Incentive Plans (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of deferred compensation and 401(k) plan

The Company match for the deferred compensation plan is as follows:

	Year Ended December 31,
	2023		2022		2021
	(in millions)
Deferred compensation plan	$	3	$	2	$	2

The Company match for the 401(k) Plan is as follows:

	Year Ended December 31,
	2023		2022		2021
	(in millions)
401(k) Plan Matching Contributions	$	29	$	21	$	17

Schedule of stock-based compensation expense

Share-based compensation expense and the associated income tax benefit for awards issued under both the LTIP and ESPP are as follows:

	Year Ended December 31,
	2023		2022		2021
	(in millions)
Equity Awards (a)	$	54	$	44	$	44
Liability Awards (b)	14		21		17
Restricted stock and performance units - Parsley awards (c)	—		—		33
Performance Awards (a) (d)	136		32		27
ESPP	3		2		2
	$	207	$	99	$	123
Capitalized share-based compensation expense (d)	$	27	$	18	$	17
Income tax benefit	$	33	$	8	$	14

______________________

(a)In February 2023, the Company changed the retirement eligibility provisions for 2023 share-based compensation awards issued to officers, which shortened the requisite service period over which the expense is recognized.

(b)Liability Awards are expected to be settled on their vesting date in cash. As of December 31, 2023 and December 31, 2022, accounts payable – due to affiliates included $5 million and $6 million, respectively, of liabilities attributable to Liability Awards.

(c)Represents the accelerated vesting of restricted stock and performance units upon completion of the Parsley Acquisition, which was recorded in other expense in the consolidated statements of operations.

(d)In December 2023, the Company modified the Performance Awards granted in 2021 to vest at the maximum payout percentage, resulting in incremental expense of $97 million, of which $8 million was capitalized.

Schedule of restricted stock award activity

	Year Ended December 31,
	2023		2022		2021
	(in millions, except per share data)
Equity Awards granted:
Weighted average grant-date fair value per share	$	231.16	$	223.05	$	141.82
Equity Awards vested:
Grant-date fair value	$	59	$	62	$	50
Total fair value at vesting	$	79	$	109	$	51
Liability Awards vested:
Cash paid	$	15	$	24	$	14

Schedule of performance awards

The grant-date fair value of Performance Awards is recorded as share-based compensation expense ratably over the service period.

	Year Ended December 31,
	2023		2022		2021
	(in millions, except per share data)
Performance Awards granted:
Weighted average grant-date fair value per share	$	236.01	$	331.58	$	165.32
Performance Awards vested:
Grant-date fair value	$	27	$	26	$	13
Total fair value at vesting	$	90	$	30	$	14

Schedule of assumptions to estimate the fair value

Assumptions used to estimate the fair value of Performance Awards granted in each of the following years are as follows:

	2023			2022			2021
Risk-free interest rate	4.02%			1.37%			0.18%
Range of volatilities	23%	-	68%	25%	-	105%	25%	-	104%

Schedule of equity awards, liability awards, performance awards and stock options

Activity for Equity Awards, Liability Awards, and Performance Awards is as follows:

	Year Ended December 31, 2023
	Equity Awards			Liability Awards	Performance Awards (a)
	Number of Shares	Weighted Average Grant- Date Fair Value		Number of shares	Number of units (a)	Weighted Average Grant- Date Fair Value
Beginning awards	481,293	$	174.44	119,695	268,003	$	233.92
Awards granted	279,615	$	231.16	54,599	83,727	$	236.01
Awards forfeited	(11,274)	$	204.15	(6,667)	(153)	$	236.90
Awards vested (b) (c)	(346,310)	$	169.46	(64,995)	(159,799)	$	167.78
Ending awards	403,324	$	217.20	102,632	191,778	$	289.95

______________________

(a)Reflects the number of performance units initially granted assuming a target payout percentage. In accordance with the Merger Agreement, outstanding Performance Awards will vest at their maximum payout percentage upon closing.

(b)Per the terms of award agreements and elections, the issuance of common shares may be deferred for certain Equity Awards that vest during the period.

(c)For Performance Awards, the awards vested reflects the number of performance units that vested upon retirement or departure of eligible officers or when the performance period of the award ended. Awards that vest upon retirement or departure of eligible officers are not transferred to the officer until the original performance period of the award lapses. Of the 159,799 units that vested, 2,383 are associated with eligible officer retirements and departures during year ended December 31, 2023 that will be issued in future years when the original performance period ends. On December 15, 2023, the performance period ended on 170,554 Performance Awards that earned 2.50 shares for each vested award resulting in 426,392 aggregate shares of common shares being issued on that date. Of the 170,554 Performance Awards that lapsed, 13,138 units were associated with Performance Awards that vested in prior years upon retirement or departure of eligible officers.