40-F - SU - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 40-F

(Check One)

☐	Registration statement pursuant to Section 12 of the Securities Exchange Act of 1934
	or
☒	Annual report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934


For fiscal year ended:<br>Commission File Number:	December 31, 2025<br>No. 1-12384

SUNCOR ENERGY INC .

(Exact name of registrant as specified in its charter)


Canada<br>(Province or other<br>jurisdiction of incorporation<br>or organization)	1311,1321, 2911 ,<br>4613,5171,5172<br>(Primary standard industrial<br>classification code number,<br>if applicable)	98-0343201<br>(I.R.S. employer<br>identification number, if<br>applicable)

150 - 6^th^Avenue S.W.

P.O. Box 2844

Calgary , Alberta , Canada **** T2P 3E3

( 403 ) 296-8000

(Address and telephone number of registrant’s principal executive office)

CT Corporation System

28 Liberty St.

New York , New York **** 10005

( 212 ) 894-8940

(Name, address and telephone number of agent for service in the United States)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class:	Trading Symbol(s):	Name of each exchange on which registered:
Common shares	SU	New York Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act:

None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

For annual reports, indicate by check mark the information filed with this form:


☒	Annual Information Form	☒	Annual Audited Financial Statements

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report:


Common Shares	As of December 31, 2025 there were 1,193,519,494 Common Shares issued and outstanding

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days.


Yes	☒	No	☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).


Yes	☒	No	☐

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.


Emerging growth company	☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

INCORPORATION BY REFERENCE

This annual report on Form 40-F is incorporated by reference into and as an exhibit to, as applicable, each of the following Registration Statements of the Registrant under the Securities Act of 1933: Form S-8 (File No. 333-87604), Form S-8 (File No. 333-112234), Form S-8 (File No. 333-118648), Form S-8 (File No. 333-124415), Form S-8 (File No. 333-149532), Form S-8 (File No. 333-161021) and Form S-8 (File No. 333-161029). The Registrant's Annual Information Form dated February 25, 2026, Audited Consolidated Financial Statements, Management's Discussion and Analysis for the year ended December 31, 2025 and Supplementary Oil and Gas Disclosures, included as Exhibit 99-1, Exhibit 99-2, Exhibit 99-3 and Exhibit 99-10, respectively, to this annual report on Form 40-F, are incorporated by reference into and as an exhibit to, as applicable, the Registrant’s Registration Statement on Form F-10 (File No. 333- 279937).

UNDERTAKING AND CONSENT TO SERVICE OF PROCESS

A.	Undertaking

Suncor Energy Inc. (the “Registrant”) undertakes to make available, in person or by telephone, representatives to respond to inquiries made by the staff of the Securities and Exchange Commission (“SEC”), and to furnish promptly, when requested to do so by the SEC staff, information relating to the securities in relation to which the obligation to file an annual report on Form 40-F arises, or transactions in said securities.

B.	Consent to Service of Process

The Registrant has filed previously with the SEC a Form F-X in connection with the Common Shares.

DISCLOSURE CONTROLS AND PROCEDURES AND INTERNAL CONTROL OVER FINANCIAL REPORTING

See pages 1 and 2 of Exhibit 99-2 and page 54 of Exhibit 99-3.

ATTESTATION REPORT OF THE REGISTERED PUBLIC ACCOUNTING FIRM

Our independent registered public accounting firm is KPMG LLP, Calgary Canada, Auditor Firm ID 85.

See pages 3 and 4 of Exhibit 99-2.

AUDIT COMMITTEE FINANCIAL EXPERT

See page 43 of Exhibit 99-1.

CODE OF ETHICS

See page 14 of Exhibit 99-1.

FEES PAID TO PRINCIPAL ACCOUNTANT

See page 43 of Exhibit 99-1.

AUDIT COMMITTEE PRE-APPROVAL POLICIES

See Schedule “B” of Exhibit 99-1.

APPROVAL OF NON-AUDIT SERVICES

See Schedule “B” of Exhibit 99-1.

IDENTIFICATION OF THE AUDIT COMMITTEE

See page 43 of Exhibit 99-1.

