​

Management’s Discussion and Analysis

November 3, 2026

Suncor Energy is Canada’s leading integrated energy company. Suncor’s operations span the full energy value chain, including oil sands mining and in situ operations, upgrading, offshore production, petroleum refining in Canada and the U.S., marketing and trading, and nationwide Petro-Canada™ retail and wholesale networks – delivering reliable energy that fuels economic growth and meets the needs of customers across Canada and globally. With an unwavering focus on safety, operational excellence, and profitability, Suncor is committed to delivering industry-leading performance and long-term shareholder value. Suncor’s common shares (symbol: SU) are listed on the Toronto and New York stock exchanges.

For a description of Suncor’s segments, refer to Suncor’s Management’s Discussion and Analysis (MD&A) for the year ended December 31, 2025, dated February 25, 2026 (the 2025 annual MD&A).

This MD&A, for the three and nine months ended September 30, 2026, should be read in conjunction with Suncor’s unaudited interim Consolidated Financial Statements for the three and nine months ended September 30, 2026, Suncor’s audited Consolidated Financial Statements for the year ended December 31, 2025, and the 2025 annual MD&A.

Additional information about Suncor filed with Canadian securities regulatory authorities and the United States Securities and Exchange Commission (SEC), including quarterly and annual reports and Suncor’s Annual Information Form dated February 25, 2026 (the 2025 AIF), which is also filed with the SEC under cover of Form 40-F, is available online at www.sedarplus.ca, www.sec.gov and on our website at www.suncor.com. Information contained in or otherwise accessible through our website does not form part of this MD&A and is not incorporated into this MD&A by reference.

References to “we”, “our”, “Suncor”, “Suncor Energy” or “the company” means Suncor Energy Inc., its subsidiaries, partnerships and joint arrangements, unless otherwise specified or the context otherwise requires.

Basis of Presentation

Unless otherwise noted, all financial information is derived from the company’s condensed Consolidated Financial Statements, which are based on Canadian generally accepted accounting principles (GAAP), specifically International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board, and are prepared in accordance with International Accounting Standard (IAS) 34 Interim Financial Reporting.

All financial information is reported in Canadian dollars, unless otherwise noted. Production volumes are presented on a working-interest basis, before royalties, except for production volumes from the company’s Libya operations, which are presented on an economic basis.

References to Oil Sands operations exclude Suncor’s ownership of Fort Hills and interest in Syncrude.

Common Abbreviations

For a list of the abbreviations that may be used in this MD&A, please refer to the Common Abbreviations section of this MD&A.

Table of Contents

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1.

Third Quarter Highlights

6

​

2.

Consolidated Financial and Operating Information

7

​

3.

Segment Results and Analysis

11

​

4.

Income Tax

21

​

5.

Capital Investment Update

22

​

6.

Financial Condition and Liquidity

23

​

7.

Quarterly Financial Data

26

​

8.

Other Items

28

​

9.

Non-GAAP and Other Financial Measures Advisory

29

​

10.

Common Abbreviations

37

​

11.

Advisories

38

​

​

​

​

  ​ ​2026 Third Quarter Suncor Energy Inc.   5

​


Management’s Discussion and Analysis

1. Third Quarter Highlights

●Record financial results. Suncor generated record quarterly adjusted funds from operations(1) of $6.705 billion ($5.75 per common share), compared to $3.831 billion ($3.16 per common share) in the prior year quarter. Adjusted operating earnings(1) were a quarterly record of $4.631 billion ($3.97 per common share), compared to $1.794 billion ($1.48 per common share) in the prior year quarter.
●Returned value to shareholders. Suncor returned $2.048 billion of value to shareholders, with $1.350 billion in share repurchases and $698 million in dividends.
●Captured value in the upstream. Upstream production was 852,500 bbls/d, highlighted by record third quarter production at Firebag and record third quarter upgrader utilization at Oil Sands Base. The company also leveraged its unparalleled regional integration with record bitumen transfers, helping to enhance crude price realizations and capture incremental revenue in the strong SCO pricing environment.
●Strong downstream performance. Downstream performance was highlighted by record third quarter refined product sales of 676,900 bbls/d and strong refinery crude oil throughput of 487,700 bbls/d where the company leveraged its integrated business to fully mitigate the expected throughput impacts of planned maintenance at its Edmonton refinery.
●Share repurchases increased to $750 million per month. Beginning in October 2026, Suncor increased planned monthly share repurchases to $750 million, from $500 million, projecting total 2026 share repurchases of $5.5 billion.
●Quarterly dividend increase. Subsequent to the third quarter, Suncor’s board of directors approved a quarterly dividend of $0.66 per share, an increase of 10% over the prior quarter dividend, reflecting Suncor’s confidence in the earnings power and resiliency of its business.
●Suncor to divest non-core offshore assets. Subsequent to the quarter, Suncor executed an agreement to sell its 48% interest in Terra Nova, 40% interest in White Rose and 38.6% interest in West White Rose offshore assets for $1.2 billion (US$860 million) and an additional contingent payment of up to $350 million (US$250 million), based on future oil prices. For the nine months ended September 30, 2026, total production of these assets was 17,000 bbls/d. All investment commitments and future liabilities associated with the assets will be transferred to the purchaser, including a $500 million regulatory well compliance program starting in 2027 at Terra Nova and the total present value of estimated future abandonment and lease liabilities of $1.4 billion. The transaction has an effective date of July 1, 2026, and is expected to close in early 2027, subject to customary closing conditions, regulatory approvals and partner consents.

​

(1)

Non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.

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6  ​2026 Third Quarter Suncor Energy Inc.    

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​

2. Consolidated Financial and Operating Information

Financial Highlights

​

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

($ millions)

  ​ ​ ​

2026

2025

2026

2025

Earnings (loss) before income taxes

 

​

​

​

​

Oil Sands

 

2 833

1 638

7 040

4 157

Exploration and Production

 

(657)

142

190

465

Refining and Marketing

 

3 194

878

6 944

1 927

Corporate and Eliminations

 

(404)

(441)

(1 403)

(608)

Income tax expense

 

(1 152)

(598)

(3 125)

(1 499)

Net earnings

 

3 814

1 619

9 646

4 442

Adjusted operating earnings (loss)(1)

 

​

​

​

​

Oil Sands

 

2 811

1 627

6 977

4 173

Exploration and Production

 

414

142

1 261

465

Refining and Marketing

 

3 225

894

6 977

1 965

Corporate and Eliminations

 

(408)

(255)

(1 073)

(802)

Income tax expense included in adjusted operating earnings

 

(1 411)

(614)

(3 407)

(1 505)

Total

 

4 631

1 794

10 735

4 296

Adjusted funds from (used in) operations(1)

 

​

​

​

​

Oil Sands

 

4 352

2 900

11 065

8 109

Exploration and Production

 

570

279

1 784

981

Refining and Marketing

 

3 612

1 216

7 892

2 733

Corporate and Eliminations

 

(250)

(152)

(1 003)

(786)

Current income tax expense

 

(1 579)

(412)

(3 674)

(1 472)

Total

 

6 705

3 831

16 064

9 565

Change in non-cash working capital

 

(509)

(46)

(1 778)

(705)

Cash flow provided by operating activities

 

6 196

3 785

14 286

8 860

Capital expenditures(2)

 

​

​

​

​

Asset sustainment and maintenance

 

759

874

2 167

2 347

Economic investment

 

709

565

1 687

1 828

Total

 

1 468

1 439

3 854

4 175

Free funds flow(1)

 

5 196

2 347

12 089

5 228

​

(1)Non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.
(2)Excludes capitalized interest of $41 million and $121 million in the third quarter and first nine months of 2026, compared to $45 million and $162 million in the third quarter and first nine months of 2025.

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​

2026 Third Quarter Suncor Energy Inc.    7

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Management’s Discussion and Analysis

Operating Highlights

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

(mbbls/d, unless otherwise noted)

  ​ ​ ​

2026

2025

2026

2025

Upstream

 

​

​

​

​

Production volumes

 

​

​

​

​

Oil Sands – Upgraded – net SCO and diesel

 

528.1

544.1

510.0

506.2

Oil Sands – Non-upgraded bitumen

 

260.4

268.1

249.2

277.7

Total Oil Sands production volumes

 

788.5

812.2

759.2

783.9

Exploration and Production

 

64.0

57.8

70.3

60.0

Total upstream production

 

852.5

870.0

829.5

843.9

Upstream sales

 

837.5

887.2

830.4

843.0

Downstream

 

​

​

​

​

Refinery utilization(1) (%)

 

95

96

95

92

Refinery crude oil throughput

 

487.7

491.7

485.3

472.3

Refined product sales

 

676.9

646.8

670.8

617.5

(1)Effective January 1, 2026, Suncor increased the nameplate capacity of its refining network by 10% from 466,000 bbls/d to 511,000 bbls/d. Prior quarter utilization rates have been restated to reflect this change.

Financial Results

Net Earnings and Adjusted Operating Earnings

Adjusted Operating Earnings Reconciliation(1)

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

($ millions)

  ​ ​ ​

2026

2025

2026

2025

Net earnings

 

3 814

1 619

9 646

4 442

Unrealized foreign exchange (gain) loss on U.S. dollar denominated debt

 

(4)

186

267

(289)

Unrealized loss on risk management activities

 

65

5

26

13

Gain on disposal of asset

 

(65)

—

(65)

—

Asset impairment related to non-core asset divestiture

 

1 080

—

1 080

—

One-time legislative change to benefits(2)

 

—

—

63

—

Write-down of equity investments(3)

 

—

—

—

136

Income tax recovery on adjusted operating earnings adjustments

 

(259)

(16)

(282)

(6)

Adjusted operating earnings(1)

 

4 631

1 794

10 735

4 296

​

(1)Non-GAAP financial measure. All reconciling items are presented on a before-tax basis and adjusted for income taxes in the income tax (recovery) expense on adjusted operating earnings adjustments line. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.
(2)During the second quarter of 2026, Suncor recorded a one-time expense of $63 million in the Corporate and Eliminations segment due to legislative changes to Alberta seniors benefits.
(3)During the second quarter of 2025, Suncor recorded write-downs of equity investments of $95 million in the Corporate and Eliminations segment and $41 million in the Refining and Marketing (R&M) segment.

Suncor’s consolidated net earnings for the third quarter of 2026 were $3.814 billion, compared to $1.619 billion in the prior year quarter. Net earnings were primarily influenced by the same factors that impacted adjusted operating earnings discussed below.

Other items affecting net earnings over these periods included:

●An unrealized foreign exchange gain on the revaluation of U.S. dollar denominated debt of $4 million recorded in financing expenses in the Corporate and Eliminations segment in the third quarter of 2026, compared to a loss of $186 million in the third quarter of 2025.
●An unrealized loss on risk management activities of $65 million recorded in other income in the third quarter of 2026, compared to an unrealized loss of $5 million in the third quarter of 2025.
●During the third quarter of 2026, Suncor recorded a gain on the sale of land of $65 million in the Oil Sands segment.
●During the third quarter of 2026, Suncor recorded a non-cash asset impairment of $1.080 billion in the E&P segment related to the agreement to sell its non-core offshore assets Terra Nova, White Rose and West White Rose.
●An income tax recovery related to the items noted above of $259 million in the third quarter of 2026, compared to a recovery of $16 million in the third quarter of 2025.

​

8  ​2026 Third Quarter Suncor Energy Inc.    

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​

Bridge Analysis of Adjusted Operating Earnings ($ millions)(1)

Graphic

(1)For an explanation of this bridge analysis, see the Non-GAAP and Other Financial Measures Advisory section of this MD&A.

Suncor’s adjusted operating earnings increased to $4.631 billion ($3.97 per common share) in the third quarter of 2026, compared to $1.794 billion ($1.48 per common share) in the prior year quarter, primarily due to higher upstream price realizations, increased downstream margins and increased high-value global export sales, partially offset by a corresponding increase in royalties and tax expense.

Adjusted Funds from Operations and Cash Flow Provided by Operating Activities

Adjusted funds from operations increased to $6.705 billion ($5.75 per common share) in the third quarter of 2026, compared to $3.831 billion ($3.16 per common share) in the prior year quarter, and were primarily influenced by the same factors impacting adjusted operating earnings discussed above.

Cash flow provided by operating activities, which includes changes in non-cash working capital, increased to $6.196 billion ($5.31 per common share) in the third quarter of 2026, compared to $3.785 billion ($3.13 per common share) in the prior year quarter. In addition to the factors impacting adjusted funds from operations, cash flow provided by operating activities was impacted by a larger use of cash associated with the company’s working capital balances in the third quarter of 2026, compared to the prior year quarter. Working capital is subject to fluctuations based on commodity prices, the timing of transactions and seasonal factors. The use of cash in the third quarter of 2026 was primarily due to an increase in accounts receivable balances, partially offset by an increase in accounts payable and accrued liabilities balances, consistent with the increase in business environment in the latter part of the quarter.

