-based Compensation
Unit-Based Compensation
Under the Company’s and the Partnership's long-term incentive plans, various types of awards may be granted to employees, consultants and directors who provide services for us. Compensation expense related to outstanding awards is recognized over the vesting period based on the grant-date fair value. The grant-date fair value is determined based on the market price of our common units on the grant date. We amortize the grant-date fair value of these awards over their vesting period using the straight-line method. Expenses related to unit-based compensation are included in general and administrative expenses.
Foreign Currency Translation
Foreign Currency Translation
The functional currencies of our foreign subsidiaries are the local currencies of the countries in which the subsidiaries are located. Transactions in foreign currencies are translated to the respective functional currencies at the exchange rates applicable on the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated to the appropriate functional currency at the exchange rate at the consolidated balance sheet date. Foreign exchange gains and losses are recorded in the consolidated statements of income (loss). Non-monetary assets and liabilities denominated in foreign currencies are measured at cost using the exchange rates on the dates of initial recognition.
On consolidation, the financial statements of foreign operations are translated to U.S. dollars. The assets and liabilities of foreign operations are translated to U.S. dollars at the exchange rate prevailing at the consolidated balance sheet date. Income and expenses of foreign operations are translated to U.S. dollars at the exchange rates that approximate those on the dates of the transactions. Foreign exchange differences arising on translation for consolidation are recognized in other comprehensive income (loss). The results and financial position of subsidiaries with the functional currencies of hyperinflationary economies, after being restated for the effects of inflation in line with the Partnership’s policy over hyperinflation accounting, are translated to U.S. dollars at the exchange rate prevailing at the consolidated balance sheet date.
In connection with certain internal restructuring transactions subsequent to the Parkland Acquisition, Sunoco and Parkland established an intercompany loan between subsidiaries having different functional currencies. Foreign currency translation gains and losses related to this intercompany loan are recorded in “Other, net” within net income on the Partnership’s consolidated statement of operations.
Income Taxes
Income Taxes
Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts
of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rate is recognized in earnings in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts more likely than not to be realized.
The determination of the provision for income taxes requires significant judgment, use of estimates, and the interpretation and application of complex tax laws. Significant judgment is required in assessing the timing and amounts of deductible and taxable items and the probability of sustaining uncertain tax positions. The benefits of uncertain tax positions are recorded in our consolidated financial statements only after determining a more-likely-than-not probability that the uncertain tax positions will withstand challenge, if any, from taxing authorities. When facts and circumstances change, we reassess these probabilities and record any changes through the provision for income taxes.
The acquisition of Parkland brought Sunoco LP into scope for Pillar Two global minimum tax regime, a legislative framework established by Organization for Economic Co-operation and Development (“OECD”), as several jurisdictions in which Sunoco LP now operates have enacted Pillar Two global minimum tax legislation.
Consistent with ASC 740 and current industry guidance, Sunoco LP has applied a temporary exception and has not recognized deferred tax assets or liabilities related to Pillar Two tax liability.
Recent Accounting Pronouncements
Recent Accounting Pronouncements
In November 2024, the FASB issued Accounting Standards Update (“ASU”) 2024-03, Income Statement–Reporting Comprehensive Income–Expense Disaggregation Disclosures (Subtopic 220-40). ASU 2024-03 requires disclosure of specified information about certain costs and expenses in the notes to the consolidated financial statements. ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods within annual periods beginning after December 15, 2027, with early adoption permitted. ASU 2024-03 is to be applied on a prospective basis, with retrospective application permitted. We are currently evaluating the impact, if any, of ASU 2024-03 on our consolidated financial statements and related disclosures.
In December 2023, FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 improves and enhances income tax disclosure requirements, including new disclosures related to tax rate reconciliation and income taxes paid. The Partnership retrospectively adopted ASU 2023-09 during the year ended December 31, 2025 and has revised its disclosures accordingly, as reflected in Notes 4 and 18.
The Company has elected to account for the tax on global intangible low-taxed income (“GILTI”) under IRC §951A as a period cost in the year the tax is incurred, rather than recognizing deferred taxes on basis differences in its controlled foreign corporations that may give rise to future GILTI inclusions.
v3.25.4
Acquisitions, Divestitures and Other Transactions (Tables)
12 Months Ended
Dec. 31, 2025
Business Combination, Pro Forma Information [Line Items]  
Business Combination, Pro Forma Information
The following unaudited pro forma consolidated results of operations for the year ended December 31, 2025 and 2024 are presented as if the Parkland and NuStar acquisitions and the West Texas Sale had been completed on January 1, 2024.
Year Ended December 31,
20252024
Revenues
$41,457 $43,696 
Net income (loss)317 (12)
Parkland Acquisition  
Business Combination, Pro Forma Information [Line Items]  
Business Combination, Recognized Asset Acquired and Liability Assumed
As of the date these financial statements were issued, management and the third-party valuation specialist continue to evaluate certain assumptions, which could result in a change to the allocation of the fair value among reporting units or between line items on the consolidated balance sheet, potentially impacting deferred tax balances and/or goodwill. The following table summarizes the preliminary allocation of the purchase price among assets acquired and liabilities assumed.
As of October 31, 2025
Total current assets$2,814 
Property, plant and equipment5,612 
Operating lease right-of-use assets, net731 
Goodwill (1)
1,528 
Intangible assets, net (2)
1,871 
Deferred tax assets210 
Other non-current assets266 
Investments in unconsolidated affiliates341 
Total assets13,373 
Total current liabilities2,490 
Long-term debt, less current maturities3,797 
Operating lease non-current liabilities731 
Deferred tax liabilities965 
Other non-current liabilities375 
Total liabilities8,358 
Total consideration5,015 
Cash acquired(464)
Total consideration, net of cash acquired$4,551 
(1)Goodwill represents expected commercial and operational synergies. Approximately $660 million of the goodwill recorded as a result of this transaction is expected to be deductible for IRC Sec. 951A GILTI and foreign earnings and profits purposes. The goodwill is not deductible for non-US jurisdictions.
(2)Intangible assets, net comprised of $1.49 billion of customer relationships, with a remaining weighted average life of approximately 20 years, $297 million of indefinite-lived tradenames, and $85 million of other intangibles with a remaining weighted average life of approximately 10 years.
NuStar Acquisition  
Business Combination, Pro Forma Information [Line Items]  
Business Combination, Recognized Asset Acquired and Liability Assumed
The following table summarizes the allocation of the purchase price among assets acquired and liabilities assumed:
As of
May 3, 2024
Total current assets$186 
Property, plant and equipment6,958 
Operating lease right-of-use assets, net136 
Goodwill (1)
16 
Intangible assets, net (2)
195 
Other non-current assets127 
Total assets7,618 
Total current liabilities245 
Long-term debt, less current maturities (3)
3,500 
Operating lease non-current liabilities136 
Deferred tax liabilities
Other non-current liabilities82 
Total liabilities3,967 
Preferred units (3)
801 
Total consideration2,850 
Cash acquired27 
Total consideration, net of cash acquired$2,823 
(1)Goodwill primarily represents expected commercial and operational synergies. None of the goodwill recorded as a result of this transaction is deductible for tax purposes. Goodwill of $16 million relates to Sunoco’s Fuel Distribution segment.
(2)Intangible assets, net comprised $151 million of favorable contracts, with a remaining weighted average life of approximately 7 years, and $44 million of customer relationships with a remaining weighted average life of approximately 15 years.
(3)Subsequent to the closing of the NuStar Acquisition, the Partnership redeemed all outstanding NuStar preferred units, totaling $784 million, redeemed NuStar's subordinated notes totaling $403 million and repaid and terminated the NuStar credit facility totaling $455 million.
Zenith European Terminals acquisition  
Business Combination, Pro Forma Information [Line Items]  
Business Combination, Recognized Asset Acquired and Liability Assumed The acquisition was recorded using the acquisition method of accounting which requires, among other things, that assets and liabilities assumed be recognized on the balance sheet at their estimated fair values as of the date of acquisition. Management, with the assistance of a third-party valuation specialist, determined the fair value of assets and liabilities as of the date of the acquisition. Determining the fair value involves the use of management's judgment as well as the use of significant estimates and assumptions. The following table summarizes the allocation of the purchase price among assets acquired and liabilities assumed:
As of
March 13, 2024
Other current assets$
Property, plant and equipment204 
Other non-current assets36 
Deferred tax assets
Current liabilities(14)
Deferred tax liabilities(4)
Other non-current liabilities(43)
Net assets191 
Bargain purchase gain(6)
Total cash consideration, net of cash acquired$185 
Zenith European terminals revenue and net income since the acquisition date to December 31, 2024 included in our consolidated statement of operations were $43 million and $8 million, respectively.
v3.25.4
Cash and Cash Equivalents (Tables)
12 Months Ended
Dec. 31, 2025
Cash and Cash Equivalents [Abstract]  
Cash Flow, Operating Capital
The net change in operating assets and liabilities, net of effects of acquisitions and divestitures, included in cash flows from operating activities is comprised as follows:
Year Ended December 31,
202520242023
Accounts receivable, net$212 $(212)$34 
Accounts receivable from affiliates— 20 (5)
Inventories, net(275)(265)(182)
Other assets(30)43 47 
Accounts payable(255)357 (101)
Accounts payable to affiliates129 29 61 
Accrued expenses and other current liabilities(86)(66)43 
Other non-current liabilities(76)(106)(18)
$(381)$(200)$(121)
Schedule of Cash Flow, Supplemental Disclosures
Non-cash investing and financing activities were as follows:
Year Ended December 31,
202520242023
Non-cash investing and financing activities and supplemental cash flow information:
Senior notes redeemed and issued in exchange transaction$3,654 $— $— 
Units issued in connection with acquisitions4,038 2,850 — 
Contribution of assets to ET-S Permian— 1,159 — 
Lease assets obtained in exchange for new lease liabilities280 — 
Interest paid434 339 202 
v3.25.4
Accounts Receivable, net (Tables)
12 Months Ended
Dec. 31, 2025
Accounts Receivable, after Allowance for Credit Loss [Abstract]  
Schedule of Accounts Receivable
Accounts receivable, net, consisted of the following:
December 31,
2025
December 31,
2024
Accounts receivable, trade$1,686 $1,058 
Credit card receivables42 28 
Other receivables286 78 
Allowance for expected credit losses(42)(2)
Accounts receivable, net$1,972 $1,162 
v3.25.4
Inventories, net (Tables)
12 Months Ended
Dec. 31, 2025
Inventory Disclosure [Abstract]  
Schedule of Inventories
Inventories, net consisted of the following:
December 31,
2025
December 31,
2024
Fuel$2,178 $1,054 
Other205 14 
Inventories, net$2,383 $1,068 
v3.25.4
Investments in Unconsolidated Affiliates (Tables)
12 Months Ended
Dec. 31, 2025
Equity Method Investments and Joint Ventures [Abstract]  
Schedule of Investments in and Advances to Affiliates, Schedule of Investments
The carrying values of the Partnership’s investments in unconsolidated affiliates as of December 31, 2025 and 2024 were as follows:
December 31,
2025
December 31,
2024
J.C. Nolan$121 $123 
ET-S Permian1,161 1,212 
SARA141 — 
Isla171 — 
Other30 — 
$1,624 $1,335 
The following table presents equity in earnings (losses) of unconsolidated affiliates:
Year Ended December 31,
202520242023
J.C. Nolan$$$
ET-S Permian134 53 — 
SARA— — 
Isla— — 
Other(1)— — 
$143 $60 $
The following tables present aggregated selected balance sheet and income statement data for Sunoco’s unconsolidated affiliates: J.C. Nolan, ET-S Permian, SARA and Isla (on a 100% basis), for all periods presented:
December 31,
2025
December 31,
2024
Current assets
$511 $650 
Property, plant and equipment, net3,912 3,542 
Other assets361 310 
Total assets$4,784 $4,502 
Current liabilities$375 $477 
Non-current liabilities159 49 
Equity4,250 3,976 
Total liabilities and equity$4,784 $4,502 
Year Ended December 31,
202520242023
Revenues
$21,022 $8,267 $34 
Operating income444 176 10 
Net income437 176 10 
v3.25.4
Property, Plant and Equipment, net (Tables)
12 Months Ended
Dec. 31, 2025
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment
Components and useful lives of property, plant and equipment, net consisted of the following:
December 31,
2025
December 31,
2024
Land and improvements$2,081 $739 
Buildings, equipment and leasehold improvements (1 to 40 years)
4,695 1,315 
Pipelines (5 to 65 years)
3,747 3,553 
Product storage and related facilities (2 to 40 years)
1,400 891 
Right of way (20 to 65 years)
1,728 1,727 
Other (1 to 48 years)
727 403 
Construction work-in-process878 286 
Total property, plant and equipment15,256 8,914 
Less – Accumulated depreciation1,848 1,240 
Property, plant and equipment, net$13,408 $7,674 
Depreciation expense on property, plant and equipment was $638 million, $326 million and $139 million for the years ended December 31, 2025, 2024 and 2023, respectively.
v3.25.4
Goodwill and Intangible Assets, net (Tables)
12 Months Ended
Dec. 31, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
Goodwill balances and activity for the years ended December 31, 2025 and 2024 consisted of the following:
Segment
Fuel DistributionPipeline SystemsTerminalsRefineryConsolidated
(in millions)
Balance at December 31, 2023$1,362 $— $237 $— $1,599 
West Texas Sale(138)— — — (138)
NuStar Acquisition16 — — — 16 
Balance at December 31, 20241,240 — 237 — 1,477 
Parkland Acquisition1,070 38 — 420 1,528 
Other15 — — 21 
Balance at December 31, 2025$2,325 $38 $237 $426 $3,026 
Schedule of Finite-Lived and Indefinite-Lived Intangible Assets
Gross carrying amounts and accumulated amortization for each major class of intangible assets, excluding goodwill, consisted of the following:
 December 31, 2025December 31, 2024
 Gross
Carrying
Amount
Accumulated
Amortization
Net
Book Value
Gross
Carrying
Amount
Accumulated
Amortization
Net
Book Value
Indefinite-lived      
Tradenames$606 $— $606 $302 $— $302 
Finite-lived
Customer relations including supply agreements2,241 520 1,721 721 477 244 
Other intangibles93 84 
Intangible assets, net$2,940 $529 $2,411 $1,031 $484 $547 
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense
As of December 31, 2025, the Partnership’s estimate of amortization for each of the five succeeding fiscal years and thereafter for finite-lived intangibles was as follows:
 Amortization
2026$124 
2027124 
2028124 
2029120 
2030118 
Thereafter1,195 
Total$1,805 
v3.25.4
Accrued Expenses and Other Current Liabilities (Tables)
12 Months Ended
Dec. 31, 2025
Accrued Expenses And Other Current Liabilities [Abstract]  
Schedule of Accrued Liabilities
Accrued expenses and other current liabilities consisted of the following:
December 31, 2025December 31, 2024
Wage and other employee-related accrued expenses$92 $64 
Accrued tax expense187 152 
Accrued insurance37 39 
Accrued interest expense183 82 
Dealer deposits21 24 
Accrued capital expenditures46 — 
Accrued environmental expense10 
Contract liabilities102 17 
Other275 72 
Accrued expenses and other current liabilities$953 $457 
v3.25.4
Debt Obligations (Tables)
12 Months Ended
Dec. 31, 2025
Debt Disclosure [Abstract]  
Schedule of Long-term Debt
Sunoco’s debt obligations consisted of the following:
December 31,
2025
December 31,
2024
Credit Facility$— $203 
5.750% senior notes due 2025
— 600 
6.000% senior notes due 2026 (1)
500 500 
3.875% CAD senior notes due 2026 (1)(2)
400 — 
Parkland 3.875% CAD senior notes due 2026 (1)(3)
37 — 
6.000% senior notes due 2027
600 600 
5.625% senior notes due 2027
550 550 
5.875% senior notes due 2027 (2)
499 — 
Parkland 5.875% senior notes due 2027 (3)
— 
5.875% senior notes due 2028
400 400 
7.000% senior notes due 2028
500 500 
6.000% CAD senior notes due 2028 (2)
277 — 
Parkland 6.000% CAD senior notes due 2028 (3)
14 — 
4.500% senior notes due 2029
800 800 
7.000% senior notes due 2029
750 750 
4.375% CAD senior notes due 2029 (2)
397 — 
Parkland 4.375% CAD senior notes due 2029 (3)
40 — 
4.500% senior notes due 2029 (2)
790 — 
Parkland 4.500% senior notes due 2029 (3)
10 — 
4.500% senior notes due 2030
800 800 
6.375% senior notes due 2030
600 600 
4.625% senior notes due 2030 (2)
798 — 
Parkland 4.625% senior notes due 2030 (3)
— 
5.625% senior notes due 2031
1,000 — 
7.250% senior notes due 2032
750 750 
6.625% senior notes due 2032 (2)
493 — 
Parkland 6.625% senior notes due 2032 (3)
— 
6.250% senior notes due 2033
1,000 — 
5.875% senior notes due 2034
900 — 
GoZone Bonds322 322 
Lease-related financing obligations and other subsidiary debt233 132 
Net unamortized premiums, discounts and fair value adjustments16 
Deferred debt issuance costs(83)(37)
Total debt13,389 7,486 
Less: current maturities17 
Total long-term debt, net$13,372 $7,484 
(1)As of December 31, 2025, $937 million aggregate principal amount of senior notes due before December 31, 2026 were classified as long-term as management has the intent and ability to refinance the borrowings on a long-term basis.