EXHIBIT INDEX


Exhibit No.		Description
97		Executive Compensation Clawback Policy (incorporated by reference from Exhibit No. 97 to the Registrant’s Form 40-F, filed with the Commission on March 22, 2024).
99-1		Annual Information Form of Suncor Energy Inc. for the fiscal year ended December 31, 2025 dated February 25, 2026
99-2		Audited Consolidated Financial Statements of Suncor Energy Inc. for the fiscal year ended December 31, 2025
99-3		Management’s Discussion and Analysis for the fiscal year ended December 31, 2025, dated February 25, 2026
99-4		Consent of KPMG LLP
99-5		Consent of GLJ Ltd.
99-6		Certificate of the Chief Executive Officer Pursuant to Exchange Act Rules 13a-14(a) or 15d-14(a)
99-7		Certificate of the Chief Financial Officer Pursuant to Exchange Act Rules 13a-14(a) or 15d-14(a)
99-8		Certificate of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Enacted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
99-9		Certificate of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Enacted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
99-10		Supplementary Oil and Gas Disclosures
101		Inline interactive data file
104		Cover page interactive data file (formatted as Inline XBRL and contained in Exhibit 101)

SIGNATURES

Pursuant to the requirements of the Exchange Act, the registrant certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this annual report to be signed on its behalf by the undersigned, thereto duly authorized.


	SUNCOR ENERGY INC.
DATE: February 26, 2026
	PER:	/s/ TROY W. LITTLE

		Troy W. Little<br>Chief Financial Officer

Annual Information Form dated February 25, 2026

Table of Contents

1	Advisories
2	Abbreviations
3	Corporate Structure
4	General Development of the Business
6	Description of Suncor’s Businesses
6	Oil Sands
9	Exploration and Production
10	Refining and Marketing
13	Other Suncor Businesses
14	Suncor Employees
14	Ethics, Social and Environmental Policies
15	Statement of Reserves Data and Other Oil and Gas Information
16	Oil and Gas Reserves Tables and Notes
20	Future Net Revenues Tables and Notes
25	Additional Information Relating to Reserves Data
31	Industry Conditions
34	Risk Factors
34	Dividends
35	Description of Capital Structure
37	Market for Securities
38	Directors and Executive Officers
43	Audit Committee Information
44	Legal Proceedings and Regulatory Actions
44	Interests of Management and Others in Material Transactions
44	Transfer Agent and Registrar
44	Material Contracts
44	Interests of Experts
44	Disclosure Pursuant to the Requirements of the NYSE
44	Additional Information
45	Advisory – Forward-Looking Statements and Non-GAAP Financial Measures
	Schedules
A-1	SCHEDULE “A” – AUDIT COMMITTEE MANDATE
B-1	SCHEDULE “B” – SUNCOR ENERGY INC. POLICY AND PROCEDURES FOR PRE-APPROVAL OF AUDIT AND NON-AUDIT SERVICES
C-1	SCHEDULE “C” – FORM 51-101F2 REPORT ON RESERVES DATA BY INDEPENDENT QUALIFIED RESERVES EVALUATOR OR AUDITOR
D-1	SCHEDULE “D” – FORM 51-101F3 REPORT OF MANAGEMENT AND DIRECTORS ON RESERVES DATA AND OTHER INFORMATION

Advisories

In this Annual Information Form (AIF), references to “Suncor” or “the company” or “Suncor Energy” mean Suncor Energy Inc., its subsidiaries, partnerships and joint arrangements, unless otherwise specified or the context otherwise requires.

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 Libyan operations, which are presented on an economic basis.

References to the 2025 audited Consolidated Financial Statements mean Suncor’s audited Consolidated Financial Statements prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB), the notes thereto and the auditor’s report thereon, as at and for the years ended December 31, 2025 and 2024. References to the annual 2025 MD&A mean Suncor’s Management’s Discussion and Analysis for the year ended December 31, 2025, dated February 25, 2026.

This AIF contains forward-looking statements and forward-looking information based on Suncor’s current plans, expectations, estimates, projections and assumptions. This information is subject to a number of risks and uncertainties, many of which are beyond the company’s control. Many of these risk factors and other assumptions related to Suncor’s forward-looking statements are discussed in further detail throughout this AIF and the company’s annual 2025 MD&A under the heading Risk Factors, which section is incorporated by reference herein and available on Suncor’s SEDAR+ profile at sedarplus.ca. Users of this information are cautioned that actual results may differ materially from those expressed or implied by the forward-looking statements contained herein. Refer to the Advisory – Forward-Looking Statements and Non-GAAP

Financial Measures section of this AIF for information on risk factors and the material assumptions underlying the forward-looking statements.

Information contained in or otherwise accessible through Suncor’s website at www.suncor.com does not form a part of this AIF and is not incorporated into this AIF by reference.