Operating, Selling and General Expenses

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

($ millions)

  ​ ​ ​

2026

2025

2026

2025

Operations, selling and corporate costs

 

2 842

2 691

8 733

8 069

Commodities

 

438

396

1 402

1 313

Share-based compensation and other(1)

 

272

183

614

348

Total operating, selling and general (OS&G) expenses

 

3 552

3 270

10 749

9 730

​

(1)In the third quarter of 2026, share-based compensation expense of $272 million included $94 million in the Oil Sands segment, $6 million in the E&P segment, $42 million in the R&M segment and $130 million in the Corporate and Eliminations segment. In the third quarter of 2025, share-based compensation expense of $183 million included $59 million in the Oil Sands segment, $4 million in the E&P segment, $30 million in the R&M segment and $90 million in the Corporate and Eliminations segment. Other includes a one-time expense of $63 million in the Corporate and Eliminations segment due to legislative changes to Alberta seniors benefits in the second quarter of 2026.

OS&G expenses were $3.552 billion in the third quarter of 2026, compared to $3.270 billion in the prior year quarter, with the increase primarily due to increased mining activity, higher share-based compensation expense and higher commodity input costs. The company’s exposure to commodity costs is partially mitigated by revenue from power sales that are recorded in operating revenues.

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2026 Third Quarter Suncor Energy Inc.    9

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Management’s Discussion and Analysis

Business Environment

Commodity prices, refining crack spreads and foreign exchange rates are important factors that affect the results of Suncor’s operations. For additional details, see the Financial Information section of the 2025 annual MD&A.

​

​

​

​

​

​

​

​

​

​

​

Average for the
three months ended
September 30

Average for the
nine months ended
September 30

​

  ​ ​ ​

​

2026

2025

2026

2025

WTI crude oil at Cushing

 

US$/bbl

85.70

64.95

83.60

66.65

Dated Brent crude

 

US$/bbl

96.80

69.10

94.15

70.80

Dated Brent/Maya crude oil FOB price differential

 

US$/bbl

20.95

8.80

18.55

10.00

MSW at Edmonton

 

Cdn$/bbl

118.90

86.40

115.00

88.60

WCS at Hardisty

 

US$/bbl

71.80

54.55

69.40

55.60

WCS-WTI heavy/light differential

 

US$/bbl

(13.90)

(10.40)

(14.20)

(11.05)

SYN-WTI premium

 

US$/bbl

6.80

1.35

4.95

—

Condensate at Edmonton

 

US$/bbl

82.20

63.10

83.20

65.50

Natural gas (Alberta spot) at AECO

 

Cdn$/GJ

1.50

0.60

1.65

1.45

Alberta Power Pool Price

 

Cdn$/MWh

35.50

51.30

32.40

43.90

New York Harbor 2-1-1 crack(1)

 

US$/bbl

76.50

29.95

56.00

25.70

Chicago 2-1-1 crack(1)

 

US$/bbl

66.10

26.40

46.90

21.05

Portland 2-1-1 crack(1)

 

US$/bbl

77.15

42.05

59.70

34.25

Gulf Coast 2-1-1 crack(1)

 

US$/bbl

73.50

27.10

52.65

23.75

U.S. Renewable Volume Obligation

 

US$/bbl

14.35

6.40

12.30

5.75

Suncor custom 5-2-2-1 index(2)

 

US$/bbl

64.90

31.20

50.40

28.65

Exchange rate (average)

 

US$/Cdn$

0.71

0.73

0.72

0.72

Exchange rate (end of period)

 

US$/Cdn$

0.70

0.72

0.70

0.72

​

(1)2-1-1 crack spreads are indicators of the refining margin generated by converting two barrels of WTI into one barrel of gasoline and one barrel of diesel. The crack spreads presented here generally approximate the regions into which the company sells refined products through retail and wholesale channels.
(2)Suncor has developed an indicative 5-2-2-1 index based on publicly available pricing data to more accurately reflect the company’s realized refining and marketing gross margin. For more details, including how the 5-2-2-1 index is calculated, see Suncor’s 2025 annual MD&A.

​

​

10  ​2026 Third Quarter Suncor Energy Inc.    

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​

3. Segment Results and Analysis

Oil Sands

Financial Highlights

​

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

($ millions)

  ​ ​ ​

2026

2025

2026

2025

Operating revenues

 

9 321

7 050

25 878

20 631

Less: Royalties

 

(1 619)

(880)

(3 553)

(2 291)

Operating revenues, net of royalties

 

7 702

6 170

22 325

18 340

Earnings before income taxes

 

2 833

1 638

7 040

4 157

Adjusted for:

 

​

​

​

​

Unrealized loss (gain) on risk management activities

 

43

(11)

2

16

Gain on disposal of asset(1)

 

(65)

—

(65)

—

Adjusted operating earnings(2)

 

2 811

1 627

6 977

4 173

Adjusted funds from operations(2)

 

4 352

2 900

11 065

8 109

Free funds flow(2)

 

3 290

1 902

8 343

5 253

​

(1)During the third quarter of 2026, Suncor recorded a gain on the sale of land of $65 million.
(2)Non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.

Oil Sands segment adjusted operating earnings increased to $2.811 billion in the third quarter of 2026, compared to $1.627 billion in the prior year quarter, primarily due to increased price realizations, partially offset by a corresponding increase in royalties, decreased sales volumes and increased operating expenses.

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​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

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​

2026 Third Quarter Suncor Energy Inc.    11

​


Management’s Discussion and Analysis

Production Volumes

​

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

(mbbls/d)

  ​ ​ ​

2026

2025

2026

2025

Oil Sands bitumen

 

​

​

​

​

Upgrader bitumen throughput

 

687.6

690.2

649.9

641.1

Non-upgraded bitumen production

 

260.4

268.1

249.2

277.7

Total Oil Sands bitumen production

 

948.0

958.3

899.1

918.8

Upgraded – net SCO and diesel

 

​

​

​

​

Oil Sands operations(1)(2)

 

376.1

370.6

355.2

337.5

Syncrude(1)(2)

 

181.8

200.6

184.4

198.0

Inter-asset transfers and consumption(3)(4)

 

(29.8)

(27.1)

(29.6)

(29.3)

Upgraded – net SCO and diesel production

 

528.1

544.1

510.0

506.2

Non-upgraded bitumen

 

​

​

​

​

Oil Sands operations

 

167.6

150.4

149.5

159.5

Fort Hills

 

184.5

184.1

175.3

174.5

Syncrude

 

—

0.1

5.4

3.1

Inter-asset transfers(5)

 

(91.7)

(66.5)

(81.0)

(59.4)

Non-upgraded bitumen production

 

260.4

268.1

249.2

277.7

Oil Sands production volumes to market

 

​

​

​

​

Upgraded – net SCO and diesel

 

528.1

544.1

510.0

506.2

Non-upgraded bitumen

 

260.4

268.1

249.2

277.7

Total Oil Sands production volumes

 

788.5

812.2

759.2

783.9

​

(1)Oil Sands Base upgrader yields are approximately 80% of bitumen throughput and Syncrude upgrader yield is approximately 85% of bitumen throughput.
(2)Upgrader utilization rates are calculated using total upgraded production, inclusive of internally consumed products and inter-asset transfers.
(3)Both Oil Sands operations and Syncrude produce diesel and other products, which are internally consumed in operations. In the third quarter of 2026, Oil Sands operations produced 20,000 bbls/d of internally consumed products, of which 10,300 bbls/d was consumed at Oil Sands operations, 7,600 bbls/d was consumed at Fort Hills and 2,100 bbls/d was consumed at Syncrude. Syncrude produced 3,400 bbls/d of internally consumed products.
(4)In the third quarter of 2026, upgraded inter-asset transfers consisted of 6,400 bbls/d of sour SCO that was transferred from Oil Sands operations to Syncrude.
(5)In the third quarter of 2026, non-upgraded inter-asset transfers consisted of 72,300 bbls/d of bitumen that was transferred from Fort Hills to Oil Sands Base, and 19,400 bbls/d of bitumen that was transferred from Firebag to Syncrude.

Total Oil Sands bitumen production was 948,000 bbls/d in the third quarter of 2026, compared to 958,300 bbls/d in the prior year quarter, with the decrease primarily due to lower mining production at Syncrude related to increased maintenance activities, partially offset by record third quarter Firebag production.

The company’s net SCO production decreased to 528,100 bbls/d in the third quarter of 2026, compared to 544,100 bbls/d in the prior year quarter, with record third quarter upgrader utilization of 107% at Oil Sands Base and 88% at Syncrude, compared to 106% and 98%, respectively, in the prior year quarter, primarily due to the planned upgrader maintenance activities at Syncrude.

Non-upgraded bitumen production was 260,400 bbls/d in the third quarter of 2026, compared to 268,100 bbls/d in the prior year quarter, consistent with lower bitumen production.

​

​

12  ​2026 Third Quarter Suncor Energy Inc.    

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​

Sales Volumes

​

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

(mbbls/d)

  ​ ​ ​

2026

2025

2026

2025

Upgraded – net SCO and diesel

 

547.4

541.9

514.2

503.6

Non-upgraded bitumen

 

224.5

277.9

243.5

276.9

Total

 

771.9

819.8

757.7

780.5

​

SCO and diesel sales volumes increased to 547,400 bbls/d in the third quarter of 2026, compared to 541,900 bbls/d in the prior year quarter, primarily due to a draw of inventory in the current quarter.

Non-upgraded bitumen sales volumes decreased to 224,500 bbls/d in the third quarter of 2026, compared to 277,900 bbls/d in the prior year quarter, primarily due to a build of inventory in the current quarter.

Price Realizations(1)(2)

​

​

​

​

​

​

​

Before royalties

​

Three months ended
September 30

Nine months ended
September 30

($/bbl)

  ​ ​ ​

2026

2025

2026

2025

Upgraded – net SCO and diesel

 

132.75

92.43

125.79

94.12

Non-upgraded bitumen

 

96.42

71.93

90.66

72.23

Weighted average

 

122.18

85.48

114.50

86.35

Weighted average crude, relative to WTI

 

2.30

(3.98)

(1.26)

(6.83)

​

(1)Contains non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.
(2)Beginning in the first quarter of 2026, the company revised the calculation of price realizations to exclude transportation and distribution expenses to better align with how management evaluates performance. Prior period comparatives have been restated to reflect this change.

Oil Sands price realizations increased in the third quarter of 2026 compared to the prior year quarter, primarily due to higher crude oil benchmark pricing and strong current quarter SCO premiums, partially offset by wider heavy crude oil differentials.

Royalties

Royalties for the Oil Sands segment increased in the third quarter of 2026 compared to the prior year quarter, primarily due to higher Canadian heavy crude pricing.

Expenses and Other Factors

Total Oil Sands operating expenses increased in the third quarter of 2026 compared to the prior year quarter, primarily due to increased mining activity, increased share-based compensation expense and higher commodity input costs.

Depreciation, depletion and amortization (DD&A) expense increased compared to the prior year quarter, primarily due to the commissioning of new assets in the current quarter.

Exploration expenses increased in the third quarter of 2026 compared to the prior year quarter, primarily due to In Situ development activities.

Transportation costs decreased in the third quarter of 2026 compared to the prior year quarter, primarily due to decreased exports to the U.S. Gulf Coast.

Financing expense and other, which includes other income, increased in the third quarter of 2026 compared to the prior year quarter, primarily due to increased interest related to leases.

​

2026 Third Quarter Suncor Energy Inc.    13

​


Management’s Discussion and Analysis

Cash Operating Costs

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

($ millions, except as noted)

  ​ ​ ​

2026

2025

2026

2025

Oil Sands OS&G(1)

 

2 568

2 329

7 838

7 077

Oil Sands operations cash operating costs reconciliation

 

​

​

​

​

Oil Sands operations OS&G

 

1 284

1 157

3 950

3 620

Non-production costs(3)

 

137

108

329

251

Excess power capacity and other(4)

 

(75)

(72)

(247)

(235)

Oil Sands operations cash operating costs(2)

 

1 346

1 193

4 032

3 636

Oil Sands operations production volumes (mbbls/d)

 

543.7

521.0

504.7

497.0

Oil Sands operations cash operating costs(2) ($/bbl)

 

26.90

24.85

29.25

26.80

Fort Hills cash operating costs reconciliation

 

​

​

​

​

Fort Hills OS&G

 

749

617

2 179

1 867

Non-production costs(3)

 

(166)

(92)

(390)

(248)

Excess power capacity(4)

 

(4)

(5)

(11)

(17)

Fort Hills cash operating costs(2)

 

579

520

1 778

1 602

Fort Hills production volumes (mbbls/d)

 

184.5

184.1

175.3

174.5

Fort Hills cash operating costs(2) ($/bbl)

 

34.15

30.65

37.15

33.60

Syncrude cash operating costs reconciliation

 

​

​

​

​

Syncrude OS&G

 

785

616

2 255

1 925

Non-production costs(3)

 

(58)

(33)

(81)

(15)

Excess power capacity(4)

 

(2)

(2)

(5)

(7)

Syncrude cash operating costs(2)

 

725

581

2 169

1 903

Syncrude production volumes (mbbls/d)

 

181.8

200.7

189.8

201.1

Syncrude cash operating costs(2) ($/bbl)

 

43.35

31.45

41.85

34.65

​

(1)Oil Sands inventory changes and internal transfers are presented on an aggregate basis and reflect: i) the impacts of changes in inventory levels and valuations, such that the company is able to present cost information based on production volumes; and ii) adjustments for internal diesel sales between assets. In the third quarter and first nine months of 2026, Oil Sands OS&G included ($250) million and ($546) million, respectively, of inventory changes and internal transfers. In the third quarter and first nine months of 2025, Oil Sands OS&G included ($61) million and ($335) million of inventory changes and internal transfers.
(2)Non-GAAP financial measures. Related per barrel amounts contain non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.
(3)Non-production costs include, but are not limited to, share-based compensation adjustments, research costs, project startup costs, asset advancement costs and adjustments to reflect the cost of internal transfers in the receiving asset at the cost of production versus the cost of purchase. Non-production costs at Fort Hills and Syncrude also include, but are not limited to, an adjustment to reflect internally produced diesel from Oil Sands operations at the cost of production.
(4)Represents excess power revenue from cogeneration units that is recorded in operating revenues. Oil Sands operations excess power capacity and other also includes, but is not limited to, the natural gas expense recorded as part of a non-monetary arrangement involving a third-party processor.