(2)These senior notes, totaling $3.65 billion as of December 31, 2025, were assumed and exchanged by the Partnership in connection with the closing of the Parkland Acquisition. For additional information, see “Parkland Senior Note Exchange” below.
(3)These senior notes, totaling $111 million as of December 31, 2025, represent the aggregate principal amounts not tendered in the private exchange offers and remain outstanding obligations of Parkland. For additional information, see “Parkland Senior Note Exchange” below.
Schedule of Maturities of Long-term Debt
At December 31, 2025, scheduled future debt maturities were as follows:
2026$954 
20271,661 
20281,202 
20292,797 
20302,206 
Thereafter4,650 
Total$13,470 
Schedule of Debt Conversions
The following table summarizes the GoZone Bonds outstanding as of December 31, 2025:
SeriesDate IssuedAmount OutstandingInterest RateMandatory Purchase DateOptional Redemption DateMaturity Date
Series 2008June 26, 2008$56 6.10 %June 1, 2030n/aJune 1, 2038
Series 2010July 15, 2010100 6.35 %n/aJune 1, 2030July 1, 2040
Series 2010AOctober 7, 201043 6.35 %n/aJune 1, 2030October 1, 2040
Series 2010BDecember 29, 201048 6.10 %June 1, 2030n/aDecember 1, 2040
Series 2011October 1, 202575 3.70 %June 1, 2030n/aAugust 1, 2041
v3.25.4
Other Non-Current Liabilities (Tables)
12 Months Ended
Dec. 31, 2025
Other Liabilities Disclosure [Abstract]  
Other Noncurrent Liabilities
Other non-current liabilities consisted of the following:
December 31, 2025December 31, 2024
Asset retirement obligations$254 $84 
Accrued environmental expense, long-term158 21 
Other100 53 
Other non-current liabilities$512 $158 
Schedule of Change in Asset Retirement Obligation
We record an asset retirement obligation for the estimated future cost to remove underground storage tanks. Revisions to the liability could occur due to changes in tank removal costs, tank useful lives or if federal and/or state regulators enact new guidance on the removal of such tanks. Changes in the carrying amount of asset retirement obligations for the years ended December 31, 2025 and 2024 were as follows:
Year Ended December 31,
20252024
Balance at beginning of year$84 $84 
Parkland Acquisition166 — 
Liabilities incurred— 
Liabilities settled(3)(8)
Accretion expense
Balance at end of year$254 $84 
v3.25.4
Related Party Transactions (Tables)
12 Months Ended
Dec. 31, 2025
Related Party Transactions [Abstract]  
Schedule of Related Party Transactions
Related party transactions for the years ended December 31, 2025, 2024 and 2023 were as follows: 
Year Ended December 31,
 202520242023
Motor fuel sales to affiliates$24 $28 $42 
Bulk fuel purchases from affiliates1,249 1,463 1,661 
Expense reimbursement43 35 34 
v3.25.4
Revenue (Tables)
12 Months Ended
Dec. 31, 2025
Revenue from Contract with Customer [Abstract]  
Disaggregation of Revenue
The following table depicts the disaggregation of revenue:
Year Ended December 31,
202520242023
Fuel$23,290 $21,362 $22,520 
Non-fuel442 294 284 
Lease income130 125 151 
Pipeline throughput660 457 — 
Terminal throughput117 102 61 
Refinery throughput177 — — 
Other385 353 52 
Total revenues$25,201 $22,693 $23,068 
Contract with Customer, Asset and Liability
The balances of the Partnership’s contract assets and contract liabilities as of December 31, 2025, 2024 and 2023 were as follows:
 December 31, 2025December 31, 2024December 31, 2023
Contract assets$480 $288 $256 
Accounts receivable from contracts with customers1,686 1,084 809 
Contract liabilities125 39 — 
The following table summarizes the consolidated activity of our contract liabilities:
Contract Liabilities
Balance, December 31, 2023$— 
NuStar Acquisition78 
Zenith European terminals acquisition
ET-S Permian(29)
Other additions26 
Revenue recognized(39)
Balance, December 31, 202439 
Parkland Acquisition84 
Other additions40 
Revenue recognized(38)
Balance, December 31, 2025$125 
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
The following table presents our estimated revenues from contracts with customers for remaining performance obligations that have not yet been recognized, representing our contractually committed revenue as of December 31, 2025.
Remaining Performance Obligations
2026$336 
2027195 
2028161 
2029114 
2030100 
Thereafter239 
Total$1,145 
v3.25.4
Lease Accounting (Tables)
12 Months Ended
Dec. 31, 2025
Leases, Operating [Abstract]  
Lease, Cost
The components of lease expense consisted of the following:
Year Ended December 31,
Lease costClassification20252024
Operating lease costs:
Operating lease costLease expense$96 $50 
Finance lease costs:
Amortization of leased assetsDepreciation, amortization and accretion
Interest on lease liabilitiesInterest expense
Short-term lease costLease expense
Variable lease costLease expense11 18 
Sublease incomeLease income(35)(45)
Net lease cost$86 $30 
Lease term and discount rateDecember 31, 2025December 31, 2024
Weighted average remaining lease term (years)
Operating leases1619
Finance leases1118
Weighted average discount rate (%)
Operating leases%%
Finance leases%%
Schedule of additional lease information
Year Ended December 31,
Other information20252024
Cash paid for amount included in the measurement of lease liabilities:
Operating cash flows from operating leases$(92)$(49)
Operating cash flows from finance leases(4)(1)
Financing cash flows from finance leases(1)(1)
Leased assets obtained in exchange for new finance lease liabilities— 
Leased assets obtained in exchange for new operating lease liabilities279 
Lessor, Operating Lease, Payments to be Received, Maturity
Minimum future lease payments receivable as of December 31, 2025 were as follows:
2026$154 
2027124 
202898 
202978 
203068 
Thereafter369 
Total undiscounted cash flows$891 
Schedule of Property Subject to or Available for Operating Lease
The balances of property, plant and equipment that are being leased to third parties were as follows:
December 31, 2025December 31, 2024
Land and improvements$698 $513 
Buildings, equipment and leasehold improvements1,045 556 
Pipelines377 217 
Product storage and related facilities410 283 
Right of way105 — 
Other 81 39 
Construction work-in-process54 64 
Total property, plant and equipment2,770 1,672 
Less: Accumulated depreciation(829)(449)
Property, plant and equipment, net$1,941 $1,223 
Lessee, Operating Lease, Liability, Maturity [Table Text Block]
Maturities of lease liabilities as of December 31, 2025 were as follows:
Operating leasesFinance leasesTotal
2026$240 $16 $256 
2027196 15 211 
2028171 15 186 
2029149 12 161 
2030138 144 
Thereafter1,445 53 1,498 
Total lease payments2,339 117 2,456 
Less: interest873 30 903 
Present value of lease liabilities$1,466 $87 $1,553 
v3.25.4
Interest Expense, net (Tables)
12 Months Ended
Dec. 31, 2025
Interest Income (Expense), Operating [Abstract]  
Schedule of Interest Expense
Components of net interest expense were as follows:
Year Ended December 31,
 202520242023
Interest expense$535 $380 $212 
Amortization of deferred financing fees27 24 
Interest income(21)(13)(3)
Interest expense, net$541 $391 $217 
v3.25.4
Income Tax Expense (Tables)
12 Months Ended
Dec. 31, 2025
Income Tax Disclosure [Abstract]  
Schedule of Income before Income Tax, Domestic and Foreign
The Corporation’s income before income tax expense by geographic area were as follows:
Year Ended December 31,
202520242023
United States$397 $1,040 $430 
Foreign192 — 
Total$589 $1,049 $430 
Cash paid for taxes were as follows:
Year Ended December 31,
202520242023
Cash paid for income taxes, net of refunds (excluding federal tax credits purchased from non-governmental third parties)
Federal$(68)$105 $21 
State
Pennsylvania
New Jersey12 
Other11 
Foreign
Canada62 — — 
Other— — 
Total$$135 $29 
Cash paid for federal tax credits purchased from non-governmental third parties$41 $47 $— 
Schedule of Federal and State Components of Income Tax Expense (Benefit)
The components of the federal and state income tax expense (benefit) of our taxable subsidiaries were summarized as follows:
Year Ended December 31,
202520242023
Current:
Federal$18 $152 $16 
State(1)37 
Foreign— — 
Total current income tax expense24 189 23 
Deferred: 
Federal18 (19)
State(8)
Foreign24 — — 
Total deferred tax expense (benefit)34 (14)13 
Income tax expense$58 $175 $36 
Schedule of Effective Income Tax Rate Reconciliation
A reconciliation of income tax expense at the U.S. federal statutory rate to net income tax expense is as follows:
Year Ended December 31,
202520242023
AmountPercentAmountPercentAmountPercent
Income tax expense at United States statutory rate$124 21.00 %$220 21.00 %$90 21.00 %
Increase (reduction) in income taxes resulting from:
Noncontrolling interest on non-taxable Partnership earnings1.50 — — — — 
Predecessor equity in non-taxable Partnership earnings(78)(13.20)(84)(8.04)(64)(14.85)
State and local income tax, net of federal income tax effect(1)
0.59 33 3.11 2.11 
Foreign tax effects(4)(0.68)— — — — 
Effect of cross-border tax laws - subpart F income inclusion1.06 — — — — 
Changes in unrecognized tax benefits - state apportionment positions(10)(1.67)0.07 0.15 
Other:
Deferred tax remeasurement15 2.63 — — — — 
Discount on purchased tax credits(4)(0.64)— — — — 
Interest on federal refund(5)(0.93)— — — — 
Other adjustments0.31 0.48 — — 
Income tax expense$58 9.97 %$175 16.62 %$36 8.41 %
(1)State taxes that made up the majority (greater than 50 percent) of the tax effect in this category were Pennsylvania in 2025, New Jersey, Pennsylvania and New York in 2024, and Pennsylvania, Hawaii and New Jersey in 2023.
The One Big Beautiful Bill Act (“OBBBA”), enacted in July 2025, is expected to impact the Partnership primarily through the ability to take higher tax depreciation deductions via 100% expensing on eligible property and higher interest expense deductions
via more favorable interest expense limitation calculations. We will continue to monitor regulatory guidance and interpretations, which could have a material impact on our financials condition and results of operations.
Schedule of Principal Components of Deferred Tax Assets (Liabilities)
Deferred taxes result from the temporary differences between financial reporting carrying amounts and the tax basis of existing assets and liabilities. The principal components of deferred tax assets and liabilities were as follows:
December 31, 2025December 31, 2024
Deferred income tax assets:  
Net operating losses, credits and other carryforwards$233 $16 
Other49 18 
Total deferred income tax assets282 34 
Valuation allowance(62)— 
Net deferred income tax assets220 34 
Deferred income tax liabilities:
Property, plant and equipment846 49 
Trademarks and other intangibles239 82 
Investments in affiliates54 53 
Other38 
Total deferred tax liabilities1,177 185 
Net deferred income tax liabilities$957 $151 
The completion of the Parkland transaction significantly increased the deferred tax assets (liabilities). The table below provides a rollforward of the net deferred income tax liability as follows:
December 31, 2025December 31, 2024
Net deferred income tax liability, beginning of year$(151)$(166)
Acquired via Parkland Acquisition(755)— 
Acquired via NuStar Acquisition— (3)
Tax accrual(51)18 
Net deferred income tax liability, end of year$(957)-957$(151)

Schedule of Unrecognized Tax Benefits Roll Forward
The following table sets forth the changes in unrecognized tax benefits:
December 31, 2025December 31, 2024
Balance at beginning of year$11 $11 
Reduction attributable to tax positions taken in prior years(8)— 
Balance at end of year$$11 
v3.25.4
Members' Equity (Tables)
12 Months Ended
Dec. 31, 2025
Partners' Capital [Abstract]  
Schedule of Common Unit Activity
Sunoco’s common unit activity for the years ended December 31, 2025 and 2024 was as follows:
Number of Units
Number of common units at December 31, 202384,408,014 
Phantom unit vesting277,421 
NuStar Acquisition51,543,100 
Number of common units at December 31, 2024136,228,535 
Phantom unit vesting294,897 
Units issued in acquisitions343,422 
Number of common units at December 31, 2025136,866,854 
Schedule of Incentive Distribution Rights to Limited Partners
The following table illustrates the percentage allocations of available cash from operating surplus between Sunoco’s common unitholders and the holder of Sunoco IDRs based on the specified target distribution levels, after the payment of distributions to Class C unitholders. The amounts set forth under “marginal percentage interest in distributions” are the percentage interests of our IDR holder and the common unitholders in any available cash from operating surplus it distributes up to and including the corresponding amount in the column “total quarterly distribution per common unit target amount.” The percentage interests shown for Sunoco’s common unitholders and Sunoco’s IDR holder for the minimum quarterly distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly distribution. Energy Transfer currently owns Sunoco’s IDRs.
  Marginal percentage interest in distributions
 Total quarterly distribution per Common unit
target amount
Common
Unitholders
Holder of IDRs
Minimum Quarterly Distribution$0.4375100 %— 
First Target DistributionAbove $0.4375 up to $0.503125100 %— 
Second Target DistributionAbove $0.503125 up to $0.54687585 %15 %
Third Target DistributionAbove $0.546875 up to $0.65625075 %25 %
ThereafterAbove $0.65625050 %50 %
Distributions Made to Limited Partner, by Distribution
Cash distributions paid or to be paid with respect to Sunoco common units and Class D Units were as follows: 
 Limited Partners 
Period EndedRecord DatePayment DatePer Unit DistributionDistributions on Common UnitsDistributions on Class D UnitsDistribution to IDR Holders
December 31, 2022February 7, 2023February 21, 2023$0.8255 $69 $— $18 
March 31, 2023May 8, 2023May 22, 20230.8420 71 — 19 
June 30, 2023August 14, 2023August 21, 20230.8420 71 — 19 
September 30, 2023October 30, 2023November 20, 20230.8420 71 — 19 
December 31, 2023February 7, 2024February 20, 20240.8420 71 — 19 
March 31, 2024May 13, 2024May 20, 20240.8756 119 — 36 
June 30, 2024August 9, 2024August 19, 20240.8756 119 — 36 
September 30, 2024November 8, 2024November 19, 20240.8756 119 — 36 
December 31, 2024February 7, 2025February 19, 20250.8865 121 — 37 
March 31, 2025May 9, 2025May 20, 20250.8976 122 — 39 
June 30, 2025August 8, 2025August 19, 20250.9088 124 — 41 
September 30, 2025October 30, 2025November 19, 20250.9202 126 — 42 
December 31, 2025February 6, 2026February 19, 20260.9317 128 48 60 
Schedule of Accumulated Other Comprehensive Income (Loss)
The following table presents the components of AOCI, net of tax:
December 31,
2025
Foreign currency translation adjustment$(6)
Actuarial gains related to pensions and other postretirement benefits— 
Total accumulated other comprehensive income included in partners’ capital, net of tax$(6)
v3.25.4
Employee Benefit Plans (Tables)
12 Months Ended
Dec. 31, 2025
Retirement Benefits [Abstract]  
Schedule of Defined Benefit Plans Disclosures
The changes in the benefit obligation, the changes in fair value of plan assets, the funded status and the amounts recognized in the consolidated balance sheets for Sunoco’s Pension Plans and other postretirement benefit plans as of December 31, 2025 were as follows:
December 31, 2025December 31, 2024
Pension PlansOther Postretirement Benefit PlansPension PlansOther Postretirement Benefit Plans
Change in benefit obligation:
Benefit obligation at beginning of period$137 $$— $— 
NuStar Acquisition— — 152 12 
Service cost— — — 
Interest cost— 
Plan amendments— — — (11)
Benefits paid, net(136)— (36)— 
Actuarial (gain) loss and other(4)— 15 (1)
Benefit obligation at end of period— 137 
Change in plan assets:
Fair value of plan assets at beginning of period$160 $— $— $— 
NuStar Acquisition— — 178 — 
Actual return on plan assets— 12 — 
Employer contributions— — 
Benefits paid, net(136)— (35)— 
Fair value of plan assets at end of period27 — 160 — 
Amount (overfunded) underfunded at end of period$(27)$$(23)$
Amounts recognized in the consolidated balance sheets consist of:
Current assets$27 $— $— $— 
Non-current assets— — 24 — 
Current liabilities— — (1)(1)
Non-current liabilities— (1)— — 
$27 $(1)$23 $(1)
Amounts recognized in accumulated other comprehensive income (pre-tax basis) consist of:
Net actuarial loss$— $— $(9)$— 
Prior service credit— — — 11 
$— $— $(9)$11 
v3.25.4
Unit-Based Compensation (Tables)
12 Months Ended
Dec. 31, 2025
Share-Based Payment Arrangement [Abstract]  
Schedule of Nonvested Share Activity
Phantom unit award activity for the year ended December 31, 2025 consisted of the following:
 Number of Phantom Common UnitsWeighted Average Grant Date Fair Value
Outstanding at January 1, 2025— $— 
Granted183,813 51.24 
Vested— — 
Forfeited— — 
Outstanding at December 31, 2025183,813 $51.24 
Phantom unit award activity for the year ended December 31, 2025 consisted of the following:
 Number of Phantom Common UnitsWeighted Average Grant Date Fair Value
Outstanding at January 1, 20251,542,700 $46.83 
Granted730,078 54.79 
Vested(442,386)36.60 
Forfeited(59,020)48.22 
Outstanding at December 31, 20251,771,372 $52.49 
v3.25.4
Segment Reporting (Tables)
12 Months Ended
Dec. 31, 2025
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment
The following tables present financial information by segment for the years ended December 31, 2025, 2024 and 2023.

