v3.26.3
LONG-TERM DEBT
9 Months Ended
Sep. 30, 2026
Long-Term Debt, Other Disclosure [Abstract]  
LONG-TERM DEBT LONG-TERM DEBT:
September 30,
2026
December 31,
2025
Senior Notes due March 2032 at 7.25% (Principal of $600,000 less Unamortized Discount of $4,533 and $5,160, respectively)
$595,467 $594,840 
Senior Notes due March 2034 at 5.875%, Issued at Par Value
500,000 — 
Senior Notes due January 2031 at 7.375% (Principal of $500,000 less Unamortized Discount of $3,235 and $3,800, respectively)
496,765 496,200 
CNX Midstream Partners LP Senior Notes due April 2030 at 4.75% (Principal of $400,000 less Unamortized Discount of $2,067 and $2,500, respectively)*
397,933 397,500 
CNX Revolving Credit Facility232,850 200,000 
CNX Midstream Partners LP Revolving Credit Facility*67,000 32,750 
Senior Notes due January 2029 at 6.00%, Issued at Par Value
— 500,000 
Convertible Senior Notes due May 2026 at 2.25% (Principal of $208,556 less Unamortized Discount and Issuance Costs $425)
— 208,131 
Less: Unamortized Debt Issuance Costs11,091 8,062 
2,278,924 2,421,359 
Less: Current Portion— 208,095 
Long-Term Debt$2,278,924 $2,213,264 
*CNX is not a guarantor of CNXM's 4.75% Senior Notes due April 2030 or the CNXM Credit Facility.

During the nine months ended September 30, 2026, CNX issued $500,000 aggregate principal amount of 5.875% Senior Notes due March 2034 (the "New Notes") at 100% of par. The New Notes, along with the related guarantees, were issued pursuant to an indenture, dated February 26, 2026, among the Company, the subsidiary guarantors party thereto and UMB Bank, N.A., as trustee. The New Notes are guaranteed by all of CNX's restricted subsidiaries that guarantee the CNX Credit Facility (see Note 8 – Revolving Credit Facilities). The New Notes accrue interest from February 26, 2026 at a rate of 5.875% per year. Interest on the New Notes is payable semi-annually in arrears on March 1 and September 1 of each year, beginning September 1, 2026.

During the nine months ended September 30, 2026, CNX repurchased all $500,000 aggregate principal amount of its outstanding 6.00% Senior Notes due January 2029. As part of the transaction, a loss of $12,009 was included in Loss on Debt Extinguishment in the Consolidated Statements of Income during the nine months ended September 30, 2026.
In 2020, CNX issued $345,000 aggregate principal amount of the Convertible Notes (the "Convertible Notes") in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933 (the "Securities Act"), including $45,000 aggregate principal amount of Convertible Notes issued pursuant to the exercise in full of the initial purchasers’ option to purchase additional Convertible Notes. The Convertible Notes were senior, unsecured obligations of the Company. The Convertible Notes bore interest at a fixed rate of 2.25% per annum, payable semi-annually in arrears on May 1 and November 1 of each year, commencing on November 1, 2020. Proceeds from the issuance of the Convertible Notes totaled $334,650, net of initial purchaser discounts and issuance costs. The Convertible Notes were guaranteed by most of CNX's subsidiaries excluding CNXM (or its subsidiaries or general partner). In connection with the offering of the Convertible Notes, the Company entered into privately negotiated Capped Call Transactions (the "Capped Calls") with certain counterparties. The Capped Calls had an initial strike price of $12.84 per share, subject to certain adjustments, which correspond to the initial conversion price of the Convertible Notes.

On December 15, 2025, CNX entered into a privately negotiated exchange agreement (the "exchange agreement") with a limited number of holders of the Convertible Notes to exchange approximately $122,098 principal amount of Convertible Notes for an aggregate 9,509,188 shares of CNX common stock, representing an average conversion price of $12.84 per share. The shares of CNX common stock issued in the transaction were issued pursuant to the exemption from the registration requirements of the Securities Act afforded by Section 4(a)(2) of the Securities Act in transactions not involving any public offering. The exchange agreement also included additional cash consideration of approximately $855 in the aggregate, including accrued interest. As part of the transaction, a loss of $842 was included in Loss on Debt Extinguishment in the Consolidated Statements of Income during the year ended December 31, 2025.

On May 1, 2026, the Convertible Notes matured. The remaining outstanding aggregate principal amount of $208,553 of the Convertible Notes was fully settled through the issuance of 12,636,743 net shares of common stock to the noteholders pursuant to the physical settlement terms of the indenture governing the Convertible Notes. No cash was exchanged at maturity. Concurrently, the privately negotiated Capped Calls entered into in connection with the initial issuance of the Convertible Notes expired. Pursuant to the net share settlement terms of the Capped Calls, the option counterparties delivered a total of 3,605,684 shares of common stock to CNX. Upon receipt from the counterparties, the shares were immediately and subsequently retired by CNX.

During the nine months ended September 30, 2025, CNX issued $200,000 aggregate principal amount of additional 7.25% Senior Notes due March 2032 (the "Notes") at a price of 100.5% of par, plus accrued interest from September 1, 2024 to the date of closing less an underwriter discount and other issuance costs of $1,500. The Notes were issued as additional notes under that certain indenture, dated February 23, 2024 (the "Indenture"), pursuant to which CNX previously issued $400,000 aggregate principal amount of 7.25% Senior Notes due 2032 (the "Initial Notes"). The Notes are guaranteed by all of CNX's restricted subsidiaries that guarantee the CNX Credit Facility (see Note 8 – Revolving Credit Facilities) and will have identical terms as the Initial Notes, other than the issue date, the initial offering price and the first interest payment date, and the Notes and the Initial Notes will be treated as a single class of securities under the Indenture and will vote together as a single class.

The net carrying amount of the liability and equity components of the Convertible Notes were as follows:
September 30, 2026December 31, 2025
Liability Component:
Principal$— $208,556 
Unamortized Issuance Costs— (425)
Net Carrying Amount$— $208,131 
Fair Value$— $596,798 
Fair Value Hierarchy— Level 2

During the nine months ended September 30, 2026, all outstanding Convertible Notes matured. Accordingly, there was no carrying value or fair value of Convertible Notes as of September 30, 2026.
Interest expense related to the Convertible Notes is as follows:
For the Three Months Ended September 30,For the Nine Months Ended September 30,
2026202520262025
Contractual Interest Expense $— $1,860 $1,564 $5,580 
Amortization of Issuance Costs— 498 425 1,483 
Total Interest Expense $— $2,358 $1,989 $7,063