Oil Sands operations cash operating costs per barrel(1) were $26.90 in the third quarter of 2026, compared to $24.85 in the prior year quarter, with the increase primarily due to higher mining activity, a higher proportion of Fort Hills bitumen being directed to upgrading at Oil Sands Base and higher commodity input costs, partially offset by increased production volumes.

Fort Hills cash operating costs per barrel(1) were $34.15 in the third quarter of 2026, compared to $30.65 in the prior year quarter, with the increase primarily due to higher commodity input costs and higher mining activity.

Syncrude cash operating costs per barrel(1) were $43.35 in the third quarter of 2026, compared to $31.45 in the prior year quarter, with the increase primarily due to increased mining and maintenance activity and decreased production volumes.

​

(1)

Contains non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.

​

14  ​2026 Third Quarter Suncor Energy Inc.    

​


​

Results for the First Nine Months of 2026

Oil Sands earnings before income taxes for the first nine months of 2026 were $7.040 billion, compared to $4.157 billion in the prior year period. In addition to the factors impacting adjusted operating earnings, earnings before income taxes for the first nine months of 2026 included a $2 million unrealized loss on risk management activities, compared to a $16 million unrealized loss in the prior year period.

Oil Sands adjusted operating earnings for the first nine months of 2026 were $6.977 billion, compared to $4.173 billion in the prior year period, with the increase primarily due to increased price realizations, partially offset by a corresponding increase in royalties, increased operating expenses and decreased sales volumes.

Oil Sands adjusted funds from operations for the first nine months of 2026 were $11.065 billion, compared to $8.109 billion in the prior year period, with the increase primarily due to the same factors that influenced adjusted operating earnings.

Oil Sands operations cash operating costs per barrel were $29.25 for the first nine months of 2026, compared to $26.80 in the prior year period, with the increase primarily due to a higher proportion of Fort Hills bitumen being directed to upgrading at Oil Sands Base, increased mining and maintenance activities, including incremental costs associated with unprecedented wet weather conditions in the second quarter of 2026, and higher commodity input costs.

Fort Hills cash operating costs per barrel were $37.15 for the first nine months of 2026, compared to $33.60 in the prior year period, with the increase primarily due to increased mining activity, in part due to incremental costs associated with unprecedented wet weather conditions in the second quarter of 2026, and higher commodity input costs.

Syncrude cash operating costs per barrel were $41.85 for the first nine months of 2026, compared to $34.65 in the prior year period, with the increase primarily due to increased mining and maintenance activity, incremental costs associated with unprecedented wet weather conditions in the second quarter of 2026, and decreased production volumes.

Planned Maintenance Update

Updates to the planned maintenance activities affecting the Oil Sands segment, as discussed in the 2025 annual MD&A, are as follows:

●Planned maintenance at the Syncrude Plant and Mine originally scheduled for the second quarter was deferred and completed subsequent to the third quarter.

​

2026 Third Quarter Suncor Energy Inc.    15

​


Management’s Discussion and Analysis

Exploration and Production

Financial Highlights

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

($ millions)

  ​ ​ ​

2026

2025

2026

2025

Operating revenues(1)

 

1 072

665

3 180

2 059

Less: Royalties(1)

 

(320)

(133)

(840)

(487)

Operating revenues, net of royalties

 

752

532

2 340

1 572

(Loss) earnings before income taxes

 

(657)

142

190

465

Adjusted for:

 

​

​

​

​

Unrealized gain on risk management activities

 

(9)

—

(9)

—

Asset impairment related to non-core asset divestiture(2)

 

1 080

—

1 080

—

Adjusted operating earnings(3)

 

414

142

1 261

465

Adjusted funds from operations(3)

 

570

279

1 784

981

Free funds flow(3)

 

453

97

1 413

361

​

(1)Production from the company’s Libya operations is presented on an economic basis. Revenue and royalties from the company’s Libya operations are presented on a working-interest basis, which is required for presentation purposes in the company’s Consolidated Financial Statements. See the E&P price realizations table in the Non-GAAP and Other Financial Measures Advisory section of this MD&A.
(2)During the third quarter of 2026, Suncor recorded an asset impairment of $1.080 billion related to an agreement to sell its non-core offshore assets Terra Nova, White Rose and West White Rose.
(3)Non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.

Adjusted operating earnings for the E&P segment in the third quarter of 2026 increased to $414 million, compared to $142 million in the prior year quarter, primarily due to higher price realizations as a result of higher benchmark pricing, partially offset by increased royalties and decreased sales volumes.

Volumes

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

(mbbls/d)

  ​ ​ ​

2026

2025

2026

2025

E&P Canada

 

59.1

55.6

66.2

55.9

E&P International

 

4.9

2.2

4.1

4.1

Total production

 

64.0

57.8

70.3

60.0

Total sales volumes

 

65.6

67.4

72.7

62.5

​

E&P production increased to 64,000 bbls/d in the third quarter of 2026, compared to 57,800 bbls/d in the prior year quarter, primarily due to higher production at Terra Nova.

Total E&P sales volumes were 65,600 bbls/d in the third quarter of 2026, compared to 67,400 bbls/d in the prior year quarter, with the decrease primarily due to the timing of cargo sales in E&P Canada.

Price Realizations(1)(2)

​

​

​

​

​

​

​

Before royalties

​

Three months ended
September 30

Nine months ended
September 30

($/bbl)

  ​ ​ ​

2026

2025

2026

2025

E&P Canada

 

146.01

98.04

136.32

100.47

​

(1)Contains non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.
(2)Beginning in the first quarter of 2026, the company revised the calculation of price realizations to exclude transportation and distribution expenses to better align with how management evaluates performance. Prior period comparatives have been restated to reflect this change.

​

16  ​2026 Third Quarter Suncor Energy Inc.    

​


​

E&P price realizations increased in the third quarter of 2026 compared to the prior year quarter, in line with the increase in benchmark prices for Brent crude.

Royalties

E&P royalties, excluding the impact of Libya, increased in the third quarter of 2026 compared to the prior year quarter, primarily due to the increase in price realizations.

Expenses and Other Factors

Operating and transportation expenses in the third quarter of 2026 were comparable to the prior year quarter.

Results for the First Nine Months of 2026

Earnings before income taxes for E&P for the first nine months of 2026 were $190 million, compared to $465 million in the prior year period. In addition to the factors impacting adjusted operating earnings, earnings before income taxes for the first nine months of 2026 included an asset impairment of $1.080 billion related to the planned sale of the company’s non-core offshore assets Terra Nova, White Rose and West White Rose in the third quarter of 2026 and a $9 million unrealized gain on risk management activities, compared to nil in the prior year period.

Adjusted operating earnings for E&P for the first nine months of 2026 were $1.261 billion, compared to $465 million in the prior year period, with the increase primarily due to higher price realizations as a result of higher benchmark pricing and increased sales volumes, partially offset by increased royalties.

Adjusted funds from operations for the first nine months of 2026 were $1.784 billion, compared to $981 million in the prior year period, with the increase primarily due to the same factors that influenced adjusted operating earnings.

Planned Maintenance Update for Operated Assets

There are no updates to the planned maintenance activities affecting the E&P segment as discussed in the 2025 annual MD&A.

Asset Transaction

Subsequent to the quarter, Suncor executed an agreement to sell its 48% interest in Terra Nova, 40% interest in White Rose and 38.6% interest in West White Rose offshore assets for $1.2 billion (US$860 million) and an additional contingent payment of up to $350 million (US$250 million), based on future oil prices. For the nine months ended September 30, 2026, total production of these assets was 17,000 bbls/d. All investment commitments and future liabilities associated with the assets will be transferred to the purchaser, including a $500 million regulatory well compliance program starting in 2027 at Terra Nova and the total present value of estimated future abandonment and lease liabilities of $1.4 billion. The transaction has an effective date of July 1, 2026, and is expected to close in early 2027, subject to customary closing conditions, regulatory approvals and partner consents.

​

​

2026 Third Quarter Suncor Energy Inc.    17

​


Management’s Discussion and Analysis

Refining and Marketing

Financial Highlights

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

($ millions)

  ​ ​ ​

2026

2025

2026

2025

Operating revenues

 

13 395

8 085

34 414

23 023

Earnings before income taxes

 

3 194

878

6 944

1 927

Adjusted for:

 

​

​

​

​

Unrealized loss (gain) on risk management activities

 

31

16

33

(3)

Write-down of equity investment(1)

 

—

—

—

41

Adjusted operating earnings(2)

 

3 225

894

6 977

1 965

Adjusted funds from operations(2)

 

3 612

1 216

7 892

2 733

Free funds flow(2)

 

3 291

926

7 039

1 901

​

(1)During the second quarter of 2025, Suncor recorded a write-down of an equity investment of $41 million.
(2)Non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.

R&M adjusted operating earnings in the third quarter of 2026 increased to $3.225 billion, compared to $894 million in the prior year quarter, as the company realized higher margins due to higher benchmark crack spreads, increased high value global export sales and a FIFO inventory valuation gain in the current quarter, partially offset by increased transportation expenses related to increased exports.

Volumes

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

​

  ​ ​ ​

2026

2025

2026

2025

Refinery crude oil throughput (mbbls/d)

 

487.7

491.7

485.3

472.3

Refinery utilization(1) (%)

 

95

96

95

92

Refined product sales (mbbls/d)

 

​

​

​

​

Gasoline

 

267.9

262.1

262.5

258.7

Distillate

 

303.3

289.6

309.2

274.1

Other

 

105.7

95.1

99.1

84.7

Total

 

676.9

646.8

670.8

617.5

Refinery production(2) (mbbls)

 

47 569

48 326

140 962

136 406

Refining and marketing gross margin – First-in, first-out (FIFO)(3) ($/bbl)

 

91.30

39.65

73.40

36.45

Refining and marketing gross margin – Last-in, first-out (LIFO)(3) ($/bbl)

 

86.40

39.55

65.40

37.45

Refining operating expense(3) ($/bbl)

 

6.20

6.00

6.45

6.50

​

(1)Refinery utilization is the amount of crude oil and natural gas liquids processed by crude distillation units, expressed as a percentage of the nameplate capacity of these units. Effective January 1, 2026, Suncor increased the nameplate capacity of its refining network by 10% from 466,000 bbls/d to 511,000 bbls/d. Prior quarter utilization rates have been restated to reflect this change.
(2)Refinery production is the output of the refining process and differs from crude oil processed as a result of volumetric adjustments for non-crude feedstock, volumetric gain associated with the refining process and changes in unfinished product inventories.
(3)Contains non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.

Refinery crude oil throughput of 487,700 bbls/d with refinery utilization(1) of 95% was comparable to 491,700 bbls/d and 96%, respectively, in the prior year quarter. Strong current quarter operating performance was offset by increased planned maintenance activities at the Montreal refinery. The company was able to fully mitigate the expected throughput impacts of planned maintenance at its Edmonton refinery by leveraging its regional integration with Oil Sands. In Eastern Canada, the impacts of a third-party refinery supply pipeline outage were largely mitigated through the company's feedstock optionality and logistics capabilities.

Refined product sales increased to a third quarter record of 676,900 bbls/d, compared to 646,800 bbls/d in the prior year quarter, as Suncor leveraged prior debottlenecking efforts to increase high-value export capacity, and delivered more domestic volumes through high-value retail channels, including Canada’s number one retail brand.

​

(1)

Effective January 1, 2026, Suncor increased the nameplate capacity of its refining network by 10% from 466,000 bbls/d to 511,000 bbls/d. Prior quarter utilization rates have been restated to reflect this change.

​

18  ​2026 Third Quarter Suncor Energy Inc.    