Year Ended December 31,
202520242023
Revenues:
Fuel Distribution
Revenues from external customers$23,862 $21,781 $22,955 
Intersegment revenues71 41 31 
23,933 21,822 22,986 
Pipeline Systems
Revenues from external customers729 562 
Intersegment revenues22 — 
751 565 
Terminals
Revenues from external customers433 350 112 
Intersegment revenues971 985 373 
1,404 1,335 485 
Refinery
Revenues from external customers177 — — 
Intersegment revenues297 — — 
474 — — 
Eliminations(1,361)(1,029)(404)
Total$25,201 $22,693 $23,068 
Year Ended December 31,
202520242023
Cost of sales:
Fuel Distribution$22,419 $20,635 $21,761 
Pipeline Systems13 30 (2)
Terminals904 959 348 
Refinery434 — — 
Eliminations(1,361)(1,029)(404)
Total$22,409 $20,595 $21,703 
Year Ended December 31,
202520242023
Operating and lease expenses, excluding non-cash unit-based compensation:
Fuel Distribution$492 $325 $350 
Pipeline Systems196 136 
Terminals181 150 67 
Refinery— — 
Total$874 $611 $419 
Year Ended December 31,
202520242023
General and administrative expenses, excluding non-cash unit-based compensation:
Fuel Distribution$206 $88 $113 
Pipeline Systems42 123 — 
Terminals33 55 
Refinery— — 
Total$282 $266 $114 
Year Ended December 31,
202520242023
Other(1):
Fuel Distribution$(174)$(134)$(103)
Pipeline Systems(218)(101)(10)
Terminals(13)(1)(19)
Refinery(6)— — 
Total$(411)$(236)$(132)
(1) Other by segment includes Adjusted EBITDA from unconsolidated affiliates, unrealized gains and losses on commodity derivatives, inventory valuation adjustments and other less significant items, as applicable.
Year Ended December 31,
202520242023
Segment Adjusted EBITDA:
Fuel Distribution$990 $908 $865 
Pipeline Systems718 377 11 
Terminals299 172 88 
Refinery40 — — 
Total$2,047 $1,457 $964 
Year Ended December 31,
202520242023
Reconciliation of net income to Adjusted EBITDA:
Net income$531 $874 $394 
Depreciation, amortization and accretion688 368 187 
Interest expense, net541 391 217 
Non-cash unit-based compensation expense19 17 17 
(Gain) loss on disposal of assets and impairment charges(6)45 (7)
Loss on extinguishment of debt31 — 
Unrealized (gains) losses on commodity derivatives(11)12 (21)
Inventory valuation adjustments156 86 114 
Equity in earnings of unconsolidated affiliates(143)(60)(5)
Adjusted EBITDA related to unconsolidated affiliates221 101 10 
Gain on West Texas Sale— (586)— 
Other non-cash adjustments(38)32 22 
Income tax expense58 175 36 
Adjusted EBITDA (consolidated)$2,047 $1,457 $964 
Additions to property, plant and equipment (excluding acquisitions) by reportable segment were as follows:
Year Ended December 31,
202520242023
Fuel Distribution$339 $231 $182 
Pipeline Systems87 44 
Terminals124 69 28 
Refinery27 — — 
Total$577 $344 $215 
Revenue from External Customers by Geographic Areas
The following table shows total revenues by geographic area:
Year Ended December 31,
202520242023
United States$22,495 $22,649 $23,068 
Canada1,703 — — 
Foreign1,003 44 — 
Total$25,201 $22,693 $23,068 
Long-Lived Assets by Geographic Areas
The following table shows long-lived assets by geographic area:
December 31,
2025
December 31, 2024
United States$9,053 $7,907 
Canada4,268 — 
Foreign1,536 244 
Total$14,857 $8,151 
v3.25.4
Net Loss per Common Unit (Tables)
12 Months Ended
Dec. 31, 2025
Earnings Per Share [Abstract]  
Schedule of Net Income per Unit, Basic and Diluted
A reconciliation of the numerators and denominators of the basic and diluted per unit computations is as follows:
Year Ended December 31, 2025
Net income$531 
Less: Net income attributable to predecessor equity467 
Less: Net income attributable to noncontrolling interests69 
Net loss attributable to members$(5)
Weighted average common units outstanding: 
Basic51,517,198 
Dilutive effect of unvested phantom unit awards— 
Diluted51,517,198 
Net loss per common unit: 
Basic$(0.10)
Diluted$(0.10)
v3.25.4
Organization and Principles of Consolidation - Additional Information (Details)
Dec. 31, 2025
Organization Consolidation And Presentation Of Financial Statements [Line Items]  
Number of states in which entity operates 32
Miles of pipeline  
Organization Consolidation And Presentation Of Financial Statements [Line Items]  
Miles of pipeline 14,000
Terminals  
Organization Consolidation And Presentation Of Financial Statements [Line Items]  
Number of terminals owned 160
Sunoco branded locations  
Organization Consolidation And Presentation Of Financial Statements [Line Items]  
Number of branded locations 11,000
Sunoco LP  
Organization Consolidation And Presentation Of Financial Statements [Line Items]  
Subsidiary, Ownership Percentage, Parent 100.00%
v3.25.4
Summary of Significant Accounting Policies Narrative (Details)
$ in Millions
12 Months Ended
Dec. 31, 2025
USD ($)
segment
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Property, Plant and Equipment [Line Items]      
Excise and sales taxes $ 261 $ 164 $ 274
Property, plant and equipment $ 15,256 8,914  
Segment Reporting, Disclosure of Major Customers 7-Eleven, Inc. is the only third-party dealer or distributor which is individually over 10% of our Fuel Distribution segment or individually over 10%, in terms of revenue, of our aggregate business.    
Number of Reportable Segments | segment 4    
Segment Reporting Information, Description of Products and Services Our Terminals segment is composed of four transmix processing facilities and 83 refined product terminals (two in Europe, six in Hawaii, nine in Canada and 53 in the continental United States). Our Refinery segment is composed of the Burnaby Refinery, which is responsible for the refining of fuel products and engaged in renewable business activities.    
Asset Retirement Obligation Costs [Member]      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment $ 178 $ 12  
Minimum [Member]      
Property, Plant and Equipment [Line Items]      
Lessee, Operating Lease, Renewal Term 5 years    
Intangible asset, useful life 5 years    
Minimum [Member] | Land and Building [Member]      
Property, Plant and Equipment [Line Items]      
Lessee, Operating Lease, Term of Contract 5 years    
Lessee, Operating Lease, Renewal Term 5 years    
Maximum [Member]      
Property, Plant and Equipment [Line Items]      
Lessee, Operating Lease, Renewal Term 10 years    
Intangible asset, useful life 20 years    
Maximum [Member] | Land and Building [Member]      
Property, Plant and Equipment [Line Items]      
Lessee, Operating Lease, Term of Contract 15 years    
Lessee, Operating Lease, Renewal Term 10 years    
v3.25.4
Acquisitions, Divestitures and Other Transactions - Narrative (Details)
€ in Millions, $ in Millions
2 Months Ended 3 Months Ended 12 Months Ended 24 Months Ended
Jan. 16, 2026
EUR (€)
Oct. 31, 2025
USD ($)
conversionRatioOfUnitsInAcquisition
shares
Aug. 30, 2024
USD ($)
May 03, 2024
USD ($)
conversionRatioOfUnitsInAcquisition
terminals
milesOfPipeline
shares
Apr. 16, 2024
USD ($)
Mar. 13, 2024
USD ($)
Mar. 13, 2024
EUR (€)
May 01, 2023
USD ($)
Dec. 31, 2025
USD ($)
Dec. 31, 2025
USD ($)
Sep. 30, 2025
USD ($)
agreement
Jun. 30, 2025
USD ($)
shares
Mar. 31, 2025
USD ($)
shares
Dec. 31, 2025
USD ($)
Dec. 31, 2025
EUR (€)
Dec. 31, 2024
USD ($)
Rate
Dec. 31, 2023
USD ($)
Dec. 31, 2025
USD ($)
Dec. 31, 2025
EUR (€)
Oct. 31, 2025
$ / shares
Business Combination [Line Items]                                        
Finance Lease, Liability                 $ 87 $ 87       $ 87   $ 47   $ 87    
Operating lease right-of-use assets, net                 $ 1,449 $ 1,449       1,449   477   1,449    
Change in goodwill                           1,528            
Business Combination, Pro Forma Information, Pro Forma Revenue                           41,457   43,696        
Business Combination, Pro Forma Information, Pro Forma Income (Loss), after Tax                           317   (12)        
Revenues                           25,201   22,693 $ 23,068      
Net income                           531   874 [1] 394 [1]      
Gain on West Texas Sale                           0   586 [1] 0 [1]      
Payments for Merger Related Costs                                   $ 175    
Fuel distribution sites acquired                   27 70                  
Dealer Sites                   36                    
Partners' Capital Account, Acquisitions                               3,651        
Number of supply agreements | agreement                     100                  
Net Income (Loss)                           $ (5)   0 0      
Common Unitholders                                        
Business Combination [Line Items]                                        
Business Combination, Consideration Transferred, Equity Interest                         $ 5              
Nustar                                        
Business Combination [Line Items]                                        
Subsidiary, Ownership Percentage, Parent                 100.00% 100.00%       100.00%       100.00% 100.00%  
Sunoco LP                                        
Business Combination [Line Items]                                        
Subsidiary, Ownership Percentage, Parent                 100.00% 100.00%       100.00%       100.00% 100.00%  
7-Eleven Transaction [Member]                                        
Business Combination [Line Items]                                        
Business Combination, Consideration Transferred         $ 1,000                              
Number of Units in Real Estate Property                 204 204       204       204 204  
Gain on West Texas Sale         586                              
7-Eleven Transaction [Member] | Net of current tax expense                                        
Business Combination [Line Items]                                        
Gain on West Texas Sale         $ 442                              
NuStar Acquisition                                        
Business Combination [Line Items]                                        
Purchase price       $ 2,850                                
Business Combination, Consideration Transferred       $ 2,823                                
Business Combination, Consideration Transferred, Equity Interest, Share Issued, Number of Shares | shares       51,500,000                                
Business Combination, Consideration Transferred, Equity Interest, Share Issued, Value       $ 2,850                                
Business Combination, Recognized Liability Assumed, Long-Term Debt, Noncurrent [2]       3,500                                
Finance Lease, Liability       56                                
Proceeds from (Repurchase of) Redeemable Preferred Stock       800                       784        
Business Combination, Recognized Asset Acquired, Asset, Current       186                                
Business Combination, Recognized Asset Acquired, Property, Plant, and Equipment       6,958                                
Operating lease right-of-use assets, net       136                                
Change in goodwill       16 [3]                       16        
Business Combination, Recognized Asset Acquired, Identifiable Intangible Asset, Indefinite-Lived [4]       195                                
Business Combination, Recognized Asset Acquired, Other Asset, Noncurrent       127                                
Business Combination, Recognized Asset Acquired, Asset       7,618                                
Business Combination, Recognized Liability Assumed, Liability, Current       245                                
Business Combination, Recognized Liability Assumed, Lease Obligation       136                                
Business Combination, Recognized Liability Assumed, Deferred Tax Liability       4                                
Business Combination, Recognized Liability Assumed, Other Liability, Noncurrent       82                                
Business Combination, Recognized Liability Assumed, Liability       3,967                                
Business Combination, Recognized Liability Assumed, Financial Liability       801                                
Business Combination, Recognized Asset Acquired, Cash and Cash Equivalent       27                                
Finite-Lived Contractual Rights, Gross       151                                
Finite-Lived Customer Relationships, Gross       $ 44                                
Repayments of Senior Debt                               403        
Credit Facility repayments                               455        
Impairment of Real Estate                               50        
Payments for Merger Related Costs                               103        
Business Acquisition, Equity Interest Issued or Issuable, Conversion Ratio of Shares | conversionRatioOfUnitsInAcquisition       0.400                                
Cash Acquired from Acquisition                           $ 0   27 [1] 0 [1]      
Business Acquisition, Equity Interest Issued or Issuable, Conversion Ratio of Shares | conversionRatioOfUnitsInAcquisition       0.400                                
NuStar Acquisition | Contractual Rights                                        
Business Combination [Line Items]                                        
Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life       7 years                                
NuStar Acquisition | Customer Relationships                                        
Business Combination [Line Items]                                        
Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life       15 years                                
NuStar Acquisition | Miles of pipeline                                        
Business Combination [Line Items]                                        
Number of Units in Real Estate Property | milesOfPipeline       9,500                                
NuStar Acquisition | Terminals                                        
Business Combination [Line Items]                                        
Number of Units in Real Estate Property | terminals       63                                
Zenith European Terminals acquisition                                        
Business Combination [Line Items]                                        
Purchase price           $ 191                            
Business Combination, Consideration Transferred           185 € 170                          
Business Combination, Recognized Asset Acquired, Property, Plant, and Equipment           204                            
Business Combination, Recognized Asset Acquired, Other Asset, Noncurrent           36                            
Business Combination, Recognized Liability Assumed, Liability, Current           14                            
Business Combination, Recognized Liability Assumed, Deferred Tax Liability           4                            
Business Combination, Recognized Liability Assumed, Other Liability, Noncurrent           $ 43                            
Revenues                               43        
Net income                               8        
Sunoco LP                                        
Business Combination [Line Items]                                        
Payments to Acquire Businesses, Net of Cash Acquired     $ 24                                  
Parkland Acquisition                                        
Business Combination [Line Items]                                        
Purchase price   $ 5,015                                    
Business Combination, Consideration Transferred   $ 4,551                                    
Business Combination, Consideration Transferred, Equity Interest, Share Issued, Number of Shares | shares   51,517,198                                    
Business Combination, Recognized Liability Assumed, Long-Term Debt, Noncurrent   $ 3,797                                    
Business Combination, Recognized Asset Acquired, Asset, Current   2,814                                    
Business Combination, Recognized Asset Acquired, Property, Plant, and Equipment   5,612                                    
Operating lease right-of-use assets, net   731                                    
Change in goodwill [5]   1,528                                    
Business Combination, Recognized Asset Acquired, Identifiable Intangible Asset, Indefinite-Lived [6]   1,871                                    
Business Combination, Recognized Asset Acquired, Other Asset, Noncurrent   266                                    
Business Combination, Recognized Asset Acquired, Asset   13,373                                    
Business Combination, Recognized Liability Assumed, Liability, Current   2,490                                    
Business Combination, Recognized Liability Assumed, Lease Obligation   731                                    
Business Combination, Recognized Liability Assumed, Deferred Tax Liability   965                                    
Business Combination, Recognized Liability Assumed, Liability   8,358             $ 3,650 $ 3,650       3,650       $ 3,650    
Business Combination, Recognized Asset Acquired, Cash and Cash Equivalent   464                                    
Payments to Acquire Businesses, Net of Cash Acquired                           2,004   $ 0 [1] $ 0 [1]      
Revenues                 3,170                      
Payments for Merger Related Costs                           67            
Payments to Acquire Businesses, Gross   2,600                                    
Partners' Capital Account, Acquisitions                           2,547            
Net Income (Loss)                 $ 195                      
Business Combination, Goodwill, Expected Tax Deductible, Amount   660                                    
Parkland Acquisition | Trade Names [Member]                                        
Business Combination [Line Items]                                        
Business Combination, Recognized Asset Acquired, Identifiable Intangible Asset, Indefinite-Lived   $ 297                                    
Parkland Acquisition | Alternative Parkland exchange amount                                        
Business Combination [Line Items]                                        
Business Acquisition, Equity Interest Issued or Issuable, Conversion Ratio of Shares | conversionRatioOfUnitsInAcquisition   0.536                                    
Business Acquisition, Equity Interest Issued or Issuable, Conversion Ratio of Shares | conversionRatioOfUnitsInAcquisition   0.536                                    
Parkland Acquisition | C$19.80 per Parkland Share                                        
Business Combination [Line Items]                                        
Business Acquisition, Equity Interest Issued or Issuable, Conversion Ratio of Shares | conversionRatioOfUnitsInAcquisition   0.295                                    
Business Acquisition, Equity Interest Issued or Issuable, Conversion Ratio of Shares | conversionRatioOfUnitsInAcquisition   0.295                                    
Parkland Acquisition | Alternative Parkland exchange amount                                        
Business Combination [Line Items]                                        
Business Combination, Price Per Share | $ / shares                                       $ 44.00
Parkland Acquisition | C$19.80 limit per Parkland share                                        
Business Combination [Line Items]                                        
Business Combination, Price Per Share | $ / shares                                       $ 19.80
Parkland Acquisition | Parkland exchange amounts                                        
Business Combination [Line Items]                                        
Business Acquisition, Equity Interest Issued or Issuable, Conversion Ratio of Shares | conversionRatioOfUnitsInAcquisition   0.295                                    
Business Acquisition, Equity Interest Issued or Issuable, Conversion Ratio of Shares | conversionRatioOfUnitsInAcquisition   0.295                                    
Parkland Acquisition | Customer Relationships                                        
Business Combination [Line Items]                                        
Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life   20 years                                    
Business Combination, Recognized Asset Acquired, Identifiable Intangible Asset, Finite-Lived   $ 1,490                                    
Parkland Acquisition | Other Intangible Assets [Member]                                        
Business Combination [Line Items]                                        
Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life   10 years                                    
Business Combination, Recognized Asset Acquired, Identifiable Intangible Asset, Finite-Lived   $ 85                                    
TanQuid                                        
Business Combination [Line Items]                                        
Business Combination, Consideration Transferred                           $ 540 € 465          
Business Combination, Recognized Liability Assumed, Long-Term Debt, Noncurrent | €                                     € 300  
TanQuid | GERMANY                                        
Business Combination [Line Items]                                        
Number of fuel terminals                           15 15          
TanQuid | POLAND                                        
Business Combination [Line Items]                                        
Number of fuel terminals                           one one          
Acquisition of fuel equipment, motor fuel inventory and supply agreements                                        
Business Combination [Line Items]                                        
Business Combination, Consideration Transferred                         $ 17              
Business Combination, Consideration Transferred, Equity Interest, Share Issued, Number of Shares | shares                         91,776              
Payments to Acquire Businesses, Gross                         $ 12              
151 fuel distribution consignment site                                        
Business Combination [Line Items]                                        
Business Combination, Consideration Transferred                       $ 105                
Business Combination, Consideration Transferred, Equity Interest, Share Issued, Number of Shares | shares                       251,646                
Payments to Acquire Businesses, Gross                       $ 92                
Fuel distribution sites acquired                       151                
151 fuel distribution consignment site | Common Unitholders                                        
Business Combination [Line Items]                                        
Partners' Capital Account, Acquisitions                       $ 13                
70 fuel distribution consignment site and 100 supply agreements                                        
Business Combination [Line Items]                                        
Business Combination, Consideration Transferred                   $ 64 $ 85                  
ET-S Permian                                        
Business Combination [Line Items]                                        
Business Combination, Reason for Business Combination                               ET-S Permian operates more than 5,000 miles of crude oil and water gathering pipelines with crude oil storage capacity in excess of 11 million barrels.        