Annual Information Form 2025Suncor Energy Inc. 1

Abbreviations


Measurement, Products and Markets
mbbls	thousands of barrels
mbbls/d	thousands of barrels per day
mmbbls	millions of barrels
GHG	greenhouse gas
mmbtu	millions of British thermal units
CO2	carbon dioxide
CO2e	carbon dioxide equivalent
NGL(s)	natural gas liquid(s)
SAGD	steam assisted gravity drainage
SCO	synthetic crude oil
SO2	sulphur dioxide
MW	megawatts
Mt	megatonnes
WCS	Western Canadian Select
WTI	West Texas Intermediate

Places and Currencies
U.S.	United States
U.K.	United Kingdom
$ or Cdn$	Canadian dollars
US$	United States dollars


2 Annual Information Form 2025Suncor Energy Inc.

Corporate Structure

Name, Address and In****corporation

Suncor Energy Inc. (formerly Suncor Inc.) was originally formed by amalgamation under the Canada Business Corporations Act (the CBCA) on August 22, 1979, of Sun Oil Company Limited, incorporated in 1923, and Great Canadian Oil Sands Limited, incorporated in 1953. On January 1, 1989, the company amalgamated with a wholly owned subsidiary under the CBCA. The company amended its Articles in 1995 to move its registered office from Toronto, Ontario, to Calgary, Alberta, and in April 1997 to adopt the name, “Suncor Energy Inc.”

Pursuant to an arrangement under the CBCA, which was completed effective August 1, 2009, Suncor amalgamated with Petro-Canada to form a single corporation continuing under the name “Suncor Energy Inc.” On January 1, 2017, November 20, 2023, and January 1, 2024, Suncor amalgamated with certain of its wholly owned subsidiaries under the CBCA.

Suncor’s registered and head office is located at 150 – 6^th^ Avenue S.W., Calgary, Alberta, T2P 3E3.

Intercorporate Relationships

Suncor’s material subsidiaries, the voting securities of which were held either directly or indirectly by the company as at December 31, 2025, are shown below.


Name	Jurisdiction Where Organized	Percentage Owned
Canadian operations
Suncor Energy Oil Sands Limited Partnership	Alberta	100%
Suncor Energy Products Partnership	Alberta	100%
Suncor Energy Marketing Inc.	Alberta	100%
Canadian Oil Sands Partnership #1	Alberta	100%
Fort Hills Energy Limited Partnership	Alberta	100%
U.S. operations
Suncor Energy (U.S.A.) Marketing Inc.	Delaware	100%
Suncor Energy (U.S.A.) Inc.	Delaware	100%

The company’s remaining subsidiaries each accounted for (i) less than 10% of the company’s consolidated assets as at December 31, 2025, and (ii) less than 10% of the company’s consolidated revenues for the fiscal year ended December 31, 2025. In aggregate, the company’s remaining subsidiaries accounted for less than 20% of the company’s consolidated assets as at December 31, 2025, and less than 20% of the company’s consolidated revenues for the fiscal year ended December 31, 2025.


Annual Information Form 2025Suncor Energy Inc. 3

General Development of the Business

Overview

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 TSX and NYSE.

Three- Year History

Over the last three years, the following events have influenced the general development of Suncor’s business.