​


​

Refining and Marketing Gross Margins(1)

Refining and marketing gross margins were influenced by the following:

●On a LIFO(2) basis, Suncor’s refining and marketing gross margin increased to $86.40/bbl in the third quarter of 2026, from $39.55/bbl in the prior year quarter, primarily due to higher benchmark crack spreads, partially offset by higher SCO premiums in the current quarter. Margin capture(1) was 95% compared to Suncor’s 5-2-2-1 index in the third quarter of 2026 and was impacted by higher Renewable Volume Obligation (RVO) embedded in the benchmarks.
●On a FIFO basis, Suncor’s refining and marketing gross margin increased to $91.30/bbl in the third quarter of 2026, from $39.65/bbl in the prior year quarter, due to the same factors discussed above, in addition to FIFO inventory valuation impacts. In the third quarter of 2026, the FIFO method of inventory valuation resulted in a gain of $235 million compared to a gain of $5 million in the prior year quarter, for a favourable quarter-over-quarter impact of $230 million.

Expenses and Other Factors

Operating expenses in the third quarter of 2026 were comparable to the prior year quarter. Transportation expenses increased compared to the prior year quarter, primarily due to increased sales volumes, including higher global exports.

Refining operating expense per barrel(1) increased to $6.20 in the third quarter of 2026, compared to $6.00 in the prior year quarter, primarily due to higher commodity input costs.

Results for the First Nine Months of 2026

R&M’s earnings before income taxes were $6.944 billion for the first nine months of 2026, compared to $1.927 billion in the prior year period. In addition to the factors impacting adjusted operating earnings, earnings before income taxes for the first nine months of 2026 included a $33 million unrealized loss on risk management activities, compared to a $3 million unrealized gain in the prior year period. The prior year period was also impacted by a $41 million write-down of an equity investment.

Adjusted operating earnings for R&M in the first nine months of 2026 were $6.977 billion, compared to $1.965 billion in the prior year period, with the increase primarily due to higher benchmark crack spreads, a significant FIFO inventory valuation gain in the current period and increased refinery production, partially offset by a related increase in operating and transportation expenses. In the first nine months of 2026, the impact of the FIFO method of inventory valuation, relative to an estimated LIFO method, had a positive impact to adjusted operating earnings and adjusted funds from operations of $1.126 billion, compared to a negative impact of $137 million in the prior year period.

R&M’s adjusted funds from operations in the first nine months of 2026 were $7.892 billion, compared to $2.733 billion in the prior year period, with the increase primarily due to the same factors that influenced adjusted operating earnings.

Planned Maintenance Update

There are no updates to the planned maintenance activities affecting the R&M segment as discussed in the 2025 annual MD&A.

​

(1)

Contains non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.

(2)

The estimated impact of the LIFO method is a non-GAAP financial measure. The impact of the FIFO method of inventory valuation, relative to an estimated LIFO accounting method, also includes the impact of the realized portion of commodity risk management activities. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.

​

2026 Third Quarter Suncor Energy Inc.    19

​


Management’s Discussion and Analysis

Corporate and Eliminations

Financial Highlights

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

($ millions)

  ​ ​ ​

2026

2025

2026

2025

Loss before income taxes

 

(404)

(441)

(1 403)

(608)

Adjusted for:

 

​

​

​

​

Unrealized foreign exchange (gain) loss on U.S. dollar denominated debt

 

(4)

186

267

(289)

One-time legislative change to benefits(1)

​

—

—

63

—

Write-down of equity investment(2)

 

—

—

—

95

Adjusted operating loss(3)

 

(408)

(255)

(1 073)

(802)

Corporate

 

(255)

(283)

(678)

(929)

Eliminations – Intersegment profit (eliminated) realized

 

(153)

28

(395)

127

Adjusted funds used in operations(3)

 

(250)

(152)

(1 003)

(786)

Free funds deficit(3)

 

(259)

(166)

(1 032)

(815)

​

(1)During the second quarter of 2026, Suncor recorded a one-time expense of $63 million due to legislative changes to Alberta seniors benefits.
(2)During the second quarter of 2025, Suncor recorded a write-down of an equity investment of $95 million.
(3)Non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.

Corporate incurred an adjusted operating loss of $255 million in the third quarter of 2026, compared to a loss of $283 million in the prior year quarter. The decreased loss was primarily due to higher interest income and lower interest expense on debt in the current quarter, partially offset by increased share-based compensation expense and a lower operational foreign exchange gain recognized in the current quarter compared to the prior year quarter.

Eliminations reflect the deferral or realization of profit or loss on crude oil sales from Oil Sands to Suncor’s refineries. Consolidated profits and losses are only realized when the refined products from internal purchases have been sold to third parties. During the third quarter of 2026, the company deferred $153 million of intersegment profit compared to a realization of $28 million in the prior year quarter. The deferral of intersegment profit in the third quarter of 2026 was primarily driven by a strengthening of benchmark crude pricing in the current quarter.

Corporate and Eliminations adjusted funds used in operations were $250 million for the third quarter of 2026, compared to adjusted funds used in operations of $152 million in the prior year quarter, and were influenced by the same factors impacting adjusted operating loss, excluding the impact of share-based compensation expense.

Results for the First Nine Months of 2026

Corporate and Eliminations loss before income taxes was $1.403 billion for the first nine months of 2026, compared to $608 million in the prior year period. In addition to the factors impacting adjusted operating loss, the loss before income taxes for the first nine months of 2026 included a $267 million unrealized foreign exchange loss on the revaluation of U.S. dollar denominated debt, compared to a $289 million gain in the prior year period. The current year period was also impacted by a one-time charge of $63 million due to legislative changes to Alberta seniors benefits. The prior year period was also impacted by a $95 million write-down of an equity investment.

The adjusted operating loss for Corporate and Eliminations for the first nine months of 2026 was $1.073 billion, compared to $802 million in the prior year period. The increased loss was primarily attributed to the deferral of intersegment profit in the current period, compared to a realization in the prior year period, and increased share-based compensation expense in the current period, partially offset by an operational foreign exchange gain in the current period compared to a loss in the prior year period.

Corporate and Eliminations adjusted funds used in operations for the first nine months of 2026 were $1.003 billion, compared to $786 million in the prior year period, and were influenced by the same factors impacting adjusted operating loss, excluding the impact of share-based compensation expense.

​

​

20  ​2026 Third Quarter Suncor Energy Inc.    

​


​

4. Income Tax

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

($ millions)

  ​ ​ ​

2026

2025

2026

2025

Current income tax expense

 

1 579

412

3 674

1 472

Deferred income tax (recovery) expense

 

(427)

186

(549)

27

Income tax expense included in net earnings

 

1 152

598

3 125

1 499

Less: Income tax recovery on adjusted operating earnings adjustments

 

(259)

(16)

(282)

(6)

Income tax expense included in adjusted operating earnings

 

1 411

614

3 407

1 505

Effective tax rate

 

23.2%

27.0%

24.5%

25.2%

The provision for income taxes in the third quarter of 2026 increased to $1.152 billion, compared to $598 million in the prior year quarter, primarily due to higher taxable earnings. In the third quarter of 2026, the company's effective tax rate on net earnings decreased compared to the prior year quarter, primarily due to the impact of permanent items impacting total tax expense in the current quarter.

The provision for income taxes in the first nine months of 2026 increased to $3.125 billion, compared to $1.499 billion in the prior year period, primarily due to higher taxable earnings. In the first nine months of 2026, the company's effective tax rate on net earnings decreased compared to the prior year period, primarily due to the impact of permanent items impacting total tax expense in the current period.

​

​

2026 Third Quarter Suncor Energy Inc.    21

​


Management’s Discussion and Analysis

5. Capital Investment Update

Capital Expenditures by Type, Excluding Capitalized Interest

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three months ended

​

Nine months ended

​

​

​

​

September 30, 
2026

​

September 30, 
2025

​

​

​

September 30, 
2026

 

September 30, 
2025

​

​

Asset Sustainment and

Economic

​

​

​

​

Asset Sustainment and

Economic

​

​

​

($ millions)

  ​ ​ ​

Maintenance(1)

Investment(2)

Total

 

Total

 

Maintenance(1)

Investment(2)

Total

​

Total

Oil Sands

 

​

​

​

​

​

​

​

​

​

​

​

Oil Sands Base

 

195

17

212

​

281

​

615

125

740

​

1 082

In Situ

 

31

277

308

​

158

​

210

503

713

​

418

Fort Hills

 

64

123

187

​

212

​

174

325

499

​

529

Syncrude

 

248

89

337

​

321

​

530

187

717

​

718

E&P

 

—

95

95

​

163

​

—

307

307

​

567

R&M

 

211

109

320

​

290

​

611

238

849

​

832

Corporate and Eliminations

 

10

(1)

9

​

14

​

27

2

29

​

29

​

 

759

709

1 468

​

1 439

​

2 167

1 687

3 854

​

4 175

Capitalized interest on debt

 

​

​

41

​

45

​

​

​

121

​

162

Total capital expenditures

 

​

​

1 509

​

1 484

​

​

​

3 975

​

4 337

​

(1)Asset sustainment and maintenance capital expenditures include capital investments that are intended to deliver on existing value by ensuring compliance with regulators and other stakeholders and maintaining current processing capacity.
(2)Economic investment capital expenditures include capital investments that are expected to result in an increase in value by adding reserves or improving processing capacity, utilization, cost or margin, including associated infrastructure.

During the third quarter of 2026, the company incurred $1.468 billion of capital expenditures, excluding capitalized interest, compared to $1.439 billion in the prior year quarter. Suncor capitalized $41 million of its borrowing costs in the third quarter of 2026 as part of the cost of major development assets and construction projects in progress, compared to $45 million in the prior year quarter.

Economic investment capital expenditures in the third quarter of 2026 included:

●The ongoing design and construction of well pads to develop additional reserves that are intended to maintain existing production levels and initiatives to add incremental capacity at In Situ.
●Advancing the North Pit mine, including the second opening, at Fort Hills.
●Progressing the Mildred Lake Mine Extension East project and autonomous haul system conversion at Syncrude.
●Progressing the West White Rose project within the E&P segment, which is nearing completion.
●Enhancing R&M sales and marketing business, including continued strategic investment in specific company-owned retail sites.

Asset sustainment and maintenance capital expenditures in the third quarter of 2026 included:

●Planned maintenance and turnaround activity, mine tailing development to support ongoing operations and other maintenance projects within the Oil Sands segment.
●Planned maintenance and turnaround activity and ongoing sustainment of refinery, retail and logistics assets within the R&M segment.

​

​

22  ​2026 Third Quarter Suncor Energy Inc.    

​


​

6. Financial Condition and Liquidity

Indicators

​

​

​

​

​

​

Twelve months ended
September 30

​

  ​ ​ ​

2026

2025

Return on capital employed (ROCE)(1)(2) (%)

 

22.3

11.0

ROCE excluding impairments(1)(2) (%)

​

23.9

11.0

Net debt to adjusted funds from operations(1) (times)

 

0.1

0.5

Total debt to total debt plus shareholders’ equity(1) (%)

 

16.4

18.3

Net debt to net debt plus shareholders’ equity(1) (%)

 

3.4

13.7

​

(1)Non-GAAP financial measures or contains non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.
(2)For the twelve months ended September 30, 2026, ROCE was impacted by the impairment of $1.080 billion ($822 million after tax) in the third quarter of 2026 and ROCE excluding impairment would have been 23.9%. For the twelve months ended September 30, 2025, there were no impairments. As a result, ROCE excluding impairments was equal to ROCE.

Capital Resources

Suncor’s capital resources consist primarily of cash flow provided by operating activities, cash and cash equivalents, and available lines of credit. Suncor’s management believes the company will have the capital resources required to fund its planned 2026 capital spending program of $5.6 billion to $5.8 billion, and to meet working capital requirements, through cash and cash equivalents balances, cash flow provided by operating activities, available committed credit facilities, issuing commercial paper and, if needed, accessing capital markets. The company’s cash flow provided by operating activities depends on several factors, including commodity prices, production, sales volumes, refining and marketing gross margins, operating expenses, taxes, royalties and foreign exchange rates.

The company has invested cash in short-term financial instruments that are presented as cash and cash equivalents. The objectives of the company’s short-term investment portfolio are to ensure the preservation of capital, maintain adequate liquidity to meet Suncor’s cash flow requirements, and deliver competitive returns derived from the quality and diversification of investments within acceptable risk parameters. The maximum weighted average term to maturity of the short-term investment portfolio is not expected to exceed six months, and all investments are with counterparties with investment-grade debt ratings.

Available Sources of Liquidity

For the three months ended September 30, 2026, cash and cash equivalents increased to $8.001 billion from $5.372 billion as at June 30, 2026. The source of cash in the third quarter of 2026 was primarily due to the company’s cash flow provided by operating activities exceeding the company’s shareholder returns, including the repurchase of Suncor’s common shares under its normal course issuer bid (NCIB) and the payment of dividends, and the company’s capital expenditures.