ET-S Permian | Energy Transfer                                        
Business Combination [Line Items]                                        
Percentage of membership interest | Rate                               67.50%        
ET-S Permian | Sunoco LP                                        
Business Combination [Line Items]                                        
Percentage of membership interest                               32.50%        
Zenith Energy                                        
Business Combination [Line Items]                                        
Business Combination, Consideration Transferred               $ 111                        
TanQuid Acquisition                                        
Business Combination [Line Items]                                        
Payments for Merger Related Costs                           $ 3            
TanQuid Acquisition | Subsequent Event [Member]                                        
Business Combination [Line Items]                                        
Cash Acquired from Acquisition | € € 39                                      
[1] See Note 1 regarding change in reporting entity.
[2]
(3)Subsequent to the closing of the NuStar Acquisition, the Partnership redeemed all outstanding NuStar preferred units, totaling $784 million, redeemed NuStar's subordinated notes totaling $403 million and repaid and terminated the NuStar credit facility totaling $455 million.
[3]
(1)Goodwill primarily represents expected commercial and operational synergies. None of the goodwill recorded as a result of this transaction is deductible for tax purposes. Goodwill of $16 million relates to Sunoco’s Fuel Distribution segment.
[4]
(2)Intangible assets, net comprised $151 million of favorable contracts, with a remaining weighted average life of approximately 7 years, and $44 million of customer relationships with a remaining weighted average life of approximately 15 years.
[5]
(1)Goodwill represents expected commercial and operational synergies. Approximately $660 million of the goodwill recorded as a result of this transaction is expected to be deductible for IRC Sec. 951A GILTI and foreign earnings and profits purposes. The goodwill is not deductible for non-US jurisdictions.
[6]
(2)Intangible assets, net comprised of $1.49 billion of customer relationships, with a remaining weighted average life of approximately 20 years, $297 million of indefinite-lived tradenames, and $85 million of other intangibles with a remaining weighted average life of approximately 10 years.
v3.25.4
Acquisitions, Divestitures and Other Transactions (Details)
€ in Millions, $ in Millions
12 Months Ended
Oct. 31, 2025
USD ($)
Mar. 13, 2024
USD ($)
Mar. 13, 2024
EUR (€)
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
Business Combination [Line Items]          
Change in goodwill       $ 1,528  
Business Combination, Recognized Asset Acquired, Deferred Tax Asset $ 210        
Operating lease right-of-use assets, net       1,449 $ 477
Business Combination, Pro Forma Information, Pro Forma Revenue       41,457 43,696
Business Combination, Pro Forma Information, Pro Forma Income (Loss), after Tax       317 $ (12)
Zenith European Terminals acquisition          
Business Combination [Line Items]          
Business Combination, Recognized Asset Acquired, Property, Plant, and Equipment   $ 204      
Business Combination, Recognized Liability Assumed, Liability, Current   (14)      
Business Combination, Recognized Liability Assumed, Deferred Tax Liability   (4)      
Business Combination, Consideration Transferred   185 € 170    
Purchase price   191      
Business Combination, Bargain Purchase, Gain Recognized, Amount   (6)      
Business Combination, Recognized Asset Acquired, Other Asset, Current   6      
Business Combination, Recognized Asset Acquired, Other Asset, Noncurrent   36      
Business Combination, Recognized Asset Acquired, Deferred Tax Asset   6      
Business Combination, Recognized Liability Assumed, Other Liability, Noncurrent   $ (43)      
Parkland Acquisition          
Business Combination [Line Items]          
Business Combination, Recognized Asset Acquired, Property, Plant, and Equipment 5,612        
Change in goodwill [1] 1,528        
Business Combination, Recognized Liability Assumed, Liability, Current (2,490)        
Business Combination, Recognized Liability Assumed, Deferred Tax Liability (965)        
Business Combination, Recognized Asset Acquired, Cash and Cash Equivalent (464)        
Business Combination, Consideration Transferred 4,551        
Purchase price 5,015        
Business Combination, Recognized Asset Acquired, Other Asset, Noncurrent 266        
Business Combination, Recognized Asset Acquired, Asset, Current 2,814        
Operating lease right-of-use assets, net 731        
Business Combination, Recognized Asset Acquired, Identifiable Intangible Asset, Indefinite-Lived [2] 1,871        
Business Combination, Recognized Liability Assumed, Long-Term Debt, Noncurrent 3,797        
Business Combination, Recognized Liability Assumed, Lease Obligation 731        
Business Combination, Recognized Liability Assumed, Liability, Noncurrent 375        
Business Combination, Recognized Liability Assumed, Liability 8,358     $ 3,650  
Business Combination, Recognized Asset Acquired, Asset 13,373        
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value $ 341        
[1]
(1)Goodwill represents expected commercial and operational synergies. Approximately $660 million of the goodwill recorded as a result of this transaction is expected to be deductible for IRC Sec. 951A GILTI and foreign earnings and profits purposes. The goodwill is not deductible for non-US jurisdictions.
[2]
(2)Intangible assets, net comprised of $1.49 billion of customer relationships, with a remaining weighted average life of approximately 20 years, $297 million of indefinite-lived tradenames, and $85 million of other intangibles with a remaining weighted average life of approximately 10 years.
v3.25.4
Cash and Cash Equivalents (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Cash and Cash Equivalents [Line Items]      
Stock Issued During Period, Value, Acquisitions $ 4,038 $ 2,850 $ 0
Joint Venture Formation, Fair Value of Joint Venture 0 1,159 0
Interest Paid, Excluding Capitalized Interest, Operating Activity 434 339 202
Increase (Decrease) in Accounts Receivable 212 (212) 34
Increase (Decrease) in Accounts Receivable, Related Parties 0 20 (5)
Inventories, net (275) (265) (182)
Increase (Decrease) in Other Current Assets (30) 43 47
Increase (Decrease) in Other Noncurrent Assets (255) 357 (101)
Accounts payable 129 29 61
Increase (Decrease) in Accounts Payable, Related Parties (86) (66) 43
Increase (Decrease) in Other Accrued Liabilities (76) (106) (18)
Net change in operating assets and liabilities, net of effects of acquisitions and divestitures (381) (200) [1] (121) [1]
Senior notes redeemed and issued in an exchange transaction $ 3,654 $ 0 $ 0
[1] See Note 1 regarding change in reporting entity.
v3.25.4
Accounts Receivable, net (Details) - USD ($)
$ in Millions
Dec. 31, 2025
Dec. 31, 2024
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Allowance for expected credit losses $ (42) $ (2)
Accounts receivable, net 1,972 1,162
Accounts receivable, trade    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Accounts receivable, gross, current 1,686 1,058
Credit card receivables    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Accounts receivable, gross, current 42 28
Other receivables    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Accounts receivable, gross, current $ 286 $ 78
v3.25.4
Inventories, net (Details) - USD ($)
$ in Millions
Dec. 31, 2025
Dec. 31, 2024
Inventory [Line Items]    
Fuel $ 2,178 $ 1,054
Other 205 14
Inventories, net 2,383 1,068
Inventory Valuation Reserves 472 316
Inventories, net 2,383 $ 1,068
Caribbean    
Inventory [Line Items]    
Inventories, net 88  
Inventories, net $ 88  
v3.25.4
Investments in Unconsolidated Affiliates (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Schedule of Equity Method Investments [Line Items]      
Total assets $ 28,362 $ 14,375  
Liabilities and Equity 28,362 14,375  
Investments in unconsolidated affiliates 1,624 1,335  
Equity in earnings of unconsolidated affiliates 143 60 [1] $ 5 [1]
Assets, Current 5,516 2,465  
Other non-current assets 928 400  
Liabilities, Current 3,997 1,947  
Revenues 25,201 22,693 23,068
Net income 531 874 [1] 394 [1]
J.C. Nolan Joint Venture      
Schedule of Equity Method Investments [Line Items]      
Investments in unconsolidated affiliates 121 123  
Equity in earnings of unconsolidated affiliates $ 7 7 5
Equity Method Investment, Ownership Percentage 50.00%    
Equity Method Investment, Description of Principal Activities Sunoco owns a 50% interest in J.C. Nolan, which provides diesel fuel storage in Midland, Texas with storage capacity of 130,000 barrels and transports diesel fuel from a tank farm in Hebert, Texas to Midland, Texas, on a 500 mile pipeline with a throughput capacity of approximately 36 thousand barrels per day.    
ET-S Permian      
Schedule of Equity Method Investments [Line Items]      
Investments in unconsolidated affiliates $ 1,161 1,212  
Equity in earnings of unconsolidated affiliates $ 134 53 0
Equity Method Investment, Ownership Percentage 32.50%    
Equity Method Investment, Description of Principal Activities Sunoco owns a 32.5% interest in ET-S Permian, which operates more than 5,000 miles of crude oil and water gathering pipelines with crude oil storage capacity in excess of 11 million barrels.    
SARA      
Schedule of Equity Method Investments [Line Items]      
Investments in unconsolidated affiliates $ 141 0  
Equity in earnings of unconsolidated affiliates $ 1 0 0
Equity Method Investment, Ownership Percentage 29.00%    
Equity Method Investment, Description of Principal Activities Sunoco owns a 29% interest in SARA, which is a refinery based in Martinique with operations to sell refined crude oil in Guadeloupe, French Guiana and Martinique.    
Isla      
Schedule of Equity Method Investments [Line Items]      
Investments in unconsolidated affiliates $ 171 0  
Equity in earnings of unconsolidated affiliates $ 2 0 0
Equity Method Investment, Ownership Percentage 50.00%    
Equity Method Investment, Description of Principal Activities Sunoco owns a 50% interest in Isla, which is comprised of over 200 retail locations alongside an integrated commercial and aviation business in Dominican Republic.    
Others      
Schedule of Equity Method Investments [Line Items]      
Investments in unconsolidated affiliates $ 30 0  
Equity in earnings of unconsolidated affiliates (1) 0 0
Equity Method Investments      
Schedule of Equity Method Investments [Line Items]      
Total assets 4,784 4,502  
Liabilities and Equity 4,784 4,502  
Assets, Current 511 650  
Equity Method Investment Summarized Financial Information Property, Plant and Equipment, Net 3,912 3,542  
Other non-current assets 361 310  
Liabilities, Current 375 477  
Liabilities, Noncurrent 159 49  
Equity, Including Portion Attributable to Noncontrolling Interest 4,250 3,976  
Revenues 21,022 8,267 34
Equity Method Investments Summarized Financial Information, Operating Income 444 176 10
Net income $ 437 $ 176 $ 10
[1] See Note 1 regarding change in reporting entity.