2023

●	Share repurchase program. In 2023, Suncor repurchased approximately 52.0 million of its common shares, or the equivalent of 3.9% of its issued and outstanding common shares as at December 31, 2022, at an average price of $42.96 per common share.
●	Sale of wind and solar assets. In the first quarter of 2023, **** Suncor completed the sale of its wind and solar assets for gross proceeds of $730 million, before closing adjustments and other closing costs.
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●	Acquired additional interest in Fort Hills. On February 2, 2023, Suncor completed the acquisition of an additional 14.65% working interest in Fort Hills for $712 million from Teck Resources Limited, bringing the company’s working interest to 68.76%. The effective date of the transaction was November 1, 2022.
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●	Rich Kruger appointed President and Chief Executive Officer. Mr. Kruger was named Suncor’s President and Chief Executive Officer.
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●	Sale of U.K. assets. In the second quarter of 2023, **** Suncor completed the sale of its U.K. Exploration and Production (E&P) portfolio for gross proceeds of $1.1 billion, before closing adjustments and other closing costs.
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●	Co-ownership agreement with North Atlantic. In the first quarter of 2023, Suncor entered into a co-ownership agreement with North Atlantic to combine retail fuel networks and will include the rebranding of a number of North Atlantic’s sites to the Petro-Canada™ brand.
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●	Petro-Canada™ and Canadian Tire Corporation partnership. In the second quarter of 2023, Petro-Canada™ and Canadian Tire Corporation entered into a partnership that will result in the rebranding of over 200 Canadian Tire retail fuel sites to the Petro-Canada™ brand, partnering of their loyalty programs, and make Suncor the primary fuel provider for Canadian Tire Corporation’s retail fuel network.
---	---
●	Workforce reductions. During the second half of 2023, Suncor completed workforce reductions of approximately 1,500 employees.
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●	Terra Nova returns to production. In the fourth quarter of 2023, the Terra Nova Floating, Production, Storage and Offloading (FPSO) vessel safely restarted production.
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●	Dividend increase. In the fourth quarter of 2023, the Board approved a quarterly dividend of $0.545 per share, an increase of approximately 5% over the prior quarter dividend.
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●	Acquired remaining interest in Fort Hills. On November 20, 2023, Suncor completed the acquisition of TotalEnergies EP Canada Ltd. (TotalEnergies Canada), which held the remaining 31.23% working interest in Fort Hills, for $1.468 billion before closing adjustments and other closing costs, making Suncor the sole owner of Fort Hills. The effective date of the transaction was April 1, 2023.
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●	Issuance of senior notes. During the fourth quarter of 2023, Suncor issued $1.0 billion aggregate principal amount of 5.60% senior unsecured medium term notes and $500 million aggregate principal amount of 5.40% senior unsecured medium term notes, due on November 17, 2025, and November 17, 2026, respectively, to finance the acquisition of TotalEnergies Canada.
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2024

●	Share repurchase program. In 2024, Suncor repurchased approximately 55.6 million of its common shares, or the equivalent of 4.3% of its issued and outstanding common shares as at December 31, 2023, at an average price of $52.33 per common share.
●	New cogeneration facility begins operating. In the fourth quarter of 2024, the company began operating an 800 MW cogeneration facility to replace the coke-fired boilers at Oil Sands Base Plant, which provides the steam generation required for extraction and upgrading activities at a lower cost. The cogeneration facility also generates lower-carbon-intensive power for Alberta’s power grid.
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●	Executed debt tender offer. In the third quarter of 2024, the company completed a debt tender offer and repurchased $1.1 billion aggregate principal amount of certain series of the company’s outstanding notes, capturing significant economic value and reducing future interest obligations.
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●	Dividend increase. In the fourth quarter of 2024, the Board approved a quarterly dividend of $0.57 per share, an increase of approximately 5% over the prior quarter dividend.
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2025

●	Share repurchase program. In 2025, Suncor repurchased approximately 55.3 million of its common shares, or the equivalent of 4.4% of its issued and outstanding common shares as at December 31, 2024, at an average price of $54.68 per common share.
●	White Rose resumes production. Production at White Rose was safely restarted in the first quarter of 2025, with output returning to normal levels in the second quarter of the year.
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●	Syncrude Mildred Lake Mine Extension West (MLX-W) achieves first ore. In the second quarter of 2025, Syncrude reached a key milestone with first ore extraction from the MLX-W project.
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4 Annual Information Form 2025Suncor Energy Inc.

●	Upgrader 1 coke drum integrity project (CDIP) completed. This project, completed in 2025, is expected to extend Upgrader 1’s life by 30 years and reduce future costs.
●	Maintenance intervals extended. At Upgrader one the new coke drums and reliability improvements have enabled turnaround interval extensions from five to six years. At Fort Hills, primary separation cell outages have been extended from six-month to annual intervals. In the downstream, reliability improvements have also resulted in longer intervals between planned maintenance.
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●	Completion of Fort Hills mine improvement plan. In 2025, Fort Hills successfully completed the three-year mine improvement plan achieving 90% of nameplate capacity.
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●	Issuance of senior notes. During the fourth quarter of 2025, Suncor issued $500 million of 2.95% senior unsecured medium term notes and $500 million of 3.55% senior unsecured medium term notes, due on November 14, 2027, and November 14, 2030, respectively, to finance the repayment of existing debt.
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●	Investor Day targets achieved one year early. Suncor achieved its 2024 Investor Day three-year targets a full year ahead of schedule.
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●	Dividend increase. In the fourth quarter of 2025, the Board approved a quarterly dividend of $0.60 per share, an increase of approximately 5% over the prior quarter dividend.
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Annual Information Form 2025Suncor Energy Inc. 5

Description of Suncor’s Businesses

Suncor has classified its operations into the following segments: Oil Sands, Exploration & Production (E&P), Refining & Marketing (R&M), and Corporate & Eliminations.