For the nine months ended September 30, 2026, cash and cash equivalents increased to $8.001 billion from $3.650 billion as at December 31, 2025. The source of cash in the first nine months of 2026 was primarily due to the company’s cash flow provided by operating activities exceeding the company’s shareholder returns, including the repurchase of Suncor’s common shares under its NCIB and the payment of dividends, and the company’s capital expenditures.

As at September 30, 2026, the weighted average days to maturity of the company’s short-term investment portfolio was approximately 23 days.

As at September 30, 2026, available credit facilities for liquidity purposes were $5.304 billion, compared to $5.219 billion as at December 31, 2025.

Financing Activities

Management of debt levels and liquidity continues to be a priority for Suncor given the company’s long-term plans and the expected future volatility in the business environment. Suncor believes a phased and flexible approach to existing and future projects will help the company maintain its ability to manage project costs and debt levels.

Total Debt to Total Debt Plus Shareholders’ Equity

Suncor is subject to financial and operating covenants related to its bank debt and public market debt. Failure to meet the terms of one or more of these covenants may constitute an “event of default” as defined in the respective debt agreements, potentially resulting in accelerated repayment of one or more of the debt obligations. The company is in compliance with its financial covenant that requires total debt and lease liabilities to not exceed 65% of its total debt and lease liabilities plus shareholders’ equity. As at September 30, 2026, total debt and lease liabilities to total debt and lease liabilities plus shareholders’ equity was 22.5% (December 31, 2025 – 24.3%). The company also continues to be in compliance with all operating covenants under its debt agreements.

​

​

2026 Third Quarter Suncor Energy Inc.    23

​


Management’s Discussion and Analysis

Change in Debt

​

​

​

​

​

​

Three months ended

Nine months ended

($ millions)

  ​ ​ ​

September 30, 2026

September 30, 2026

Total debt(1) – beginning of period

 

9 853

9 987

Decrease in long-term debt

​

(96)

(474)

Decrease in short-term debt

​

—

—

Foreign exchange on debt, and other

 

(5)

239

Total debt(1) – September 30, 2026

 

9 752

9 752

Less: Cash and cash equivalents – September 30, 2026

 

8 001

8 001

Net debt (1) – September 30, 2026

 

1 751

1 751

​

(1)Non-GAAP financial measures. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A.

In the third quarter of 2026, the company fully repaid its $96 million 3.00% Series 5 Medium Term Notes upon maturity in September 2026. In the second quarter of 2026, the company fully repaid its US$275 million 7.875% debentures upon maturity in June 2026.

The company’s total debt decreased in the third quarter of 2026, primarily due to the repayment of long-term debt discussed above and favourable foreign exchange rates on U.S. dollar denominated debt compared to June 30, 2026.

The company’s total debt decreased in the first nine months of 2026, primarily due to the repayment of long-term debt discussed above, partially offset by unfavourable foreign exchange rates on U.S. dollar denominated debt compared to December 31, 2025.

As at September 30, 2026, Suncor’s net debt was $1.751 billion, compared to $6.337 billion as at December 31, 2025. The decrease in net debt was primarily due to an increase in cash and cash equivalents and the factors discussed above.

Common Shares

​

​

​

​

​

​

September 30, 

(thousands)

  ​ ​ ​

2026

Common shares

 

1 158 324

Common share options – exercisable

 

1 109

Common share options – non-exercisable

 

1 515

As at October 29, 2026, the total number of common shares outstanding was 1,151,224,232 and the total number of exercisable and non-exercisable common share options outstanding was 2,609,601. Once vested, each outstanding common share option is exercisable for one common share.

​

​

24  ​2026 Third Quarter Suncor Energy Inc.    

​


​

Share Repurchases

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Maximum

​

Maximum

​

Number of

​

​

Commencement

​

​

​

Shares

​

Shares

​

Shares

(thousands of common shares)

  ​ ​ ​

Date

  ​ ​ ​

Expiry

  ​ ​ ​

for Repurchase

  ​ ​ ​

Repurchase (%)

  ​ ​ ​

Repurchased

2024 NCIB

 

February 26, 2024

​

February 25, 2025

​

128 700

​

10

​

61 066

2025 NCIB

 

March 3, 2025

​

March 2, 2026

​

123 800

​

10

​

54 151

2026 NCIB

 

March 3, 2026

​

March 2, 2027

​

118 700

​

10

​

37 250

​

Between March 3, 2026, and October 29, 2026, pursuant to Suncor’s current NCIB, Suncor repurchased 37,250,056 common shares on the open market, representing the equivalent of 3.1% of its common shares as at February 18, 2026, for $3.425 billion, at a weighted average price of $91.96 per common share.

The actual number of common shares that may be repurchased under the NCIB and the timing of any such repurchases will be determined by Suncor. The company believes that repurchasing its own shares represents an attractive investment opportunity and is in the best interests of the company and its shareholders. The company does not expect that the decision to allocate cash to repurchase shares will affect its long-term strategy.

​

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

($ millions, except as noted)

  ​ ​ ​

2026

2025

2026

2025

Share repurchase activities (thousands of common shares)

 

14 825

13 600

37 915

42 193

Weighted average repurchase price per share (dollars per share)

 

91.08

55.15

85.07

53.33

Share repurchase cost(1)

 

1 350

750

3 225

2 250

​

(1)The three and nine months ended September 30, 2026, excludes nil of taxes paid on share repurchase costs. The three and nine months ended September 30, 2025, excludes nil and $48 million, respectively of taxes paid on share repurchase costs.

Contractual Obligations, Commitments, Guarantees and Off-Balance Sheet Arrangements

In the normal course of business, the company is obligated to make future payments, including payments in respect of contractual obligations and non-cancellable commitments. Suncor has included these items in the Financial Condition and Liquidity section of the 2025 annual MD&A, with no material updates to note during the nine months ended September 30, 2026.

Suncor does not believe it has any guarantees or off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on the company’s financial performance or financial condition, results of operations, liquidity or capital expenditures.

​

​

2026 Third Quarter Suncor Energy Inc.    25

​


Management’s Discussion and Analysis

7. Quarterly Financial Data

Trends in Suncor’s quarterly revenue, earnings and adjusted funds from operations are driven primarily by production volumes, which can be significantly impacted by major maintenance events, changes in commodity prices and crude differentials, refining crack spreads, foreign exchange rates and other significant events impacting operations, such as operational incidents.

Financial Summary

​

​

​

​

​

​

​

​

​

​

​

Three months ended

​

Sep 30

Jun 30

Mar 31

Dec 31

Sep 30

Jun 30

Mar 31

Dec 31

($ millions, unless otherwise noted)

  ​ ​ ​

2026

2026

2026

2025

2025

2025

2025

2024

Total production (mbbls/d)

 

​

​

​

​

​

​

​

​

Oil Sands

 

788.5

690.1

798.8

845.4

812.2

748.4

790.9

817.5

Exploration and Production

 

64.0

70.8

76.4

63.6

57.8

59.7

62.3

57.5

Total upstream production

 

852.5

760.9

875.2

909.0

870.0

808.1

853.2

875.0

Refinery crude oil throughput (mbbls/d)

 

487.7

470.6

497.8

504.2

491.7

442.3

482.7

486.2

Gross revenues

 

20 817

19 009

15 422

12 733

13 565

12 749

13 330

13 657

Net earnings

 

3 814

3 732

2 100

1 476

1 619

1 134

1 689

818

Per common share – basic (dollars)

 

3.27

3.17

1.77

1.23

1.34

0.93

1.36

0.65

Adjusted operating earnings(1)

 

4 631

3 804

2 300

1 325

1 794

873

1 629

1 566

Per common share(1)(2) (dollars)

 

3.97

3.23

1.93

1.10

1.48

0.71

1.31

1.25

Adjusted funds from operations(1)

 

6 705

5 329

4 030

3 218

3 831

2 689

3 045

3 493

Per common share(1)(2) (dollars)

 

5.75

4.52

3.39

2.68

3.16

2.20

2.46

2.78

Cash flow provided by operating activities

 

6 196

5 655

2 435

3 921

3 785

2 919

2 156

5 083

Per common share(2) (dollars)

 

5.31

4.80

2.05

3.27

3.13

2.38

1.74

4.05

Free funds flow(1)

 

5 196

3 980

2 913

1 699

2 347

981

1 900

1 923

Per common share(1)(2) (dollars)

 

4.46

3.38

2.45

1.42

1.94

0.80

1.53

1.53

ROCE(1) (%) for the twelve months ended

 

22.3

18.3

12.4

11.3

11.0

11.1

12.8

13.0

ROCE excluding impairments(1)(3) (%) for the twelve months ended

 

23.9

18.3

12.4

11.3

11.0

11.1

12.8

13.0

Net debt(1)

 

1 751

4 481

6 842

6 337

7 147

7 673

7 559

6 861

Common share information (dollars)

 

​

​

​

​

​

​

​

​

Dividend per common share(2)

 

0.60

0.60

0.60

0.60

0.57

0.57

0.57

0.57

Share price at the end of trading

 

​

​

​

​

​

​

​

​

Toronto Stock Exchange (Cdn$)

 

95.60

76.30

92.01

60.92

58.24

51.01

55.72

51.31

New York Stock Exchange (US$)

 

67.87

53.68

66.11

44.36

41.81

37.45

38.72

35.68

​

(1)Such financial measure is a non-GAAP financial measure or contains a non-GAAP financial measure. See the Non-GAAP and Other Financial Measures Advisory section of this MD&A. Adjusted operating earnings, adjusted funds from operations, net debt, free funds flow, ROCE and ROCE excluding impairments are defined in the Non-GAAP and Other Financial Measures Advisory section and reconciled to GAAP measures in the Consolidated Financial Information and the Segment Results and Analysis section in the respective Quarterly Report to Shareholders (Quarterly Report) issued by Suncor in respect of the relevant quarter, which information is incorporated by reference herein and is available on SEDAR+ at www.sedarplus.ca.
(2)Presented on a basic per share basis.
(3)For the twelve months ended September 30, 2026, ROCE was impacted by the impairment of $1.080 billion ($822 million after tax) in the third quarter of 2026 and ROCE excluding impairment would have been 23.9%. For the twelve months ended September 30, 2025, there were no impairments. As a result, ROCE excluding impairments was equal to ROCE.

​

26  ​2026 Third Quarter Suncor Energy Inc.    

​


​

Business Environment

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Sep 30

Jun 30

Mar 31

Dec 31

Sep 30

Jun 30

Mar 31

Dec 31

(average for the three months ended)

  ​ ​ ​

​

2026

2026

2026

2025

2025

2025

2025

2024

WTI crude oil at Cushing

 

US$/bbl

85.70

92.85

72.15

59.15

64.95

63.70

71.40

70.30

Dated Brent crude

 

US$/bbl

96.80

104.55

80.95

63.70

69.10

67.80

75.70

74.70

Dated Brent/Maya FOB price differential

 

US$/bbl

20.95

19.20

15.45

9.70

8.80

10.10

11.10

11.85

MSW at Edmonton

 

Cdn$/bbl

118.90

131.90

93.85

76.55

86.40

84.25

95.30

94.95

WCS at Hardisty

 

US$/bbl

71.80

78.20

58.00

47.95

54.55

53.50

58.75

57.75

WCS-WTI heavy/light differential

 

US$/bbl

(13.90)

(14.65)

(14.15)

(11.20)

(10.40)

(10.20)

(12.65)

(12.55)

SYN-WTI premium (differential)

 

US$/bbl

6.80

8.40

(0.40)

(1.30)

1.35

1.00

(2.35)

0.85

Condensate at Edmonton

 

US$/bbl

82.20

95.55

71.65

57.00

63.10

63.50

69.90

70.65

Natural gas (Alberta spot) at AECO

 

Cdn$/GJ

1.50

1.55

1.90

2.20

0.60

1.65

2.05

1.45

Alberta Power Pool Price

 

Cdn$/MWh

35.50

29.45

32.15

43.00

51.30

40.50

39.80

51.50

New York Harbor 2-1-1 crack(1)

 

US$/bbl

76.50

55.55

35.40

29.90

29.95

25.90

21.05

18.80

Chicago 2-1-1 crack(1)

 

US$/bbl

66.10

51.00

23.05

21.50

26.40

22.05

14.65

13.85

Portland 2-1-1 crack(1)

 

US$/bbl

77.15

63.35

38.25

31.75

42.05

38.20

22.30

20.95

Gulf Coast 2-1-1 crack(1)

 

US$/bbl

73.50

51.55

32.55

27.15

27.10

23.20

20.85

17.00

U.S. Renewable Volume Obligation

 

US$/bbl

14.35

13.80

8.75

6.10

6.40

6.15

4.75

4.05

Suncor custom 5-2-2-1 index(2)

 

US$/bbl

64.90

50.10

35.70

32.00

31.20

27.85

26.80

24.25

Exchange rate (average)

 

US$/Cdn$

0.71

0.72

0.73

0.72

0.73

0.72

0.70

0.71

Exchange rate (end of period)

 

US$/Cdn$

0.70

0.70

0.72

0.72

0.72

0.73

0.69

0.69

​

(1)2-1-1 crack spreads are indicators of the refining margin generated by converting two barrels of WTI into one barrel of gasoline and one barrel of diesel. The crack spreads presented here generally approximate the regions into which the company sells refined products through retail and wholesale channels.
(2)Suncor has developed an indicative 5-2-2-1 index based on publicly available pricing data to more accurately reflect the company’s realized refining and marketing gross margin. For more details, including how the custom index is calculated, see Suncor’s 2025 annual MD&A.