v3.25.4
Property, Plant and Equipment, net (Details) - USD ($)
$ in Millions
Dec. 31, 2025
Dec. 31, 2024
Property, Plant and Equipment [Line Items]    
Property, plant and equipment $ 15,256 $ 8,914
Accumulated depreciation 1,848 1,240
Property, plant and equipment, net 13,408 7,674
Land and improvements    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment 2,081 739
Buildings, equipment and leasehold improvements (1 to 40 years)    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment 4,695 1,315
Construction work-in-process    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment 878 286
Product storage and related facilities    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment 1,400 891
Right of way    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment 1,728 1,727
Other    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment 727 403
Pipelines    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment $ 3,747 $ 3,553
v3.25.4
Property, Plant and Equipment, net - Additional Information (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]      
Depreciation $ 638 $ 326 $ 139
Minimum [Member] | Buildings, equipment and leasehold improvements (1 to 40 years)      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Useful Life 1 year    
Minimum [Member] | Pipelines      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Useful Life 5 years    
Minimum [Member] | Product storage and related facilities      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Useful Life 2 years    
Minimum [Member] | Right of way      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Useful Life 20 years    
Minimum [Member] | Other      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Useful Life 1 year    
Maximum [Member] | Buildings, equipment and leasehold improvements (1 to 40 years)      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Useful Life 45 years    
Maximum [Member] | Pipelines      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Useful Life 83 years    
Maximum [Member] | Product storage and related facilities      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Useful Life 83 years    
Maximum [Member] | Right of way      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Useful Life 83 years    
Maximum [Member] | Other      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Useful Life 48 years    
v3.25.4
Goodwill and Intangible Assets, net - Goodwill Rollforward (Details) - USD ($)
$ in Millions
12 Months Ended
Oct. 31, 2025
May 03, 2024
[1]
Dec. 31, 2025
Dec. 31, 2024
Goodwill [Roll Forward]        
Beginning Balance     $ 1,477 $ 1,599
Goodwill related to acquisition     1,528  
Ending Balance     3,026 1,477
Fuel Distribution        
Goodwill [Roll Forward]        
Beginning Balance     1,240 1,362
Ending Balance     2,325 1,240
Pipeline Systems        
Goodwill [Roll Forward]        
Beginning Balance     0 0
Ending Balance     38 0
Terminals        
Goodwill [Roll Forward]        
Beginning Balance     237 237
Ending Balance     237 237
Refinery        
Goodwill [Roll Forward]        
Beginning Balance     0 0
Ending Balance     426 0
Other        
Goodwill [Roll Forward]        
Goodwill related to acquisition     21  
Other | Fuel Distribution        
Goodwill [Roll Forward]        
Goodwill related to acquisition     15  
Other | Pipeline Systems        
Goodwill [Roll Forward]        
Goodwill related to acquisition     0  
Other | Terminals        
Goodwill [Roll Forward]        
Goodwill related to acquisition     0  
Other | Refinery        
Goodwill [Roll Forward]        
Goodwill related to acquisition     6  
West Texas Sale        
Goodwill [Roll Forward]        
Goodwill, Written off Related to Sale of Business Unit       (138)
West Texas Sale | Fuel Distribution        
Goodwill [Roll Forward]        
Goodwill, Written off Related to Sale of Business Unit       (138)
West Texas Sale | Pipeline Systems        
Goodwill [Roll Forward]        
Goodwill, Written off Related to Sale of Business Unit       0
West Texas Sale | Terminals        
Goodwill [Roll Forward]        
Goodwill, Written off Related to Sale of Business Unit       0
West Texas Sale | Refinery        
Goodwill [Roll Forward]        
Goodwill, Written off Related to Sale of Business Unit       0
NuStar Acquisition        
Goodwill [Roll Forward]        
Goodwill related to acquisition   $ 16   16
NuStar Acquisition | Fuel Distribution        
Goodwill [Roll Forward]        
Goodwill related to acquisition       16
NuStar Acquisition | Pipeline Systems        
Goodwill [Roll Forward]        
Goodwill related to acquisition       0
NuStar Acquisition | Terminals        
Goodwill [Roll Forward]        
Goodwill related to acquisition       0
NuStar Acquisition | Refinery        
Goodwill [Roll Forward]        
Goodwill related to acquisition       $ 0
Parkland Acquisition        
Goodwill [Roll Forward]        
Goodwill related to acquisition [2] $ 1,528      
Parkland Acquisition | Fuel Distribution        
Goodwill [Roll Forward]        
Goodwill related to acquisition     (1,070)  
Parkland Acquisition | Pipeline Systems        
Goodwill [Roll Forward]        
Goodwill related to acquisition     (38)  
Parkland Acquisition | Terminals        
Goodwill [Roll Forward]        
Goodwill related to acquisition     0  
Parkland Acquisition | Refinery        
Goodwill [Roll Forward]        
Goodwill related to acquisition     $ (420)  
[1]
(1)Goodwill primarily represents expected commercial and operational synergies. None of the goodwill recorded as a result of this transaction is deductible for tax purposes. Goodwill of $16 million relates to Sunoco’s Fuel Distribution segment.
[2]
(1)Goodwill represents expected commercial and operational synergies. Approximately $660 million of the goodwill recorded as a result of this transaction is expected to be deductible for IRC Sec. 951A GILTI and foreign earnings and profits purposes. The goodwill is not deductible for non-US jurisdictions.
v3.25.4
Goodwill and Intangible Assets, net - Intangible Assets Schedule (Details) - USD ($)
$ in Millions
Dec. 31, 2025
Dec. 31, 2024
Finite And Indefinite Lived Intangible Asset By Major Class [Line Items]    
Accumulated Amortization $ 529 $ 484
Intangible assets, net 2,940 1,031
Intangible assets, net 2,411 547
Customer Contracts [Member]    
Finite And Indefinite Lived Intangible Asset By Major Class [Line Items]    
Gross Carrying Amount 2,241 721
Accumulated Amortization 520 477
Net Book Value 1,721 244
Other Intangible Assets [Member]    
Finite And Indefinite Lived Intangible Asset By Major Class [Line Items]    
Gross Carrying Amount 93 8
Accumulated Amortization 9 7
Net Book Value 84 1
Trade Names [Member]    
Finite And Indefinite Lived Intangible Asset By Major Class [Line Items]    
Gross Carrying Amount 606 302
Accumulated Amortization 0 0
Net Book Value $ 606 $ 302
v3.25.4
Goodwill and Intangible Assets, net - Intangible Amortization Schedule (Details) - USD ($)
$ in Millions
Dec. 31, 2025
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]    
2026 $ 124  
2027 124  
2028 124  
2029 120  
2030 118  
Amortization, thereafter 1,195  
Finite-Lived Intangible Asset, Expected Amortization, Total 1,805  
Accumulated Amortization $ 529 $ 484
v3.25.4
Goodwill and Intangible Assets, net - Other Intangible Assets Narrative (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Finite And Indefinite Lived Intangible Asset By Major Class [Line Items]      
Amortization of Intangible Assets $ 45 $ 37 $ 44
Customer Contracts [Member]      
Finite And Indefinite Lived Intangible Asset By Major Class [Line Items]      
Finite-Lived Intangible Assets, Remaining Amortization Period 18 years    
v3.25.4
Accrued Expenses and Other Current Liabilities (Details) - USD ($)
$ in Millions
Dec. 31, 2025
Dec. 31, 2024
Accrued Expenses And Other Current Liabilities [Abstract]    
Wage and other employee-related accrued expenses $ 92 $ 64
Accrued tax expense 187 152
Accrued insurance 37 39
Accrued interest expense 183 82
Dealer deposits 21 24
Accrued environmental expense 10 7
Contract with Customer, Liability, Current 102 17
Other 275 72
Accrued expenses and other current liabilities 953 457
Accrued Capital Expenditures $ 46 $ 0
v3.25.4
Debt Obligations (Details)
$ in Millions, $ in Millions
12 Months Ended
Dec. 31, 2025
USD ($)
Rate
Dec. 31, 2025
CAD ($)
Rate
Nov. 25, 2025
USD ($)
Oct. 31, 2025
USD ($)
Oct. 21, 2025
USD ($)
Oct. 21, 2025
CAD ($)
Aug. 08, 2025
USD ($)
Jun. 17, 2025
USD ($)
Dec. 31, 2024
USD ($)
Debt Instrument [Line Items]                  
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] Long-term debt, net Long-term debt, net             Long-term debt, net
Finance Lease, Liability $ 233               $ 132
Debt Instrument, Unamortized Discount (Premium), Net 2               16
Long-Term Debt and Lease Obligation, Including Current Maturities 13,389               7,486
Debt Issuance Costs, Net (83)               (37)
Total long-term debt, net 13,372               7,484
Long-term debt, net 13,372               7,484
Current maturities of long-term debt 17               2
Line of Credit Facility, Current Borrowing Capacity $ 2,500   $ 2,460       $ 2,000 $ 1,500  
Debt Instrument, Interest Rate During Period 11.865%                
Long-term debt, fair value $ 13,520               7,450
Parkland Acquisition                  
Debt Instrument [Line Items]                  
Debt Instrument, Face Amount         $ 2,580 $ 1,470      
Business Combination, Recognized Liability Assumed, Liability $ 3,650     $ 8,358          
Credit Facility                  
Debt Instrument [Line Items]                  
Long-term Line of Credit                 203
7.00% Senior Notes due 2028                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 7.000% senior notes due 2028                
Senior notes $ 500               500
5.750% Senior notes due 2025                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 5.750% senior notes due 2025                
Senior notes $ 0               600
Stated interest rate 5.75% 5.75%              
6.00% senior notes due 2026                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [1] 6.000% senior notes due 2026 (1)                
Senior notes [1] $ 500               500
6.00% senior notes due 2027                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 6.000% senior notes due 2027                
Senior notes $ 600               600
5.625% senior notes 2027                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 5.625% senior notes due 2027                
Senior notes $ 550               550
5.875% Senior Notes due 2028                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 5.875% senior notes due 2028                
Senior notes $ 400               400
Stated interest rate 5.875% 5.875%              
4.50% senior notes due 2029                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 4.500% senior notes due 2029                
Senior notes $ 800               800
7.00% senior notes due 2029                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 7.000% senior notes due 2029                
Senior notes $ 750               750
4.50% senior notes due 2030                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 4.500% senior notes due 2030                
Senior notes $ 800               800
6.375% senior notes due 2030                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 6.375% senior notes due 2030                
Senior notes $ 600               600
7.25% senior notes due 2032                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 7.250% senior notes due 2032                
Senior notes $ 750               750
GoZone Bonds                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description GoZone Bonds                
Senior notes $ 322               322
Series 2008                  
Debt Instrument [Line Items]                  
Senior notes $ 56                
Stated interest rate | Rate 6.10% 6.10%              
Series 2010                  
Debt Instrument [Line Items]                  
Senior notes $ 100                
Stated interest rate | Rate 6.35% 6.35%              
Series 2010A                  
Debt Instrument [Line Items]                  
Senior notes $ 43                
Stated interest rate | Rate 6.35% 6.35%              
Series 2010B                  
Debt Instrument [Line Items]                  
Senior notes $ 48                
Stated interest rate | Rate 6.10% 6.10%              
Series 2011                  
Debt Instrument [Line Items]                  
Senior notes $ 75                
Stated interest rate | Rate 3.70% 3.70%              
3.875% CAD senior notes due 2026                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 3.875% CAD senior notes due 2026 (1)(2)                
Senior notes $ 400               0
5.875% senior notes due 2027                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [2] 5.875% senior notes due 2027 (2)                
Senior notes [2] $ 499               0
6.00% CAD senior notes due 2028                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [2] 6.000% CAD senior notes due 2028 (2)                
Senior notes [2] $ 277               0
4.375% CAD senior notes due 2029                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [2] 4.375% CAD senior notes due 2029 (2)                
Senior notes [2] $ 397               0
4.500% senior notes due 2029                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [2] 4.500% senior notes due 2029 (2)                
Senior notes [2] $ 790               0
4.625% senior notes due 2030                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [2] 4.625% senior notes due 2030 (2)                
Senior notes [2] $ 798               0
5.625% senior notes due 2031                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 5.625% senior notes due 2031                
Senior notes $ 1,000               0
Stated interest rate 5.625% 5.625%              
6.625% senior notes due 2032                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [2] 6.625% senior notes due 2032 (2)                
Senior notes [2] $ 493               0
6.250% senior notes due 2033                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 6.250% senior notes due 2033                
Senior notes $ 1,000               0
Stated interest rate 6.25% 6.25%              
5.875% senior notes due 2034                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description 5.875% senior notes due 2034                
Senior notes $ 900               0
Stated interest rate 5.875% 5.875%              
PKI CAD Notes | Parkland Acquisition                  
Debt Instrument [Line Items]                  
Debt Instrument, Face Amount $ 1,600 $ 2,600              
Parkland 6.250% senior notes due 2032                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [3] Parkland 6.625% senior notes due 2032 (3)                
Senior notes [3] $ 7               0
Parkland 4.625% senior notes due 2030                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [3] Parkland 4.625% senior notes due 2030 (3)                
Senior notes [3] $ 2               0
Parkland 4.500% senior notes due 2029                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [3] Parkland 4.500% senior notes due 2029 (3)                
Senior notes [3] $ 10               0
Parkland 4.375% CAD senior notes due 2029                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [3] Parkland 4.375% CAD senior notes due 2029 (3)                
Senior notes [3] $ 40               0
Parkland 6.000% CAD senior notes due 2028                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [3] Parkland 6.000% CAD senior notes due 2028 (3)                
Senior notes [3] $ 14               0
Parkland 5.875% senior notes due 2027                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [3] Parkland 5.875% senior notes due 2027 (3)                
Senior notes [3] $ 1               0
Parkland 3.875% CAD senior notes due 2026                  
Debt Instrument [Line Items]                  
Long-Term Debt, Description [1],[3] Parkland 3.875% CAD senior notes due 2026 (1)(3)                
Senior notes [1],[3] $ 37               $ 0
Senior notes due before 12/31/2026 classified as long-term debt                  
Debt Instrument [Line Items]                  
Long-Term Debt, Current Maturities 937                
Not tendered in the private exchange                  
Debt Instrument [Line Items]                  
Senior notes $ 111                
[1] As of December 31, 2025, $937 million aggregate principal amount of senior notes due before December 31, 2026 were classified as long-term as management has the intent and ability to refinance the borrowings on a long-term basis.
[2]
(2)These senior notes, totaling $3.65 billion as of December 31, 2025, were assumed and exchanged by the Partnership in connection with the closing of the Parkland Acquisition. For additional information, see “Parkland Senior Note Exchange” below.
[3]
(3)These senior notes, totaling $111 million as of December 31, 2025, represent the aggregate principal amounts not tendered in the private exchange offers and remain outstanding obligations of Parkland. For additional information, see “Parkland Senior Note Exchange” below.
v3.25.4
Debt Obligations - Maturities (Details)
$ in Millions
Dec. 31, 2025
USD ($)
Debt Disclosure [Abstract]  
2026 $ 954
2027 1,661
2028 1,202
2029 2,797
2030 2,206
Thereafter 4,650
Total debt $ 13,470
v3.25.4
Debt Obligations - Senior Notes (Details) - USD ($)
$ in Millions
Dec. 31, 2025
Dec. 31, 2024
Nustar Logistics    
Debt Instrument [Line Items]    
Senior notes $ 2,250  
GoZone Bonds    
Debt Instrument [Line Items]    
Senior notes 322 $ 322
5.875% Senior Notes due 2028    
Debt Instrument [Line Items]    
Senior notes $ 400 400
Stated interest rate 5.875%  
5.750% Senior notes due 2025    
Debt Instrument [Line Items]    
Senior notes $ 0 600
Stated interest rate 5.75%  
5.750% Senior notes due 2025 | Nustar Logistics    
Debt Instrument [Line Items]    
Stated interest rate 5.75%  
6.00% senior notes due 2026    
Debt Instrument [Line Items]    
Senior notes [1] $ 500 500
6.00% senior notes due 2026 | Nustar Logistics    
Debt Instrument [Line Items]    
Stated interest rate 6.00%  
5.625% senior notes due 2027 | Nustar Logistics    
Debt Instrument [Line Items]    
Stated interest rate 5.625%  
6.375% senior notes due 2030    
Debt Instrument [Line Items]    
Senior notes $ 600 $ 600
6.375% senior notes due 2030 | Nustar Logistics    
Debt Instrument [Line Items]    
Stated interest rate 6.375%  
Series 2011 GoZone Bonds    
Debt Instrument [Line Items]    
Senior notes $ 75  
Stated interest rate 3.70%  
[1] As of December 31, 2025, $937 million aggregate principal amount of senior notes due before December 31, 2026 were classified as long-term as management has the intent and ability to refinance the borrowings on a long-term basis.
v3.25.4
Debt Obligations - Revolving Credit Agreement (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Nov. 25, 2025
Aug. 08, 2025
Jun. 17, 2025
May 16, 2025
Dec. 31, 2024
Debt Instrument [Line Items]            
Line of Credit Facility, Current Borrowing Capacity $ 2,500 $ 2,460 $ 2,000 $ 1,500    
Long-term Line of Credit, Noncurrent $ 0          
Net Leverage Ratio 4.03          
Parkland | Sunoco LP            
Debt Instrument [Line Items]            
Line of Credit Facility, Maximum Borrowing Capacity $ 3,500          
Revolving Credit Facility [Member]            
Debt Instrument [Line Items]            
Leverage ratio (not more than) 5.00          
Debt Instrument, Covenant, Interest Coverage Ratio 2.25          
Revolving Credit Facility [Member] | Incremental Addition To Federal Funds Rate [Member]            
Debt Instrument [Line Items]            
Basis spread on variable rate 0.50%          
Revolving Credit Facility [Member] | Incremental Addition To One Month L I B O R [Member]            
Debt Instrument [Line Items]            
Basis spread on variable rate 1.00%          
Revolving Credit Facility [Member] | Minimum [Member]            
Debt Instrument [Line Items]            
Commitment fee on unused capacity 0.25%          
Business acquisition, total purchase price $ 50          
Revolving Credit Facility [Member] | Minimum [Member] | Applicable Margin On L I B O R Loan [Member]            
Debt Instrument [Line Items]            
Basis spread on variable rate 1.25%          
Revolving Credit Facility [Member] | Minimum [Member] | Applicable Margin On Base Rate Loan [Member]            
Debt Instrument [Line Items]            
Basis spread on variable rate 0.25%          
Revolving Credit Facility [Member] | Maximum [Member]            
Debt Instrument [Line Items]            
Commitment fee on unused capacity 0.35%          
Leverage ratio (not more than) 5.50          
Revolving Credit Facility [Member] | Maximum [Member] | Applicable Margin On L I B O R Loan [Member]            
Debt Instrument [Line Items]            
Basis spread on variable rate 2.25%          
Revolving Credit Facility [Member] | Maximum [Member] | Applicable Margin On Base Rate Loan [Member]            
Debt Instrument [Line Items]            
Basis spread on variable rate 1.25%          
Letter of Credit            
Debt Instrument [Line Items]            
Line of Credit Facility, Maximum Borrowing Capacity         $ 100  
Letter of Credit | Parkland Acquisition            
Debt Instrument [Line Items]            
Line of Credit Facility, Maximum Borrowing Capacity         250  
Bridge Loan            
Debt Instrument [Line Items]            
Line of Credit Facility, Maximum Borrowing Capacity         2,650  
Bridge Loan | Parkland Acquisition            
Debt Instrument [Line Items]            
Line of Credit Facility, Maximum Borrowing Capacity         $ 3,400  
Swingline Sublimit            
Debt Instrument [Line Items]            
Line of Credit Facility, Maximum Borrowing Capacity       100    
Swingline Sublimit | Parkland Acquisition            
Debt Instrument [Line Items]            
Line of Credit Facility, Maximum Borrowing Capacity       500    
Swingline Sublimit | Parkland Acquisition | Canada, Dollars            
Debt Instrument [Line Items]            
Line of Credit Facility, Maximum Borrowing Capacity       250    
Swingline Sublimit | Parkland Acquisition | United States of America, Dollars            
Debt Instrument [Line Items]            
Line of Credit Facility, Maximum Borrowing Capacity       $ 250    
External Credit Rating, Investment Grade [Member] | Revolving Credit Facility [Member] | Minimum [Member]            
Debt Instrument [Line Items]            
Basis spread on variable rate 0.125%          
External Credit Rating, Investment Grade [Member] | Revolving Credit Facility [Member] | Minimum [Member] | Applicable Margin On L I B O R Loan [Member]            
Debt Instrument [Line Items]            
Basis spread on variable rate 1.125%          
External Credit Rating, Investment Grade [Member] | Revolving Credit Facility [Member] | Minimum [Member] | Applicable Margin On Base Rate Loan [Member]            
Debt Instrument [Line Items]            
Commitment fee on unused capacity 0.125%          
External Credit Rating, Investment Grade [Member] | Revolving Credit Facility [Member] | Maximum [Member]            
Debt Instrument [Line Items]            
Basis spread on variable rate 0.75%          
Commitment fee on unused capacity 0.35%          
External Credit Rating, Investment Grade [Member] | Revolving Credit Facility [Member] | Maximum [Member] | Applicable Margin On L I B O R Loan [Member]            
Debt Instrument [Line Items]            
Basis spread on variable rate 1.75%          
Credit Facility            
Debt Instrument [Line Items]            
Long-term Line of Credit           $ 203
Revolving Credit Facility [Member] | Revolving Credit Facility [Member]            
Debt Instrument [Line Items]            
Weighted Average Interest Rate, Amount Outstanding, 2018 Revolver 6.38%          
Standby letters $ 26          
Long-term Line of Credit 0          
Unused borrowing capacity $ 2,470          
v3.25.4
Debt Obligations - Sale Leaseback Financing Obligation and Fair Value (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Debt Instrument [Line Items]    
Long-term Debt and Lease Obligation, Including Current Maturities $ 13,389 $ 7,486
Long-term debt, fair value 13,520 7,450
Finance Lease, Liability $ 87 47
Debt Instrument, Interest Rate During Period 11.865%  
Southside Oil, LLC    
Debt Instrument [Line Items]    
Debt Instrument, Minimum Lease Payments, Sale Leaseback Transactions $ 145 $ 85
v3.25.4
Other Non-Current Liabilities - Other Noncurrent Liabilities (Details) - USD ($)
$ in Millions
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Other Liabilities Disclosure [Abstract]      
Reserve for underground storage tank removal $ 254 $ 84 $ 84
Accrued environmental expense, long-term 158 21  
Other 100 53  
Other noncurrent liabilities $ 512 $ 158  
v3.25.4
Other Non-Current Liabilities - Change in Assets Retirement Obligations (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Other Commitments [Line Items]    
Balance at beginning of year $ 84 $ 84
Liabilities incurred 0 4
Liabilities settled (3) (8)
Accretion expense 7 4
Balance at end of year 254 84
Parkland Acquisition    
Other Commitments [Line Items]    
Liabilities incurred $ 166 $ 0
v3.25.4
Related Party Transactions (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Related Party Transaction [Line Items]      
Sales Revenue From Wholesale Fuel Sales To Affiliates $ 24 $ 28 $ 42
Bulk Fuel Purchases From Affiliates 1,249 1,463 1,661
Reimbursement from Limited Partnership Investment $ 43 $ 35 $ 34
v3.25.4
Revenue - Disaggregation of Revenue (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Disaggregation of Revenue [Line Items]      
Revenues $ 25,201 $ 22,693 $ 23,068
External Revenue [Member]      
Disaggregation of Revenue [Line Items]      
Revenues 25,201 22,693 23,068
External Revenue [Member] | Fuel      
Disaggregation of Revenue [Line Items]      
Revenues 23,290 21,362 22,520
External Revenue [Member] | Non-fuel      
Disaggregation of Revenue [Line Items]      
Revenues 442 294 284
External Revenue [Member] | Terminal throughput      
Disaggregation of Revenue [Line Items]      
Revenues 117 102 61
External Revenue [Member] | Other      
Disaggregation of Revenue [Line Items]      
Revenues 385 353 52
External Revenue [Member] | Lease Income [Member]      
Disaggregation of Revenue [Line Items]      
Revenues 130 125 151
External Revenue [Member] | Pipeline throughput      
Disaggregation of Revenue [Line Items]      
Revenues 660 457 0
External Revenue [Member] | Refinery      
Disaggregation of Revenue [Line Items]      
Revenues $ 177 $ 0 $ 0
v3.25.4
Revenue - Contract Balances with Customers (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Disaggregation of Revenue [Line Items]      
Contract assets $ 480 $ 288 $ 256
Contract liabilities 125 39 0
Deferred Revenue, Additions (40) (26)  
Deferred Revenue, Revenue Recognized (38) (39)  
NuStar Acquisition      
Disaggregation of Revenue [Line Items]      
Deferred Revenue, Additions   (78)  
Zenith European Terminals acquisition      
Disaggregation of Revenue [Line Items]      
Deferred Revenue, Additions   (3)  
Parkland Acquisition      
Disaggregation of Revenue [Line Items]      
Deferred Revenue, Additions (84)    
ET-S Permian      
Disaggregation of Revenue [Line Items]      
Deferred Revenue, Additions   (29)  
Long-term Contract with Customer [Member]      
Disaggregation of Revenue [Line Items]      
Accounts receivable from contracts with customers $ 1,686 $ 1,084 $ 809
v3.25.4
Revenue - Narrative (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Revenue from Contract with Customer [Abstract]      
Capitalized Contract Cost, Amortization $ 41 $ 35 $ 29
Concentration Risk [Line Items]      
Revenues 25,201 22,693 $ 23,068
Lease Income [Member] | Terminals      
Concentration Risk [Line Items]      
Revenues $ 47 $ 31  
7-Eleven | Customer Concentration Risk | Revenue Benchmark      
Concentration Risk [Line Items]      
Concentration Risk, Percentage 13.00% 18.00% 20.00%
v3.25.4
Revenue - Remaining Performance Obligations (Details)
$ in Millions
Dec. 31, 2025
USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Amount $ 1,145
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year 2026
Revenue, Remaining Performance Obligation, Amount $ 336
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year 2027
Revenue, Remaining Performance Obligation, Amount $ 195
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 2 years
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year 2028
Revenue, Remaining Performance Obligation, Amount $ 161
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 3 years
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year 2029
Revenue, Remaining Performance Obligation, Amount $ 114
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 4 years
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2030-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year 2030
Revenue, Remaining Performance Obligation, Amount $ 100
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 5 years
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2031-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Amount $ 239
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 6 years
v3.25.4
Commitments and Contingencies - Narrative (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Loss Contingencies [Line Items]    
Accrual for Environmental Loss Contingencies $ 168 $ 28
Environmental Remediation Insurance Per Occurrence $ 15  
Environmental Loss Contingency, Statement of Financial Position [Extensible Enumeration] Other Liabilities  
NEW YORK    
Loss Contingencies [Line Items]    
Excise Taxes Collected $ 20  
v3.25.4
Lease Accounting (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Operating Leased Assets [Line Items]      
Property Subject to or Available for Operating Lease, Net $ 1,941 $ 1,223  
Accumulated depreciation (1,848) (1,240)  
2026 256    
2027 211    
2028 186    
2029 161    
2030 144    
Thereafter 1,498    
Lease Liabilities, Due 2,456    
Less: interest 903    
Present value of lease liabilities 1,553    
Lessee, Operating Lease, Liability, Undiscounted Excess Amount 873    
Finance Lease, Liability, Undiscounted Excess Amount 30    
Finance Lease, Liability, Payment, Due 117    
Present value of lease liabilities - Operating leases 1,466    
Finance Lease, Liability 87 47  
2026 240    
2026 16    
2027 196    
2027 15    
2028 171    
2028 15    
2029 149    
2029 12    
2030 138    
2030 6    
Operating lease - Thereafter 1,445    
Finance lease - Thereafter 53    
2026 154    
2027 124    
2028 98    
2029 78    
2030 68    
Lessor, Operating Lease, Payment to be Received, after Year Five 369    
Lessor, Operating Lease, Payments to be Received 891    
Operating Lease, Cost 96 50  
Finance lease cost - Amortization of leased assets 4 1  
Finance Lease, Interest Expense 3 2  
Short-Term Lease, Cost $ 7 $ 4  
Finance Lease, Weighted Average Discount Rate, Percent 5.00% 6.00%  
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability $ 280 $ 3 $ 0
Variable Lease, Cost 11 18  
Sublease Income 35 45  
Lease, Cost $ 86 $ 30  
Operating Lease, Weighted Average Remaining Lease Term 16 years 19 years  
Finance Lease, Weighted Average Remaining Lease Term 11 years 18 years  
Operating Lease, Weighted Average Discount Rate, Percent 6.00% 6.00%  
Property Subject to or Available for Operating Lease, Gross $ 2,770 $ 1,672  
Operating Lease, Payments 92 49  
Finance Lease, Interest Payment on Liability 4 1  
Finance Lease, Principal Payments 1 1  
Right-of-Use Asset Obtained in Exchange for Finance Lease Liability 1 0  
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability 279 3  
Lessee, Operating Lease, Liability, Payments, Due 2,339    
leased to third parties      
Operating Leased Assets [Line Items]      
Accumulated depreciation $ (829) (449)  
Terminal facilities, tank cars, office space, land and equipment      
Operating Leased Assets [Line Items]      
Lessor, Operating Lease, Term of Contract 5 years    
Minimum [Member]      
Operating Leased Assets [Line Items]      
Lessee, Operating Lease, Renewal Term 5 years    
Minimum [Member] | Terminal facilities, tank cars, office space, land and equipment      
Operating Leased Assets [Line Items]      
Lessee, Operating Lease, Term of Contract 5 years    
Maximum [Member]      
Operating Leased Assets [Line Items]      
Lessee, Operating Lease, Renewal Term 10 years    
Maximum [Member] | Terminal facilities, tank cars, office space, land and equipment      
Operating Leased Assets [Line Items]      
Lessee, Operating Lease, Term of Contract 15 years    
Buildings, equipment and leasehold improvements (1 to 40 years)      
Operating Leased Assets [Line Items]      
Property Subject to or Available for Operating Lease, Gross $ 1,045 556  
Land and Land Improvements      
Operating Leased Assets [Line Items]      
Property Subject to or Available for Operating Lease, Gross 698 513  
Product storage and related facilities      
Operating Leased Assets [Line Items]      
Property Subject to or Available for Operating Lease, Gross 410 283  
Other      
Operating Leased Assets [Line Items]      
Property Subject to or Available for Operating Lease, Gross 81 39  
Construction Work in Process      
Operating Leased Assets [Line Items]      
Property Subject to or Available for Operating Lease, Gross 54 64  
Pipelines      
Operating Leased Assets [Line Items]      
Property Subject to or Available for Operating Lease, Gross 377 217  
Right of way      
Operating Leased Assets [Line Items]      
Property Subject to or Available for Operating Lease, Gross $ 105 $ 0  
v3.25.4
Interest Expense, net (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Interest Income (Expense), Operating [Abstract]      
Interest expense $ 535 $ 380 $ 212
Amortization of deferred financing fees 27 24 [1] 8 [1]
Interest income (21) (13) (3)
Interest expense, net $ 541 $ 391 $ 217
[1] See Note 1 regarding change in reporting entity.
v3.25.4
Income Tax Expense - Components of Tax Expense (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Income (Loss), Including Portion Attributable to Noncontrolling Interest, before Tax $ 589 $ 1,049 $ 430
Federal 18 152 16
State (1) 37 7
Total current income tax expense 24 189 23
Federal 18 (19) 9
State (8) 5 4
Total deferred tax expense (benefit) 34 (14) [1] 13 [1]
Income tax expense 58 175 36
Income (Loss), Including Portion Attributable to Noncontrolling Interest, before Tax 589 1,049 430
Current Foreign Tax Expense (Benefit) 7 0 0
Deferred Foreign Income Tax Expense (Benefit) 24 0 0
Excluding federal tax credits purchased from non-governmental third parties      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Income Taxes Paid, Net 3 135 29
Federal | Excluding federal tax credits purchased from non-governmental third parties      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Income Taxes Paid, Net (68) 105 21
PENNSYLVANIA | Excluding federal tax credits purchased from non-governmental third parties      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Income Taxes Paid, Net 2 7 2
NEW JERSEY | Excluding federal tax credits purchased from non-governmental third parties      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Income Taxes Paid, Net 2 12 3
Other states | Excluding federal tax credits purchased from non-governmental third parties      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Income Taxes Paid, Net 3 11 3
CANADA | Excluding federal tax credits purchased from non-governmental third parties      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Income Taxes Paid, Net 62 0 0
Other Foreign | Excluding federal tax credits purchased from non-governmental third parties      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Income Taxes Paid, Net 2 0 0
UNITED STATES      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Income (Loss), Including Portion Attributable to Noncontrolling Interest, before Tax 397 1,040 430
Income (Loss), Including Portion Attributable to Noncontrolling Interest, before Tax 397 1,040 430
Non-US      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Income (Loss), Including Portion Attributable to Noncontrolling Interest, before Tax 192 9 0
Income (Loss), Including Portion Attributable to Noncontrolling Interest, before Tax $ 192 $ 9 $ 0
[1] See Note 1 regarding change in reporting entity.
v3.25.4
Income Tax Expense - Effective Income Tax Rate Reconciliation (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Income Tax Expense (Benefit), Effective Income Tax Rate Reconciliation, Amount [Abstract]      
Effective Income Tax Rate Reconciliation at Federal Statutory Income Tax Rate, Amount $ 124 $ 220 $ 90
Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Amount [1] 3 33 9
Effective Income Tax Rate Reconciliation, Other Adjustments, Amount 2 5 0
Income tax expense $ 58 $ 175 $ 36
Effective Income Tax Rate Reconciliation, Percent 9.97% 16.62% 8.41%
Effective Income Tax Rate Reconciliation, Other Adjustments, Percent 0.31% 0.48% 0.00%
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent 21.00% 21.00% 21.00%
Effective Income Tax Rate Reconciliation, Noncontrolling Interest Income (Loss), Percent (1.50%) 0.00% 0.00%
Effective Income Tax Rate Reconciliation, Noncontrolling Interest Income (Loss), Amount $ (9) $ 0 $ 0
Effective Income Tax Rate Reconciliation, Predecessor Equity, Income (Loss), Amount $ 78 $ 84 $ 64
Effective Income Tax Rate Reconciliation, Predecessor Equity, Income (Loss), Percent 0.1320 0.0804 0.1485
Effective Income Tax Rate Reconciliation, Tax Exempt Income, Percent (0.93%) 0.00% 0.00%
Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent [1] 0.59% 3.11% 2.11%
Effective Income Tax Rate Reconciliation, Tax Credit, Foreign, Amount $ (4) $ 0 $ 0
Effective Income Tax Rate Reconciliation, Tax Settlement, Foreign, Percent (0.68%) 0.00% 0.00%
Effective Income Tax Rate Reconciliation, Cross-Border Tax Effect, Amount $ 6 $ 0 $ 0
Effective Income Tax Rate Reconciliation, Cross-Border Tax Effect, Percent 1.06% 0.00% 0.00%
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount $ 15 $ 0 $ 0
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Percent 2.63% 0.00% 0.00%
Effective Income Tax Rate Reconciliation, Tax Credit, Amount $ (4) $ 0 $ 0
Effective Income Tax Rate Reconciliation, Tax Credit, Percent (0.64%) 0.00% 0.00%
Effective Income Tax Rate Reconciliation, Tax Exempt Income, Amount $ (5) $ 0 $ 0
Changes in unrecognized tax benefits - state apportionment position, amounts $ (10) $ 1 $ 1
Changes in unrecognized tax benefits - state apportionment positions, percent (1.67%) 0.07% 0.15%
[1] State taxes that made up the majority (greater than 50 percent) of the tax effect in this category were Pennsylvania in 2025, New Jersey, Pennsylvania and New York in 2024, and Pennsylvania, Hawaii and New Jersey in 2023.
v3.25.4
Income Tax Expense - Deferred Taxes (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Income Tax Disclosure [Abstract]      
Net deferred income tax liabilities $ 1,135 $ 157  
Unrecognized Tax Benefits 3 11 $ 11
Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions 8    
Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions $ (8) $ 0  
v3.25.4
Income Tax Expense - Additional Information (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Operating Loss Carryforwards [Line Items]      
Unrecognized Tax Benefits that Would Impact Effective Tax Rate $ 3    
Unrecognized Tax Benefits that would Impact Effective Tax Rate, Net of Federal Benefits 2    
Income Tax Examination, Penalties and Interest Expense 3    
Income Tax Examination, Penalties and Interest Accrued   $ 1  
Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions $ 8    
Income Tax Examination, Description The IRS closed its audit of a 2018 income tax refund claim filed by a wholly owned subsidiary of Sunoco with no change. In general, Sunoco and its U.S. subsidiaries are no longer subject to examination by the IRS and most state jurisdictions for the 2020 and prior tax years. Sunoco’s non-U.S. subsidiaries may be subject to examination in their local taxing jurisdictions for periods ranging from 3 to 12 years from the date the tax return is filed.    