​

​

2026 Third Quarter Suncor Energy Inc.    27

​


Management’s Discussion and Analysis

8. Other Items

Accounting Policies and New IFRS Standards

Suncor’s significant accounting policies and a summary of recently announced accounting standards are described in the Accounting Policies and Critical Accounting Estimates section of the 2025 annual MD&A and in notes 3 and 5 of Suncor’s audited Consolidated Financial Statements for the year ended December 31, 2025.

Critical Accounting Estimates

The preparation of financial statements in accordance with GAAP requires management to make estimates, judgments and assumptions that affect reported assets, liabilities, revenues and expenses, gains and losses, and disclosures of contingencies. These estimates and assumptions are subject to change based on experience and new information. Critical accounting estimates are those that require management to make assumptions about matters that are highly uncertain at the time the estimate is made. Critical accounting estimates are also those estimates that, where a different estimate could have been used or where changes in the estimate that are reasonably likely to occur, would have a material impact on the company’s financial condition, changes in financial condition or financial performance. Critical accounting estimates and judgments are reviewed annually by the Audit Committee of the Board of Directors. A detailed description of Suncor’s critical accounting estimates is provided in note 4 to the audited Consolidated Financial Statements for the year ended December 31, 2025, and in the Accounting Policies and Critical Accounting Estimates section of the 2025 annual MD&A.

Financial Instruments

Suncor periodically enters into derivative contracts such as forwards, futures, swaps, options and costless collars to manage exposure to fluctuations in commodity prices and foreign exchange rates, and to optimize the company’s position with respect to interest payments. For more information on Suncor’s financial instruments and the related financial risk factors, see note 26 of the audited Consolidated Financial Statements for the year ended December 31, 2025, note 9 to the unaudited interim Consolidated Financial Statements for the three and nine months ended September 30, 2026, and the Financial Condition and Liquidity section of the 2025 annual MD&A.

Control Environment

Based on their evaluation as at September 30, 2026, Suncor’s Chief Executive Officer and Chief Financial Officer concluded that the company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the United States Securities Exchange Act of 1934, as amended (the Exchange Act)), are effective to ensure that information required to be disclosed by the company in reports that are filed or submitted to Canadian and U.S. securities authorities is recorded, processed, summarized and reported within the time periods specified in Canadian and U.S. securities laws. In addition, as at September 30, 2026, there were no changes in the internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) that occurred during the three-month period ended September 30, 2026, that have materially affected, or are reasonably likely to materially affect, the company’s internal control over financial reporting. Management will continue to periodically evaluate the company’s disclosure controls and procedures and internal control over financial reporting and will make any modifications as deemed necessary from time to time.

Based on their inherent limitations, disclosure controls and procedures and internal control over financial reporting may not prevent or detect misstatements, and even those controls determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

Corporate Guidance

There have been no changes to the 2026 corporate guidance ranges previously updated on August 4, 2026.

For further details and advisories regarding Suncor’s 2026 corporate guidance, see www.suncor.com/guidance.

​

​

​

​

​

28  ​2026 Third Quarter Suncor Energy Inc.    

​


​

9. Non-GAAP and Other Financial Measures Advisory

Certain financial measures in this MD&A – namely adjusted operating earnings (loss), adjusted funds from (used in) operations, measures contained in ROCE and ROCE excluding impairments, price realizations, free funds flow (deficit), Oil Sands operations cash operating costs, Fort Hills cash operating costs, Syncrude cash operating costs, refining and marketing gross margin, refining operating expense, refining and marketing margin capture, net debt, total debt, LIFO inventory valuation methodology and related per share or per barrel amounts or metrics that contain such measures – are not prescribed by GAAP. These non-GAAP financial measures are included because management uses the information to analyze business performance, leverage and liquidity, as applicable, and it may be useful to investors on the same basis. These non-GAAP financial measures do not have any standardized meaning and, therefore, are unlikely to be comparable to similar measures presented by other companies. Therefore, these non-GAAP financial measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. Except as otherwise indicated, these non-GAAP financial measures are calculated and disclosed on a consistent basis from period to period. Specific adjusting items may only be relevant in certain periods.

Adjusted Operating Earnings (Loss)

Adjusted operating earnings (loss) is a non-GAAP financial measure that adjusts net earnings (loss) for significant items that are not indicative of operating performance. Management uses adjusted operating earnings (loss) to evaluate operating performance because management believes it provides better comparability between periods. Adjusted operating earnings (loss) is reconciled to net earnings (loss) in the Consolidated Financial and Operating Information and Segment Results and Analysis sections of this MD&A.

Bridge Analyses of Adjusted Operating Earnings (Loss)

Within this MD&A, the company presents a chart that illustrates the change in adjusted operating earnings (loss) from the comparative period through key variance factors. These factors are analyzed in the Adjusted Operating Earnings (Loss) narratives following the bridge analysis in this MD&A. This bridge analysis is presented because management uses this presentation to evaluate performance. All reconciling items are presented on a before-tax basis and adjusted for income taxes in the Income Tax bridge factor.

●The factor for Sales Volumes and Mix is calculated based on sales volumes and mix for the Oil Sands and E&P segments and refinery production volumes for the R&M segment.
●The factor for Price, Margin and Other Revenue includes upstream price realizations before royalties, except for the company’s Libya operations, which is net of royalties, and realized commodity risk management activities. Also included are refining and marketing gross margins, other operating revenue and the net impacts of sales and purchases of third-party crude, including product purchased for use as diluent in the company’s Oil Sands operations and subsequently sold as part of diluted bitumen.
●The factor for Royalties excludes the impact of the company’s Libya operations, as royalties in Libya are included in Price, Margin and Other Revenue as described above.
●The factor for Inventory Valuation is comprised of changes in the FIFO inventory valuation and the realized portion of commodity risk management activities reported in the R&M segment, as well as the impact of the deferral or realization of profit or loss on crude oil sales from the Oil Sands segment to Suncor’s refineries reported in the Corporate and Eliminations segment.
●The factor for Operating and Transportation Expense includes project startup costs, OS&G expense and transportation expense.
●The factor for Financing Expense and Other includes financing expenses, other income, operational foreign exchange gains and losses and changes in gains and losses on disposal of assets that are not adjusted operating earnings (loss) adjustments.
●The factor for DD&A and Exploration Expense includes depreciation, depletion and amortization expense, and exploration expense.
●The factor for Income Tax includes the company’s current and deferred income tax expense on adjusted operating earnings, changes in statutory income tax rates and other income tax adjustments.

​

2026 Third Quarter Suncor Energy Inc.    29

​


Management’s Discussion and Analysis

ROCE and ROCE Excluding Impairments

ROCE is a non-GAAP ratio that management uses to analyze operating performance and the efficiency of Suncor’s capital allocation process. ROCE is calculated using the non-GAAP financial measures adjusted net earnings and average capital employed. Adjusted net earnings are calculated by taking net earnings (loss) and adjusting after-tax amounts for unrealized foreign exchange on U.S. dollar denominated debt and net interest expense. Average capital employed is calculated as a twelve-month average of the capital employed balance at the beginning of the twelve-month period and the month-end capital employed balances throughout the remainder of the twelve-month period. Figures for capital employed at the beginning and end of the twelve-month period are presented to show the changes in the components of the calculation over the twelve-month period.

​

​

​

​

​

​

For the twelve months ended September 30

​

​

​

​

($ millions, except as noted)

  ​ ​ ​

​

2026

2025

Adjustments to net earnings

 

​

​

​

Net earnings

 

​

11 122

5 260

Add after-tax amounts for:

 

​

​

​

Unrealized foreign exchange loss on U.S. dollar denominated debt

 

​

130

176

Net interest expense

 

​

360

301

Adjusted net earnings(1)

 

A

11 612

5 737

Capital employed – beginning of twelve-month period

 

​

​

​

Net debt(2)

 

​

7 147

7 968

Shareholders’ equity

 

​

45 163

45 082

​

 

​

52 310

53 050

Capital employed – end of twelve-month period

 

​

​

​

Net debt(2)

 

​

1 751

7 147

Shareholders’ equity

 

​

49 673

45 163

​

 

​

51 424

52 310

Average capital employed

 

B

52 058

52 157

ROCE (%)(3)

 

A/B

22.3

11.0

​

(1)Total before-tax impact of adjustments is $626 million for the twelve months ended September 30, 2026, and $608 million for the twelve months ended September 30, 2025.
(2)Net debt is a non-GAAP financial measure.
(3)For the twelve months ended September 30, 2026, ROCE was impacted by the impairment of $1.080 billion ($822 million after tax) in the third quarter of 2026 and ROCE excluding impairment would have been 23.9%. For the twelve months ended September 30, 2025, there were no impairments. As a result, ROCE excluding impairments was equal to ROCE.

​

30  ​2026 Third Quarter Suncor Energy Inc.    

​


​

Adjusted Funds From (Used In) Operations

Adjusted funds from (used in) operations is a non-GAAP financial measure that adjusts a GAAP measure – cash flow provided by operating activities – for changes in non-cash working capital, which management uses to analyze operating performance and liquidity. Changes to non-cash working capital can be impacted by, among other factors, commodity price volatility, the timing of offshore feedstock purchases and payments for commodity and income taxes, the timing of cash flows related to accounts receivable and accounts payable, and changes in inventory, which management believes reduces comparability between periods.

Adjusted funds from (used in) operations for each quarter are separately defined and reconciled to the cash flow provided by the operating activities measure in the Non-GAAP and Other Financial Measures Advisory section of each respective MD&A or Quarterly Report to shareholders, as applicable, for the related quarter, with such information being incorporated by reference herein and available on SEDAR+ at www.sedarplus.ca.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three months ended September 30

​

Oil Sands

Exploration and Production

Refining and
Marketing

Corporate and Eliminations

Income Taxes

Total

($ millions)

  ​ ​ ​

2026

2025

2026

2025

2026

2025

2026

2025

2026

2025

2026

2025

Earnings (loss) before income taxes

 

2 833

1 638

(657)

142

3 194

878

(404)

(441)

—

—

4 966

2 217

Adjustments for:

 

​

​

​

​

​

​

​

​

​

​

​

​

Depreciation, depletion, amortization and impairment

 

1 350

1 261

1 222

161

291

275

31

34

—

—

2 894

1 731

Accretion

 

129

126

20

16

4

3

—

—

—

—

153

145

Unrealized foreign exchange (gain) loss on U.S. dollar denominated debt

 

—

—

—

—

—

—

(4)

186

—

—

(4)

186

Change in fair value of financial instruments and trading inventory

 

83

(122)

(18)

(30)

100

62

—

—

—

—

165

(90)

Gain on disposal of assets

 

(65)

—

—

—

—

(16)

—

(1)

—

—

(65)

(17)

Share-based compensation

 

94

59

6

3

43

30

130

89

—

—

273

181

Settlement of decommissioning and
restoration liabilities

 

(116)

(107)

(6)

(16)

(21)

(24)

—

—

—

—

(143)

(147)

Other

 

44

45

3

3

1

8

(3)

(19)

—

—

45

37

Current income tax expense

 

—

—

—

—

—

—

—

—

(1 579)

(412)

(1 579)

(412)

Adjusted funds from (used in) operations

 

4 352

2 900

570

279

3 612

1 216

(250)

(152)

(1 579)

(412)

6 705

3 831

Change in non-cash working capital

 

​

​

​

​

​

​

​

​

​

​

(509)

(46)

Cash flow provided by operating activities

 

​

​

​

​

​

​

​

​

​

​

6 196

3 785

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Exploration and

Refining and

Corporate and

​

​

​

​

Nine months ended September 30

​

Oil Sands

Production

Marketing

Eliminations

Income Taxes

Total

($ millions)

  ​ ​ ​

2026

2025

2026

2025

2026

2025

2026

2025

2026

2025

2026

2025

Earnings (loss) before income taxes

 

7 040

4 157

190

465

6 944

1 927

(1 403)

(608)

—

—

12 771

5 941

Adjustments for:

 

​

​

​

​

​

​

​

​

​

​

​

​

Depreciation, depletion, amortization and impairment

 

3 826

3 708

1 564

499

842

792

107

104

—

—

6 339

5 103

Accretion

 

388

374

59

48

12

10

—

—

—

—

459

432

Unrealized foreign exchange loss (gain) on U.S. dollar denominated debt

 

—

—

—

—

—

—

267

(289)

—

—

267

(289)

Change in fair value of financial instruments and trading inventory

 

51

25

(14)

(2)

86

17

—

—

—

—

123

40

Gain on disposal of assets

 

(60)

—

—

—

(8)

(16)

(10)

(1)

—

—

(78)

(17)

Share-based compensation

 

52

(20)