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount $ 62    
Cash paid for federal tax credits purchased from non-governmental third parties 41 $ 47 $ 0
Sunoco Retail LLC      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards 287    
Sunoco Retail LLC | Limited Under IRC §382      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards 206    
Sunoco Retail LLC | separate return limitation year      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards 35    
Corporate subsidiaries      
Operating Loss Carryforwards [Line Items]      
Deferred Tax Asset, Interest Carryforward 159    
SunocoCorp      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards 9    
Deferred Tax Asset, Interest Carryforward 4    
Foreign      
Operating Loss Carryforwards [Line Items]      
Tax Credit Carryforward, Valuation Allowance 52    
Foreign | Sunoco Retail LLC      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards 425    
Foreign | Sunoco Retail LLC | Expiration between 2026 and 2045      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards 279    
State | Corporate subsidiaries | Expiration between 2026 and 2044      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards 6    
Federeal      
Operating Loss Carryforwards [Line Items]      
Tax Credit Carryforward, Valuation Allowance $ 10    
v3.25.4
Income Tax Expense - Deferred Income Tax Liability (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Business Combination [Line Items]      
Deferred tax liabilities $ 1,135 $ 157  
Net of deferred income tax receivable      
Business Combination [Line Items]      
Increase (Decrease) in Deferred Liabilities (51) 18  
Deferred tax liabilities 957 151 $ 166
Net operating losses, credits and other carryforwards 233 16  
Other 49 18  
Deferred Tax Assets, Gross 282 34  
Deferred Tax Assets, Valuation Allowance (62) 0  
Deferred Income Tax Assets, Net 220 34  
Property, plant and equipment 846 49  
Trademarks and other intangibles 239 82  
Investments in affiliates 54 53  
Deferred Tax Liabilities, Other 38 1  
Deferred Tax Liabilities, Gross 1,177 185  
Parkland Acquisition | Net of deferred income tax receivable      
Business Combination [Line Items]      
Increase (Decrease) in Deferred Liabilities (755) 0  
NuStar Acquisition | Net of deferred income tax receivable      
Business Combination [Line Items]      
Increase (Decrease) in Deferred Liabilities $ 0 $ (3)  
v3.25.4
Members' Equity - Narrative (Details) - USD ($)
3 Months Ended 12 Months Ended
Nov. 19, 2025
Aug. 19, 2025
May 20, 2025
Feb. 19, 2025
Nov. 19, 2024
Aug. 19, 2024
May 20, 2024
Feb. 20, 2024
Nov. 20, 2023
Aug. 22, 2023
May 22, 2023
Feb. 21, 2023
Dec. 31, 2025
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Schedule of Partners' Capital [Line Items]                                
Limited partner interest, units outstanding (in units)                         51,517,198 51,517,198    
Distribution Made to Limited Liability Company (LLC) Member, Cash Distributions Declared                         $ 0.9317      
Proceeds from Issuance of Preferred Stock and Preference Stock                           $ 1,473,000,000 $ 0 $ 0
Per Unit Distribution (in dollars per unit) $ 0.9202 $ 0.9088 $ 0.8976 $ 0.8865 $ 0.8756 $ 0.8756 $ 0.8756 $ 0.8420 $ 0.8420 $ 0.8420 $ 0.8420 $ 0.8255        
Preferred Units, Description                           In September 2025, the Partnership closed a private offering of 1.5 million of its 7.875% Series A Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Units (the “Series A Preferred Units”) at an offering price of $1,000 per unit. The Partnership received net proceeds of approximately $1.47 billion from the sale of the Series A Preferred Units after deducting the initial purchasers' discount and other estimated offering expenses. The Partnership used the net proceeds from this private offering (i) on the closing date of the Parkland Acquisition to fund a portion of the cash consideration for the Parkland Acquisition, and (ii) prior to the closing date of the Parkland Acquisition, to temporarily reduce the borrowings outstanding under the Partnership's Credit Facility and to pay interest and fees in connection therewith.Distributions on the Series A Preferred Units will be cumulative from the date of original issuance and will be payable semi-annually in arrears commencing on March 18, 2026, when, as, and if declared by Sunoco GP LLC out of legally available funds for such purpose. An initial distribution on the Series A Preferred Units will be paid on March 18, 2026 in an amount equal to approximately $39.38 per Series A Preferred Unit.    
Energy Transfer Operating [Member]                                
Schedule of Partners' Capital [Line Items]                                
Percentage of membership interest                           13.90%    
Class D Units                                
Schedule of Partners' Capital [Line Items]                                
Percentage of membership interest                           100.00%    
Class C Units [Member]                                
Schedule of Partners' Capital [Line Items]                                
CASH DISTRIBUTION PER COMMON UNIT                         $ 0.8682      
Other Allocation Percentage, Distribution                         1.00% 1.00%    
Series A Preferred Units                                
Schedule of Partners' Capital [Line Items]                                
Preferred Units, Issued                         1,500,000 1,500,000    
Preferred Stock, Dividend Rate, Percentage                           7.875%    
Proceeds from Issuance of Preferred Stock and Preference Stock                           $ 1,470,000,000    
Shares Issued, Price Per Share                         $ 1,000 $ 1,000    
Per Unit Distribution (in dollars per unit)                           $ 39.38    
Class C Units Subsidiary [Member]                                
Schedule of Partners' Capital [Line Items]                                
Limited partner interest, units outstanding (in units)                         16,410,780 16,410,780    
Common Units [Member]                                
Schedule of Partners' Capital [Line Items]                                
Limited partner interest, units outstanding (in units)                         136,866,854 136,866,854 136,228,535 84,408,014
Class D Units                                
Schedule of Partners' Capital [Line Items]                                
Limited partner interest, units outstanding (in units)                         51,517,198 51,517,198    
Units of Partnership Interest, Description                           Class D Units (i) except as required by law and in addition to the voting rights established in the Partnership Agreement, are entitled to vote; (ii) shall represent limited partnership interests and common unit interests in the Partnership and shall be economically equivalent to other Partnership common units and no distribution may be made in respect of the Partnership’s common units unless an equal distribution is simultaneously made on the Class D Units; and (iii) provide dividend equalization rights for the period beginning on October 31, 2025 and ending December 31, 2027 (the “Equalization Period”), the Partnership shall ensure that SunocoCorp shall have cash necessary and sufficient to pay distributions on each SunocoCorp common unit for each quarter during the Equalization Period in an amount equal to 100% of the distributions paid by the Partnership on each Sunoco common unit during such quarter.    
Class C Units [Member]                                
Schedule of Partners' Capital [Line Items]                                
Units of Partnership Interest, Description                           Class C Units (i) are not convertible or exchangeable into Common Units or any other units of the Partnership and are non-redeemable; (ii) are entitled to receive distributions of available cash of the Partnership (other than available cash derived from or attributable to any distribution received by the Partnership from Sunoco Retail, the proceeds of any sale of the membership interests of Sunoco Retail, or any interest or principal payments received by the Partnership with respect to indebtedness of Sunoco Retail or its subsidiaries) at a fixed rate equal to $0.8682 per quarter for each Class C Unit outstanding; (iii) do not have the right to vote on any matter except as otherwise required by any non-waivable provision of law; (iv) are not allocated any items of income, gain, loss, deduction or credit attributable to the Partnership’s ownership of, or sale or other disposition of, the membership interests of Sunoco Retail, or the Partnership’s ownership of any indebtedness of Sunoco Retail or any of its subsidiaries (“Sunoco Retail Items”); (v) will be allocated gross income (other than from Sunoco Retail Items) in an amount equal to the cash distributed to the holders of Class C Units and (vi) will be allocated depreciation, amortization and cost recovery deductions as if the Class C Units were Common Units and 1% of certain allocations of net termination gain (other than from Sunoco Retail Items).Pursuant to the terms described above, these distributions do not have an impact on the Partnership’s consolidated cash flows and as such, are excluded from total cash distributions and allocation of limited partners’ interest in net income.    
Common Units Affiliated [Member]                                
Schedule of Partners' Capital [Line Items]                                
Common units outstanding (in units)                         28,463,967 28,463,967    
Common Units - Public [Member]                                
Schedule of Partners' Capital [Line Items]                                
Common units outstanding (in units)                         108,402,887 108,402,887    
v3.25.4
Members' Equity - Common Unit Activity (Details) - shares
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Increase (Decrease) in Partners' Capital [Roll Forward]    
Number of common units at end of year (in units) 51,517,198  
Common Units [Member]    
Increase (Decrease) in Partners' Capital [Roll Forward]    
Number of common units at beginning of year (in units) 136,228,535 84,408,014
Phantom unit vesting (in units) 294,897 277,421
Number of common units at end of year (in units) 136,866,854 136,228,535
Partners' Capital Account, Units, Acquisitions 343,422 51,543,100
v3.25.4
Members' Equity - Incentive Distribution Rights (Details)
12 Months Ended
Dec. 31, 2025
$ / shares
Minimum Quarterly Distribution [Member]  
Distribution Made To Limited Partner [Line Items]  
Incentive Distribution Quarterly Distribution Target Amount (in dollars per unit) $ 0.4375
First Target Distribution [Member] | Minimum [Member]  
Distribution Made To Limited Partner [Line Items]  
Incentive Distribution Quarterly Distribution Target Amount (in dollars per unit) 0.4375
First Target Distribution [Member] | Maximum [Member]  
Distribution Made To Limited Partner [Line Items]  
Incentive Distribution Quarterly Distribution Target Amount (in dollars per unit) 0.503125
Second Target Distribution [Member] | Minimum [Member]  
Distribution Made To Limited Partner [Line Items]  
Incentive Distribution Quarterly Distribution Target Amount (in dollars per unit) 0.503125
Second Target Distribution [Member] | Maximum [Member]  
Distribution Made To Limited Partner [Line Items]  
Incentive Distribution Quarterly Distribution Target Amount (in dollars per unit) 0.546875
Third Target Distribution [Member] | Minimum [Member]  
Distribution Made To Limited Partner [Line Items]  
Incentive Distribution Quarterly Distribution Target Amount (in dollars per unit) 0.546875
Third Target Distribution [Member] | Maximum [Member]  
Distribution Made To Limited Partner [Line Items]  
Incentive Distribution Quarterly Distribution Target Amount (in dollars per unit) 0.656250
Distributions Thereafter [Member]  
Distribution Made To Limited Partner [Line Items]  
Incentive Distribution Quarterly Distribution Target Amount (in dollars per unit) $ 0.65625
Common Units [Member] | Minimum Quarterly Distribution [Member]  
Distribution Made To Limited Partner [Line Items]  
Marginal percentage interest in distributions 100.00%
Common Units [Member] | First Target Distribution [Member]  
Distribution Made To Limited Partner [Line Items]  
Marginal percentage interest in distributions 100.00%
Common Units [Member] | Second Target Distribution [Member]  
Distribution Made To Limited Partner [Line Items]  
Marginal percentage interest in distributions 85.00%
Common Units [Member] | Third Target Distribution [Member]  
Distribution Made To Limited Partner [Line Items]  
Marginal percentage interest in distributions 75.00%
Common Units [Member] | Distributions Thereafter [Member]  
Distribution Made To Limited Partner [Line Items]  
Marginal percentage interest in distributions 50.00%
Subordinated Units [Member] | Second Target Distribution [Member]  
Distribution Made To Limited Partner [Line Items]  
Marginal percentage interest in distributions 15.00%
Subordinated Units [Member] | Third Target Distribution [Member]  
Distribution Made To Limited Partner [Line Items]  
Marginal percentage interest in distributions 25.00%
Subordinated Units [Member] | Distributions Thereafter [Member]  
Distribution Made To Limited Partner [Line Items]  
Marginal percentage interest in distributions 50.00%
v3.25.4
Members' Equity - Cash Distributions (Details) - USD ($)
$ / shares in Units, $ in Millions
Feb. 19, 2026
Nov. 19, 2025
Aug. 19, 2025
May 20, 2025
Feb. 19, 2025
Nov. 19, 2024
Aug. 19, 2024
May 20, 2024
Feb. 20, 2024
Nov. 20, 2023
Aug. 22, 2023
May 22, 2023
Feb. 21, 2023
Distribution Made To Limited Partner [Line Items]                          
Per Unit Distribution (in dollars per unit)   $ 0.9202 $ 0.9088 $ 0.8976 $ 0.8865 $ 0.8756 $ 0.8756 $ 0.8756 $ 0.8420 $ 0.8420 $ 0.8420 $ 0.8420 $ 0.8255
Cash distributions to predecessor equity and noncontrolling interests, including incentive distributions   $ 126 $ 124 $ 122 $ 121 $ 119 $ 119 $ 119 $ 71 $ 71 $ 71 $ 71 $ 69
Subsequent Event [Member]                          
Distribution Made To Limited Partner [Line Items]                          
Per Unit Distribution (in dollars per unit) $ 0.9317                        
General Partner [Member]                          
Distribution Made To Limited Partner [Line Items]                          
Cash distributions to predecessor equity and noncontrolling interests, including incentive distributions   42 41 39 37 36 36 36 19 19 19 19 18
General Partner [Member] | Subsequent Event [Member]                          
Distribution Made To Limited Partner [Line Items]                          
Cash distributions to predecessor equity and noncontrolling interests, including incentive distributions $ 60                        
Class D Common Units                          
Distribution Made To Limited Partner [Line Items]                          
Cash distributions to predecessor equity and noncontrolling interests, including incentive distributions   $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0
Class D Common Units | Subsequent Event [Member]                          
Distribution Made To Limited Partner [Line Items]                          
Cash distributions to predecessor equity and noncontrolling interests, including incentive distributions 48                        
Common Units [Member] | Subsequent Event [Member]                          
Distribution Made To Limited Partner [Line Items]                          
Cash distributions to predecessor equity and noncontrolling interests, including incentive distributions $ 128                        
v3.25.4
Members' Equity - AOCI (Details)
$ in Millions
12 Months Ended
Dec. 31, 2025
USD ($)
Equity [Abstract]  
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax $ (6)
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss) Arising During Period, after Tax 0
AOCI Including Portion Attributable to Noncontrolling Interest, Tax $ (6)
v3.25.4
Employee Benefit Plans - Change in Benefit Obligation (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Pension Plan      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Defined Benefit Plan, Benefit Obligation $ 0 $ 137 $ 0
Defined Benefit Plan, Benefit Obligation, Business Combination 0 152  
Defined Benefit Plan, Plan Assets, Amount 27 160 0
Defined Benefit Plan, Plan Assets, Business Combination 0 178  
Defined Benefit Plan, Funded (Unfunded) Status of Plan (27) (23)  
Liability, Defined Benefit Plan, Current 0 (1)  
Defined Benefit Plan, Amounts for Asset (Liability) Recognized in Statement of Financial Position 27 23  
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, before Tax 0 (9)  
Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), before Tax 0 0  
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, after Tax 0 (9)  
Defined Benefit Plan, Service Cost 0 1  
Defined Benefit Plan, Interest Cost 3 5  
Defined Benefit Plan, Benefit Obligation, Increase (Decrease) for Plan Amendment 0 0  
Defined Benefit Plan, Benefit Obligation, Benefits Paid (136) (36)  
Defined Benefit Plan, Benefit Obligation, Actuarial Gain (Loss) (4) 15  
Defined Benefit Plan, Plan Assets, Increase (Decrease) for Actual Return (Loss) 2 12  
Defined Benefit Plan, Plan Assets, Contributions by Employer 1 5  
Defined Benefit Plan, Plan Assets, Benefits Paid (136) (35)  
Liability, Defined Benefit Plan, Noncurrent 0 0  
Pension Plan | Current Assets      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Assets for Plan Benefits, Defined Benefit Plan 27 0  
Pension Plan | Non-current Assets      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Assets for Plan Benefits, Defined Benefit Plan 0 24  
Other Postretirement Benefits Plan      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Defined Benefit Plan, Benefit Obligation 1 1 0
Defined Benefit Plan, Benefit Obligation, Business Combination 0 12  
Defined Benefit Plan, Plan Assets, Amount 0 0 $ 0
Defined Benefit Plan, Plan Assets, Business Combination 0 0  
Defined Benefit Plan, Funded (Unfunded) Status of Plan 1 1  
Liability, Defined Benefit Plan, Current 0 (1)  
Defined Benefit Plan, Amounts for Asset (Liability) Recognized in Statement of Financial Position (1) (1)  
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, before Tax 0 0  
Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), before Tax 0 11  
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, after Tax 0 11  
Defined Benefit Plan, Service Cost 0 0  
Defined Benefit Plan, Interest Cost 0 1  
Defined Benefit Plan, Benefit Obligation, Increase (Decrease) for Plan Amendment 0 (11)  
Defined Benefit Plan, Benefit Obligation, Benefits Paid 0 0  
Defined Benefit Plan, Benefit Obligation, Actuarial Gain (Loss) 0 (1)  
Defined Benefit Plan, Plan Assets, Increase (Decrease) for Actual Return (Loss) 0 0  
Defined Benefit Plan, Plan Assets, Contributions by Employer 0 0  
Defined Benefit Plan, Plan Assets, Benefits Paid 0 0  
Liability, Defined Benefit Plan, Noncurrent (1) 0  
Other Postretirement Benefits Plan | Current Assets      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Assets for Plan Benefits, Defined Benefit Plan 0 0  
Other Postretirement Benefits Plan | Non-current Assets      
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]      
Assets for Plan Benefits, Defined Benefit Plan $ 0 $ 0  
v3.25.4
Unit-Based Compensation - Additional Information Narrative (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Non-cash unit-based compensation expense $ 19 $ 17 [1] $ 17 [1]
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Outstanding, Number 303,179    
Sun LP Cash Restricted      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Units granted (in units) 217,432 134,225  
Phantom Share Units (PSUs) [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Fair value of phantom units vested in period $ 16 $ 14 $ 16
Unrecognized compensation expense from nonvested phantom units $ 68    
Units granted (in units) 730,078    
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms 3 years 2 months 1 day    
Phantom Share Units (PSUs) [Member] | SunocoCorp      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Fair value of phantom units vested in period $ 9    
Unrecognized compensation expense from nonvested phantom units $ 9    
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms 3 years 9 months 18 days    
Phantom Share Units (PSUs) [Member] | Share-based Payment Arrangement, Tranche One [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting percentage of phantom unit awards 60.00%    
Vesting period for phantom unit awards 3 years    
Phantom Share Units (PSUs) [Member] | Share-based Payment Arrangement, Tranche Two [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting percentage of phantom unit awards 40.00%    
Vesting period for phantom unit awards 5 years    
SunocoCorp Cash Restricted Units      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting period for phantom unit awards 3 years    
Units granted (in units) 61,171    
[1] See Note 1 regarding change in reporting entity.