3

(2)

25

(6)

13

(88)

—

—

93

(116)

Settlement of decommissioning and restoration liabilities

 

(364)

(272)

(22)

(30)

(47)

(51)

—

—

—

—

(433)

(353)

Other

 

132

137

4

3

38

60

23

96

—

—

197

296

Current income tax expense

 

—

—

—

—

—

—

—

—

(3 674)

(1 472)

(3 674)

(1 472)

Adjusted funds from (used in) operations

 

11 065

8 109

1 784

981

7 892

2 733

(1 003)

(786)

(3 674)

(1 472)

16 064

9 565

Change in non-cash working capital

 

​

​

​

​

​

​

​

​

​

​

(1 778)

(705)

Cash flow provided by operating activities

 

​

​

​

​

​

​

​

​

​

​

14 286

8 860

​

​

2026 Third Quarter Suncor Energy Inc.    31

​


Management’s Discussion and Analysis

Free Funds Flow (Deficit)

Free funds flow (deficit) is a non-GAAP financial measure that is calculated by taking adjusted funds from operations and subtracting capital expenditures, including capitalized interest. Free funds flow reflects cash available for increasing distributions to shareholders and reducing debt. Management uses free funds flow to measure the capacity of the company to increase returns to shareholders and to grow Suncor’s business.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Exploration and

Refining and

Corporate and

​

​

​

​

​

Three months ended September 30

​

Oil Sands

Production

Marketing

Eliminations

Income Taxes

Total

($ millions)

  ​ ​ ​

2026

2025

2026

2025

2026

2025

2026

2025

2026

2025

2026

​

2025

Adjusted funds from (used in) operations

 

4 352

2 900

570

279

3 612

1 216

(250)

(152)

(1 579)

(412)

6 705

 

3 831

Capital expenditures including capitalized interest

 

(1 062)

(998)

(117)

(182)

(321)

(290)

(9)

(14)

—

—

(1 509)

​

(1 484)

Free funds flow (deficit)

 

3 290

1 902

453

97

3 291

926

(259)

(166)

(1 579)

(412)

5 196

​

2 347

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Exploration and

Refining and

Corporate and

​

​

​

​

​

Nine months ended September 30

​

Oil Sands

Production

Marketing

Eliminations

Income Taxes

Total

($ millions)

  ​ ​ ​

2026

2025

2026

2025

2026

2025

2026

2025

2026

2025

2026

​

2025

Adjusted funds from (used in) operations

 

11 065

8 109

1 784

981

7 892

2 733

(1 003)

(786)

(3 674)

(1 472)

16 064

 

9 565

Capital expenditures including capitalized interest

 

(2 722)

(2 856)

(371)

(620)

(853)

(832)

(29)

(29)

—

—

(3 975)

​

(4 337)

Free funds flow (deficit)

 

8 343

5 253

1 413

361

7 039

1 901

(1 032)

(815)

(3 674)

(1 472)

12 089

​

5 228

​

Oil Sands Operations, Fort Hills and Syncrude Cash Operating Costs

Cash operating costs are calculated by adjusting Oil Sands segment OS&G expenses for non-production costs and excess power capacity. Significant non-production costs include, but are not limited to, share-based compensation adjustments, research costs, project startup costs and adjustments to reflect the cost of internal transfers in the receiving asset at the cost of production versus the cost of purchase. Non-production costs at Fort Hills and Syncrude also include, but are not limited to, an adjustment to reflect internally produced diesel from Oil Sands operations at the cost of production. Excess power capacity represents excess power revenue from cogeneration units that is recorded in operating revenues. Oil Sands operations excess power capacity and other also includes, but is not limited to, the natural gas expense recorded as part of a non-monetary arrangement involving a third-party processor. Oil Sands operations, Fort Hills and Syncrude production volumes are gross of internally consumed diesel and feedstock transfers between assets. Oil Sands operations, Fort Hills and Syncrude cash operating costs are reconciled in the Segment Results and Analysis – Oil Sands – Cash Operating Costs section of this MD&A. Management uses cash operating costs to measure operating performance.

​

​

32  ​2026 Third Quarter Suncor Energy Inc.    

​


​

Refining and Marketing Gross Margin, Margin Capture and Refining Operating Expense

Refining and marketing gross margins, refining and marketing margin capture and refining operating expense are non-GAAP financial measures. Refining and marketing gross margin, on a FIFO basis, is calculated by adjusting R&M segment operating revenue, other income and purchases of crude oil and products (all of which are GAAP measures) for intersegment marketing fees recorded in intersegment revenues. Refining and marketing gross margin, on a LIFO basis, is further adjusted for the impacts of FIFO inventory valuation recorded in purchases of crude oil and products and risk management activities recorded in other income (loss). Refinery operating expense is calculated by adjusting R&M segment OS&G expenses for i) non-refining costs pertaining to the company’s supply, marketing and ethanol businesses; and ii) non-refining costs that management believes do not relate to the production of refined products, including, but not limited to, share-based compensation and enterprise shared service allocations. Refining and marketing margin capture is calculated by dividing refining and marketing gross margin, on a LIFO basis, by the Suncor custom 5-2-2-1 index. For details on how the 5-2-2-1 index is calculated, see Suncor’s 2025 annual MD&A. Management uses refining and marketing gross margin, refining operating expense and refining and marketing margin capture to measure operating performance on a production barrel basis.

​

​

​

​

​

​

​

​

​

Three months ended
September 30

Nine months ended
September 30

($ millions, except as noted)

  ​ ​ ​

2026

2025

2026

2025

Refining and marketing gross margin reconciliation

 

​

​

​

​

Operating revenues

 

13 395

8 085

34 414

23 023

Purchases of crude oil and products

 

(9 045)

(6 208)

(24 020)

(18 099)

​

 

4 350

1 877

10 394

4 924

Other (loss) income

 

(30)

25

(58)

31

Non-refining and marketing margin

 

24

14

12

15

Refining and marketing gross margin – FIFO

 

4 344

1 916

10 348

4 970

Refinery production(1) (mbbls)

 

47 569

48 326

140 962

136 406

Refining and marketing gross margin – FIFO ($/bbl)

 

91.30

39.65

73.40

36.45

FIFO and risk management activities adjustment

 

(235)

(5)

(1 126)

137

Refining and marketing gross margin – LIFO

 

4 109

1 911

9 222

5 107

Refining and marketing gross margin – LIFO ($/bbl)

 

86.40

39.55

65.40

37.45

Refining operating expense reconciliation

 

​

​

​

​

Operating, selling and general expense

 

611

602

1 875

1 789

Non-refining costs

 

(317)

(313)

(969)

(903)

Refining operating expense

 

294

289

906

886

Refinery production(1) (mbbls)

 

47 569

48 326

140 962

136 406

Refining operating expense ($/bbl)

 

6.20

6.00

6.45

6.50

Refining and marketing margin capture reconciliation

 

​

​

​

​

Refining and marketing gross margin – LIFO ($/bbl)

​

86.40

39.55

65.40

37.45

Suncor custom 5-2-2-1 index ($/bbl)

​

90.80

42.95

69.80

40.05

Refining and marketing margin capture (%)

​

95

92

94

94

​

(1)Refinery production is the output of the refining process and differs from crude oil processed as a result of volumetric adjustments for non-crude feedstock, volumetric gain associated with the refining process and changes in unfinished product inventories.

​

2026 Third Quarter Suncor Energy Inc.    33

​


Management’s Discussion and Analysis

Impact of FIFO Inventory Valuation on Refining and Marketing Net Earnings (Loss)

GAAP requires the use of a FIFO inventory valuation methodology. For Suncor, this results in a disconnect between the sales prices for refined products, which reflect current market conditions, and the amount recorded as the cost of sale for the related refinery feedstock, which reflects market conditions at the time the feedstock was purchased. This lag between purchase and sale can be anywhere from several weeks to several months and is influenced by the time to receive crude after purchase, regional crude inventory levels, the completion of refining processes, transportation time to distribution channels and regional refined product inventory levels.

Suncor prepares and presents an estimate of the impact of using a FIFO inventory valuation methodology compared to a LIFO methodology, because management uses the information to analyze operating performance and compare itself against refining peers that are permitted to use LIFO inventory valuation under U.S. GAAP.

The company’s estimate is not derived from a standardized calculation and, therefore, may not be directly comparable to similar measures presented by other companies, and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP or U.S. GAAP.

Net Debt and Total Debt

Net debt and total debt are non-GAAP financial measures that management uses to analyze the financial condition of the company. Total debt includes short-term debt, current portion of long-term debt and long-term debt (all of which are GAAP measures). Net debt is equal to total debt less cash and cash equivalents (a GAAP measure).

​

​

​

​

​

​

​

September 30

December 31

($ millions, except as noted)

  ​ ​ ​

2026

2025

Short-term debt

 

—

—

Current portion of long-term debt

 

561

973

Long-term debt

 

9 191

9 014

Total debt

 

9 752

9 987

Less: Cash and cash equivalents

 

8 001

3 650

Net debt

 

1 751

6 337

Shareholders’ equity

 

49 673

45 124

Total debt plus shareholders’ equity

 

59 425

55 111

Total debt to total debt plus shareholders’ equity (%)

 

16.4

18.1

Net debt to net debt plus shareholders’ equity (%)

 

3.4

12.3

​

34  ​2026 Third Quarter Suncor Energy Inc.    

​


​

Price Realizations

Price realizations are a non-GAAP measure used by management to measure profitability. Oil Sands price realizations are presented on a crude product basis and are derived from the Oil Sands segmented statement of net earnings (loss), after adjusting for items not directly attributable to the revenues associated with production. E&P price realizations are presented on an asset location basis and are derived from the E&P segmented statement of net earnings (loss), after adjusting for other E&P assets, such as Libya, for which price realizations are not provided.

Oil Sands Price Realizations

​

​

​

​

​

​

​

​

​

​

​

​

September 30, 2026

​

September 30, 2025

​

​

​

Upgraded –

Oil Sands

​

​

Upgraded –

Oil Sands

Three months ended

​

Non-

Net

Segment

​

Non-

Net

Segment

​

​

Upgraded

SCO and

Average

​

Upgraded

SCO and

Average

($ millions, except as noted)

  ​ ​ ​

Bitumen

Diesel

Crude

​

Bitumen

Diesel

Crude

Operating revenues

 

2 480

6 841

9 321

​

2 346

4 704

7 050

Other income

 

92

35

127

​

70

36

106

Purchases of crude oil and products

 

(536)

(82)

(618)

​

(495)

(23)

(518)

Gross realization adjustment(1)

 

(43)

(108)

(151)

​

(81)

(108)

(189)

Price realization

 

1 993

6 686

8 679

​

1 840

4 609

6 449

Sales volumes (mbbls)

 

20 658

50 357

71 015

​

25 567

49 856

75 423

Price realization per barrel(2)

 

96.42

132.75

122.18

​

71.93

92.43

85.48

​

​

​

​

​

​

​

​

​

Nine months ended

​

September 30, 2026

​

September 30, 2025

​

​

​

Upgraded –

Oil Sands

​

​

Upgraded –

Oil Sands

​

​

Non-

Net

Segment

​

Non-

Net

Segment

​

​

Upgraded

SCO and

Average

​

Upgraded

SCO and

Average

($ millions, except as noted)

  ​ ​ ​

Bitumen

Diesel

Crude

​

Bitumen

Diesel

Crude

Operating revenues

 

7 668

18 210

25 878

​

7 349

13 282

20 631

Other income

 

103

142

245

​

55

91

146

Purchases of crude oil and products

 

(1 944)

(287)

(2 231)

​

(1 830)

(110)

(1 940)

Gross realization adjustment(1)

 

201

(408)

(207)

​

(113)

(324)

(437)

Price realization

 

6 028

17 657

23 685

​

5 461

12 939

18 400

Sales volumes (mbbls)

 

66 477

140 366

206 843

​

75 597

137 478

213 075

Price realization per barrel(2)

 

90.66

125.79

114.50

​

72.23

94.12

86.35

​

(1)Reflects the items not directly attributed to revenues received from the sale of proprietary crude and net non-proprietary activity at its deemed point of sale.
(2)Beginning in the first quarter of 2026, the company revised the calculation of price realizations to exclude transportation and distribution expenses to better align with how management evaluates performance. Prior period comparatives have been restated to reflect this change.

​

​

2026 Third Quarter Suncor Energy Inc.    35

​


Management’s Discussion and Analysis

E&P Price Realizations

​

​

​

​

​

​

​

​

​

​

Three months ended

​

September 30, 2026

​

September 30, 2025

​

​

E&P

​

E&P

​

E&P

​

E&P

($ millions, except as noted)

  ​ ​ ​

Canada

Other(1)(2)

Segment

  ​ ​ ​

Canada

Other(1)(2)

Segment

Operating revenues

 

816

256

1 072

​

588

77

665

Price realization

 

816

256

​

​

588

77

​

Sales volumes (mbbls)

 

5 588

​

​

​

5 998

​

​

Price realization per barrel(3)

 

146.01

​

​

​

98.04

​

​

​

​

​

​

​

​

​

​

​

Nine months ended

​

September 30, 2026

​

September 30, 2025

​

​

E&P

​

E&P

​

​

​

E&P

($ millions, except as noted)

  ​ ​ ​

Canada

Other(1)(2)

Segment

​

E&P Canada

Other(1)(2)

Segment

Operating revenues

 

2 553

627

3 180

​

1 603

456

2 059

Price realization

 

2 553

627

​

​

1 603

456

​

Sales volumes (mbbls)

 

18 725

​

​

​

15 961

​

​

Price realization per barrel(3)

 

136.32

​

​

​

100.47

​

​

​

(1)Reflects other E&P assets, such as Libya, for which price realizations are not provided.
(2)Production from the company’s Libya operations is presented on an economic basis. Revenue and royalties from the company’s Libya operations are presented on a working-interest basis, which is required for presentation purposes in the company’s Consolidated Financial Statements. In the third quarter of 2026, revenue included a gross-up amount of $196 million (2025 – $59 million), with an offsetting amount of $137 million (2025 – $32 million) in royalties in the E&P segment and $59 million (2025 – $27 million) in income tax expense recorded at the consolidated level. In the first nine months of 2026, revenue included a gross-up amount of $479 million (2025 – $347 million), with an offsetting amount of $299 million (2025 – $202 million) in royalties in the E&P segment and $180 million (2025 – $145 million) in income tax expense recorded at the consolidated level.
(3)Beginning in the first quarter of 2026, the company revised the calculation of price realizations to exclude transportation and distribution expenses to better align with how management evaluates performance. Prior period comparatives have been restated to reflect this change.

​

​

36  ​2026 Third Quarter Suncor Energy Inc.    

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​

10. Common Abbreviations

The following is a list of abbreviations that may be used in this MD&A:

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Measurement

Places and Currencies

bbl

barrel

U.S.

United States

bbls/d

barrels per day

U.K.

United Kingdom

mbbls/d

thousands of barrels per day

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$ or Cdn$

Canadian dollars

GJ

Gigajoule

US$

United States dollars

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MW

megawatt

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MWh

Megawatt-hour

Financial and Business Environment

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Q3

Three months ended September 30, 2026

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DD&A

Depreciation, depletion and amortization

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WTI

West Texas Intermediate

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WCS

Western Canadian Select

SCO

Synthetic crude oil

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SYN

Synthetic crude oil benchmark

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MSW

Mixed Sweet Blend

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2026 Third Quarter Suncor Energy Inc.    37

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Management’s Discussion and Analysis

11. Advisories

Forward-Looking Statements

This MD&A contains certain forward-looking statements and other information based on Suncor’s current expectations, estimates, projections and assumptions that were made by the company in light of information available at the time the statement was made and consider Suncor’s experience and its perception of historical trends, including expectations and assumptions concerning: the accuracy of reserves estimates; commodity prices and interest and foreign exchange rates; the performance of assets and equipment; uncertainty related to geopolitical conflict; capital efficiencies and cost savings; applicable laws and government policies; future production rates; the sufficiency of budgeted capital expenditures in carrying out planned activities; the availability and cost of labour, services and infrastructure; the satisfaction by third parties of their obligations to Suncor; the development and execution of projects; and the receipt, in a timely manner, of regulatory and third-party approvals. All statements and information that address expectations or projections about the future, and other statements and information about Suncor’s strategy for growth, expected and future expenditures or investment decisions, commodity prices, costs, schedules, production volumes, operating and financial results, future financing and capital activities, and the expected impact of future commitments are forward-looking statements. Some of the forward-looking statements may be identified by words like “expects”, “anticipates”, “will”, “estimates”, “plans”, “scheduled”, “intends”, “believes”, “projects”, “indicates”, “could”, “focus”, “vision”, “goal”, “outlook”, “proposed”, “target”, “objective”, “continue”, “should”, “may”, “future”, “potential”, “opportunity”, “would”, “priority”, “strategy” and similar expressions. Forward-looking statements in this MD&A include references to:

●Suncor’s projection of $5.5 billion of total share repurchases in 2026 resulting from planned monthly share repurchases being increased to $750 million beginning in October 2026;
●statements regarding Suncor’s plan to sell its 48% interest in Terra Nova, 40% interest in White Rose and 38.6% interest in West White Rose offshore assets for $1.2 billion (US$860 million), including the expectation of receiving an additional contingent payment of up to $350 million (US$250 million) based on future oil prices; the expectation that investment commitments and future liabilities associated with the assets will be transferred to the purchaser, including a $500 million regulatory well compliance program at Terra Nova and the total estimated abandonment and lease liabilities of $1.4 billion; and the expectation that the transaction will close in early 2027, subject to customary closing conditions, regulatory approvals and partner consents;
●the expected benefits of asset sustainment and maintenance capital expenditures and economic investment capital expenditures;
●Suncor’s expectation that the design and construction of new well pads to develop additional reserves will maintain existing production levels and add incremental capacity at In Situ;
●Suncor’s expectation that the West White Rose project in the E&P segment is nearing completion;
●statements regarding Suncor’s planned 2026 capital spending program of $5.6 billion to $5.8 billion, including Suncor’s management’s belief that it will have the capital resources to fund it and to meet working capital requirements through cash and cash equivalents balances, cash flow provided by operating activities, available committed credit facilities, issuing commercial paper and, if needed, accessing capital markets;
●the objectives of Suncor’s short-term investment portfolio and Suncor’s expectation that the maximum weighted average term to maturity of the short-term investment portfolio will not exceed six months, and that all investments will be with counterparties with investment-grade debt ratings;
●the company’s priority regarding the management of debt levels and liquidity given the company’s long-term plans and expected future volatility in the business environment, and Suncor’s belief that a phased and flexible approach to existing and future projects will help the company manage project costs and debt levels;
●statements about the company’s NCIB, including the belief that repurchasing its own shares represents an attractive investment opportunity and is in the best interests of the company and its shareholders and its expectation that its decision to allocate cash to repurchase shares will not affect its long-term strategy; and
●the company’s belief that it does not have any guarantees or off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on the company’s financial performance or financial condition, results of operations, liquidity or capital expenditures.

Forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties, some that are similar to other oil and gas companies and some that are unique to Suncor. Suncor’s actual results may differ materially from those expressed or implied by its forward-looking statements, so readers are cautioned not to place undue reliance on them. The financial and operating performance of the company’s reportable operating segments, specifically Oil Sands, E&P and R&M, may be affected by a number of factors.

Factors that affect Suncor’s Oil Sands segment include, but are not limited to, volatility in the prices for crude oil and other production, and the related impacts of fluctuating light/heavy and sweet/sour crude oil differentials; changes in the demand for refinery feedstock and diesel fuel, including the possibility that refiners that process the company’s proprietary production will be closed, experience equipment failure or other accidents; Suncor’s ability to operate its Oil Sands facilities reliably in order to meet production targets; the output of newly commissioned facilities, the performance of which may be difficult to predict during initial operations; Suncor’s dependence on pipeline capacity and other logistical constraints, which may affect the company’s ability to distribute products to market and which may cause the company to delay or cancel planned growth projects in the event of insufficient takeaway capacity; Suncor’s ability to finance Oil Sands economic investment and asset sustainment and maintenance capital expenditures; the availability of bitumen feedstock for upgrading operations, which can be negatively affected by poor ore grade quality, unplanned mine equipment and extraction plant maintenance, tailings storage, and In Situ reservoir and equipment performance, or the unavailability of third-party bitumen; changes in operating costs, including the cost of labour, natural gas and other energy sources used in oil sands processes; and the company’s ability to complete projects, including planned maintenance events, both on time and on budget, which could be impacted by competition from other projects (including other oil sands projects) for goods and services and demands on infrastructure in Alberta’s Wood Buffalo region and the surrounding area (including housing, roads and schools).

Factors that affect Suncor’s E&P segment include, but are not limited to, volatility in crude oil and natural gas prices; operational risks and uncertainties associated with oil and gas activities, including unexpected formations or pressures, premature declines of reservoirs, fires,

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38  ​2026 Third Quarter Suncor Energy Inc.    

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blow-outs, equipment failures and other accidents, uncontrollable flows of crude oil, natural gas or well fluids, and pollution and other environmental risks; adverse weather conditions, which could disrupt output from producing assets or impact drilling programs, resulting in increased costs and/or delays in bringing on new production; political, economic and socioeconomic risks associated with Suncor’s foreign operations, including the unpredictability of operating in Libya due to ongoing political unrest; and market demand for mineral rights and producing properties, potentially leading to losses on disposition or increased property acquisition costs.

Factors that affect the R&M segment include, but are not limited to, fluctuations in demand and supply for refined products that impact the company’s margins; market competition, including potential new market entrants; the company’s ability to reliably operate refining and marketing facilities to meet production or sales targets; and risks and uncertainties affecting construction or planned maintenance schedules, including the availability of labour and other impacts of competing projects drawing on the same resources during the same time period.

Additional risks, uncertainties and other factors that could influence the financial and operating performance of all of Suncor’s operating segments and activities include, but are not limited to, changes in general economic, market and business conditions, such as commodity prices, interest rates, currency exchange rates and potential trade tariffs (including as a result of demand and supply effects resulting from the actions of OPEC+ and/or the impact of armed conflicts in the Middle East, the impact of the Russian invasion of Ukraine and/or the impact of changes to the U.S. government economic policy); heightened geopolitical tensions, including the imposition or escalation of economic sanctions, export controls and trade restrictions, which may result in the disruption of global and regional supply chains; fluctuations in supply and demand for Suncor’s products; the successful and timely implementation of capital projects, including growth projects and regulatory projects; risks associated with the development and execution of Suncor’s major projects and the commissioning and integration of new facilities; the possibility that completed maintenance activities may not improve operational performance or the output of related facilities; the risk that projects and initiatives intended to achieve cash flow growth and/or reductions in operating costs may not achieve the expected results in the time anticipated or at all; competitive actions of other companies, including increased competition from other oil and gas companies or from companies that provide alternative sources of energy; labour and material shortages; actions by government authorities, including the imposition or reassessment of, or changes to, taxes, fees, royalties, duties and other government-imposed compliance costs; changes to laws and government policies that could impact the company’s business, including environmental (including climate change), royalty and tax laws and policies; the ability and willingness of parties with whom Suncor has material relationships to perform their obligations to the company; the unavailability of, or outages to, third-party infrastructure that could cause disruptions to production or prevent the company from being able to transport its products; the occurrence of a protracted operational outage, a major safety or environmental incident, or unexpected events such as fires (including forest fires), equipment failures and other similar events affecting Suncor or other parties whose operations or assets directly or indirectly affect Suncor; the potential for security breaches of Suncor’s information technology and infrastructure by malicious persons or entities, and the unavailability or failure of such systems to perform as anticipated as a result of such breaches; security threats and terrorist or activist activities; the risk that competing business objectives may exceed Suncor’s capacity to adopt and implement change; risks and uncertainties associated with obtaining regulatory, third-party and stakeholder approvals outside of Suncor’s control for the company’s operations, projects, initiatives and exploration and development activities and the satisfaction of any conditions to approvals; the potential for disruptions to operations and construction projects as a result of Suncor’s relationships with labour unions that represent employees at the company’s facilities; the company’s ability to find new oil and gas reserves that can be developed economically; the accuracy of Suncor’s reserves, resources and future production estimates; market instability affecting Suncor’s ability to borrow in the capital debt markets at acceptable rates or to issue other securities at acceptable prices; the ability to maintain an optimal debt to cash flow ratio; the success of the company’s marketing and logistics activities using derivatives and other financial instruments; the cost of compliance with current and future environmental laws, including climate change laws; risks relating to increased activism and public opposition to fossil fuels and oil sands; the ability of counterparties to comply with their obligations in a timely manner; risks associated with joint arrangements in which the company has an interest; risks associated with land claims and Indigenous consultation requirements; the risk that the company may be subject to litigation; the impact of technology and risks associated with developing and implementing new technologies; and the accuracy of cost estimates, some of which are provided at the conceptual or other preliminary stage of projects and prior to commencement or conception of the detailed engineering that is needed to reduce the margin of error and increase the level of accuracy. The foregoing important factors are not exhaustive.

Many of these risk factors and other assumptions related to Suncor’s forward-looking statements are discussed in further detail throughout this MD&A, and in the company’s 2025 annual MD&A, the 2025 AIF and Form 40-F on file with Canadian securities commissions at www.sedarplus.ca and the United States Securities and Exchange Commission at www.sec.gov. Readers are also referred to the risk factors and assumptions described in other MD&As that Suncor files from time to time with securities regulatory authorities. Copies of these MD&As are available without charge from the company.

The forward-looking statements contained in this MD&A are made as of the date of this MD&A. Except as required by applicable securities laws, we assume no obligation to update publicly or otherwise revise any forward-looking statements or the foregoing risks and assumptions affecting such forward-looking statements, whether as a result of new information, future events or otherwise.

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2026 Third Quarter Suncor Energy Inc.    39

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