v3.25.4
Unit-Based Compensation - Schedule of Unit Grants Outstanding (Details) - Phantom Share Units (PSUs) [Member]
12 Months Ended
Dec. 31, 2025
$ / shares
shares
Number of Phantom Common Units  
Beginning balance (in units) | shares 1,542,700
Units granted (in units) | shares 730,078
Units vested (in units) | shares 442,386
Units forfeited (in units) | shares 59,020
Ending balance (in units) | shares 1,771,372
Weighted-Average Grant Date Fair Value  
Beginning balance (in dollars per unit) $ 46.83
Units granted (in dollars per unit) 54.79
Units vested (in dollars per unit) 36.60
Units forfeited (in dollars per unit) 48.22
Ending balance (in dollars per unit) $ 52.49
SunocoCorp  
Number of Phantom Common Units  
Beginning balance (in units) | shares 0
Units vested (in units) | shares 0
Units forfeited (in units) | shares 0
Ending balance (in units) | shares 183,813
Weighted-Average Grant Date Fair Value  
Beginning balance (in dollars per unit) $ 0
Units granted (in dollars per unit) 51.24
Units vested (in dollars per unit) 0
Units forfeited (in dollars per unit) 0
Ending balance (in dollars per unit) $ 51.24
v3.25.4
Segment Reporting - Additional Information (Details)
$ in Millions
12 Months Ended
Dec. 31, 2025
USD ($)
segment
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Segment Reporting Information [Line Items]      
Gain (Loss) on Sale of Assets and Asset Impairment Charges $ (6) $ 45 [1] $ (7) [1]
Loss on extinguishment of debt 31 2 [1] 0 [1]
Unrealized gain on commodity derivatives (11) 12 (21)
Inventory valuation adjustments 156 86 [1] 114 [1]
Equity in earnings of unconsolidated affiliates (143) (60) [1] (5) [1]
Other non-cash adjustments (38) 32 22
Income tax expense 58 175 36
Adjusted EBITDA 2,047 1,457 964
Cost of Revenue 22,409 20,595 21,703
Revenues $ 25,201 22,693 23,068
ASSETS      
Number of Reportable Segments | segment 4    
UNITED STATES      
Segment Reporting Information [Line Items]      
Revenues $ 22,495 22,649 23,068
Foreign      
Segment Reporting Information [Line Items]      
Revenues 1,003 44 0
CANADA      
Segment Reporting Information [Line Items]      
Revenues 1,703 0 0
Intersegment Eliminations [Member]      
Segment Reporting Information [Line Items]      
Cost of Revenue (1,361) (1,029) (404)
Revenues $ (1,361) (1,029) (404)
Fuel Distribution      
ASSETS      
Segment Reporting, Description of All Other Segments Fuel Distribution. Our Fuel Distribution segment supplies motor fuel to independently-operated dealer stations, distributors, commission agents and other consumers. Also included in our Fuel Distribution segment is lease income from properties that we lease or sublease, as well as the Partnership’s credit card services, franchise royalties and retail operations in North America and the Greater Caribbean.    
Fuel Distribution | Operating Segments [Member]      
Segment Reporting Information [Line Items]      
Adjusted EBITDA $ 990 908 865
Cost of Revenue 22,419 20,635 21,761
Revenues $ 23,933 21,822 22,986
Pipeline Systems      
ASSETS      
Segment Reporting, Description of All Other Segments Pipeline Systems. Our Pipeline Systems segment includes an integrated pipeline and terminal network comprised of approximately 6,000 miles of refined product pipeline (including the pipeline of J.C. Nolan), approximately 6,000 miles of crude oil pipeline (including the pipelines of ET-S Permian), approximately 2,000 miles of ammonia pipeline and 69 terminals.    
Pipeline Systems | Operating Segments [Member]      
Segment Reporting Information [Line Items]      
Adjusted EBITDA $ 718 377 11
Cost of Revenue 13 30 (2)
Revenues $ 751 565 1
Terminals      
ASSETS      
Segment Reporting, Description of All Other Segments Terminals. Our Terminals segment is composed of four transmix processing facilities and 83 terminals (two in Europe, six in Hawaii, nine in Canada, 13 in the Greater Caribbean and 53 in the continental United States).    
Terminals | Operating Segments [Member]      
Segment Reporting Information [Line Items]      
Adjusted EBITDA $ 299 172 88
Cost of Revenue 904 959 348
Revenues $ 1,404 1,335 485
Refinery      
ASSETS      
Segment Reporting, Description of All Other Segments Refinery. Our Refinery segment is composed of the Burnaby Refinery, which was acquired in the Parkland Acquisition, with an operational capacity of approximately 55,000 barrels per day. The refinery consumes primarily sweet conventional crude oil and sweet synthetic crude oil to produce gasoline, diesel and jet fuel among other products. The refinery meets federal and provincial regulations for lower carbon intensity transportation fuels through a combination of co-processing of bio feedstocks (i.e. canola oil, tallow, tall oil and others) and blending of low-carbon intensity fuels such as bio-diesel, renewable diesel, ethanol and others. Fuel from the refinery is sold primarily through Sunoco-owned retail network in British Columbia (“BC”), directly to Vancouver International Airport, and to commercial and cardlock customers.    
Refinery | Operating Segments [Member]      
Segment Reporting Information [Line Items]      
Adjusted EBITDA $ 40 0 0
Cost of Revenue 434 0 0
Revenues $ 474 $ 0 $ 0
[1] See Note 1 regarding change in reporting entity.
v3.25.4
Segment Reporting (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Segment Reporting Information [Line Items]      
Revenues $ 25,201 $ 22,693 $ 23,068
Interest expense, net (541) (391) (217)
Non-cash unit-based compensation expense 19 17 [1] 17 [1]
Income Tax Expense (Benefit) (58) (175) (36)
Depreciation, amortization and accretion 688 368 [1] 187 [1]
Interest expense, net 541 391 217
Non-cash unit-based compensation expense (19) (17) [1] (17) [1]
Unrealized gain on commodity derivatives 11 (12) 21
Equity in earnings of unconsolidated affiliates (143) (60) [1] (5) [1]
Adjusted EBITDA related to unconsolidated affiliates 221 101 10
Loss on extinguishment of debt 31 2 [1] 0 [1]
Inventory valuation adjustments 156 86 [1] 114 [1]
Other non-cash adjustments (38) 32 22
Adjusted EBITDA 2,047 1,457 964
General and administrative 296 277 126
Other Nonoperating Income (Expense) 83 5 7
Gain on West Texas Sale 0 (586) [1] 0 [1]
Property, Plant and Equipment, Additions 577 344 215
Net income 531 874 [1] 394 [1]
Gain (Loss) on Sale of Assets and Asset Impairment Charges (6) 45 [1] (7) [1]
Excluding non-cash compensation      
Segment Reporting Information [Line Items]      
Operating expenses, excluding non-cash compensation 874 611 419
General and administrative 282 266 114
Includes Adjusted EBITDA from unconsolidated affiliates, unrealized gains and losses on commodity derivatives, inventory valuation adjustments and other less significant items      
Segment Reporting Information [Line Items]      
Other Nonoperating Income (Expense) [2] (411) (236) (132)
External Revenue [Member]      
Segment Reporting Information [Line Items]      
Revenues 25,201 22,693 23,068
Fuel Distribution      
Segment Reporting Information [Line Items]      
Property, Plant and Equipment, Additions 339 231 182
Pipeline Systems      
Segment Reporting Information [Line Items]      
Property, Plant and Equipment, Additions 87 44 5
Terminals      
Segment Reporting Information [Line Items]      
Property, Plant and Equipment, Additions 124 69 28
Refinery      
Segment Reporting Information [Line Items]      
Property, Plant and Equipment, Additions 27 0 0
Operating Segments [Member] | Fuel Distribution      
Segment Reporting Information [Line Items]      
Revenues 23,933 21,822 22,986
Adjusted EBITDA 990 908 865
Operating Segments [Member] | Fuel Distribution | Excluding non-cash compensation      
Segment Reporting Information [Line Items]      
Operating expenses, excluding non-cash compensation 492 325 350
General and administrative 206 88 113
Operating Segments [Member] | Fuel Distribution | Includes Adjusted EBITDA from unconsolidated affiliates, unrealized gains and losses on commodity derivatives, inventory valuation adjustments and other less significant items      
Segment Reporting Information [Line Items]      
Other Nonoperating Income (Expense) [2] (174) (134) (103)
Operating Segments [Member] | Fuel Distribution | External Revenue [Member]      
Segment Reporting Information [Line Items]      
Revenues 23,862 21,781 22,955
Operating Segments [Member] | Pipeline Systems      
Segment Reporting Information [Line Items]      
Revenues 751 565 1
Adjusted EBITDA 718 377 11
Operating Segments [Member] | Pipeline Systems | Excluding non-cash compensation      
Segment Reporting Information [Line Items]      
Operating expenses, excluding non-cash compensation 196 136 2
General and administrative 42 123 0
Operating Segments [Member] | Pipeline Systems | Includes Adjusted EBITDA from unconsolidated affiliates, unrealized gains and losses on commodity derivatives, inventory valuation adjustments and other less significant items      
Segment Reporting Information [Line Items]      
Other Nonoperating Income (Expense) [2] (218) (101) (10)
Operating Segments [Member] | Pipeline Systems | External Revenue [Member]      
Segment Reporting Information [Line Items]      
Revenues 729 562 1
Operating Segments [Member] | Terminals      
Segment Reporting Information [Line Items]      
Revenues 1,404 1,335 485
Adjusted EBITDA 299 172 88
Operating Segments [Member] | Terminals | Excluding non-cash compensation      
Segment Reporting Information [Line Items]      
Operating expenses, excluding non-cash compensation 181 150 67
General and administrative 33 55 1
Operating Segments [Member] | Terminals | Includes Adjusted EBITDA from unconsolidated affiliates, unrealized gains and losses on commodity derivatives, inventory valuation adjustments and other less significant items      
Segment Reporting Information [Line Items]      
Other Nonoperating Income (Expense) [2] (13) (1) (19)
Operating Segments [Member] | Terminals | External Revenue [Member]      
Segment Reporting Information [Line Items]      
Revenues 433 350 112
Operating Segments [Member] | Refinery      
Segment Reporting Information [Line Items]      
Revenues 474 0 0
Adjusted EBITDA 40 0 0
Operating Segments [Member] | Refinery | Excluding non-cash compensation      
Segment Reporting Information [Line Items]      
Operating expenses, excluding non-cash compensation 5 0 0
General and administrative 1 0 0
Operating Segments [Member] | Refinery | Includes Adjusted EBITDA from unconsolidated affiliates, unrealized gains and losses on commodity derivatives, inventory valuation adjustments and other less significant items      
Segment Reporting Information [Line Items]      
Other Nonoperating Income (Expense) [2] (6) 0 0
Operating Segments [Member] | Refinery | External Revenue [Member]      
Segment Reporting Information [Line Items]      
Revenues 177 0 0
Intersegment Eliminations [Member]      
Segment Reporting Information [Line Items]      
Revenues (1,361) (1,029) (404)
Intersegment Sales [Member] | Operating Segments [Member] | Fuel Distribution      
Segment Reporting Information [Line Items]      
Revenues 71 41 31
Intersegment Sales [Member] | Operating Segments [Member] | Pipeline Systems      
Segment Reporting Information [Line Items]      
Revenues 22 3 0
Intersegment Sales [Member] | Operating Segments [Member] | Terminals      
Segment Reporting Information [Line Items]      
Revenues 971 985 373
Intersegment Sales [Member] | Operating Segments [Member] | Refinery      
Segment Reporting Information [Line Items]      
Revenues $ 297 $ 0 $ 0
[1] See Note 1 regarding change in reporting entity.
[2]
(1) Other by segment includes Adjusted EBITDA from unconsolidated affiliates, unrealized gains and losses on commodity derivatives, inventory valuation adjustments and other less significant items, as applicable.
v3.25.4
Segment Reporting - Long Lived Assets (Details) - USD ($)
$ in Millions
Dec. 31, 2025
Dec. 31, 2024
Revenues from External Customers and Long-Lived Assets [Line Items]    
Long-Lived Assets $ 14,857 $ 8,151
UNITED STATES    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Long-Lived Assets 9,053 7,907
CANADA    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Long-Lived Assets 4,268 0
Foreign    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Long-Lived Assets $ 1,536 $ 244
v3.25.4
Net Loss per Common Unit (Details) - USD ($)
$ / shares in Units, $ in Millions
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Net loss per common unit:      
Net income $ 531 $ 874 [1] $ 394 [1]
Net Income (Loss) Attributable to Predecessor Equity 467 874 394
Net Income (Loss) Attributable to Noncontrolling Interest 69 $ 0 $ 0
Net Income (Loss) Available to Common Stockholders, Basic $ (5)    
Common units - equivalents 0    
Common units - basic 51,517,198    
Common units - diluted 51,517,198    
Common units - basic $ (0.10)    
Earnings Per Share, Diluted $ (0.10)    
[1] See Note 1 regarding change in reporting entity.