Oil Sands

Located in the Athabasca oil sands in northeast Alberta, Suncor’s Oil Sands segment produces bitumen from mining operations at Base Plant Mine, Syncrude, and Fort Hills and In Situ operations at Firebag and MacKay River. Suncor has integrated upgrading facilities at Base Plant and Syncrude, where bitumen is either upgraded into synthetic crude oil (SCO) or blended with diluent for refinery feedstock or direct sale to market.

Regional Integration

The Oil Sands segment is regionally integrated, giving it the ability to transport bitumen and intermediate production between assets in the region. Base Plant acts as the hub, with both Fort Hills and In Situ having the ability to transport production directly to Base Plant. Syncrude’s Mildred Lake site is connected to Base Plant by bi-lateral interconnecting pipelines. This integration allows Suncor to move production within the region to maximize value through upgrading and to minimize maintenance impacts.

Oil Sands Production


Production Summary (mbbls/d)		2025	2024
Oil Sands Bitumen Production	****
Base Plant Mine	****	262.5	261.9
Fort Hills Mine	****	175.4	168.0
Syncrude Mine	****	221.5	211.0
In Situ	****
Firebag	****	244.7	233.8
MacKay River	****	33.4	32.3
Total Oil Sands Bitumen Production	****	937.5	907.0
Upgraded – Net SCO and Diesel Production	****
Oil Sands Operations^(1)^	****	343.7	345.8
Syncrude	****	204.8	198.4
Inter-asset transfer and consumption	****	(29.4)	(28.1)
Total Upgraded Net SCO and Diesel Production	****	519.1	516.1
Non-Upgraded Bitumen Production	****
Oil Sands Operations^(1)^	****	160.9	141.8
Fort Hills	****	175.4	168.0
Syncrude	****	2.3	1.1
Inter-asset transfer and consumption	****	(58.3)	(53.2)
Total Non-Upgraded Bitumen	****	280.3	257.7
Total Oil Sands Production Volumes	****	799.4	773.8

(1)	Oil Sands operations consists of: Oil Sands Base operations and In Situ operations.

Mining Operations

Suncor has two wholly owned mining operations, Oil Sands Base and Fort Hills, and owns a 58.74% interest in the Syncrude joint operation, all of which are open-pit mining operations. Suncor has been the operator of the Syncrude joint operation since September 30, 2021.

Oil Sands Base Mining

Bitumen at Oil Sands Base Plant Mine is mined from the Millennium area, which began production in 2001, and the North Steepbank area, which began production in 2011. Shovels are used to excavate oil sands bitumen ore, which is trucked to primary extraction where a slurry of hot water, sand and bitumen is delivered via a pipeline to the extraction plants. Naphtha is added to the bitumen froth, which is then centrifuged to separate impurities, minerals and coarse tailings.

Suncor continues to progress the phased implementation of Autonomous Haulage Systems (AHS) at its mines to lower costs and improve productivity and safety performance. AHS has been deployed at Oil Sands Base mine and is expected to be deployed at Syncrude Mildred Lake in 2026, with Fort Hills to follow.

Fort Hills Mining

Fort Hills mine is north of Oil Sands Base operations. Fort Hills started production in 2018. Fort Hills operations are substantially similar to those of Suncor’s Oil Sands Base mining and extraction assets; however, Fort Hills uses a paraffinic froth treatment process to produce a marketable


6 Annual Information Form 2025Suncor Energy Inc.

bitumen product that is partially decarbonized, resulting in a higher-quality bitumen requiring less diluent to transport and eliminating the need for on-site upgrading facilities.

Syncrude Mining

Syncrude mining and extraction operations are similar to those at Oil Sands Base. Syncrude began producing in 1978 and is located north and east of Oil Sands Base operation. It includes mining operations at Mildred Lake and Aurora North. In the second quarter of 2025, Syncrude achieved first ore extraction from the MLX-W project. The project is expected to sustain bitumen production levels at the Mildred Lake site, using existing mining and extraction facilities, as the Mildred Lake North Mine approaches its end of life. The Mildred Lake Extension East (MLX-E) program is expected to follow the MLX-W development with spending starting in 2026.

Other Mining Leases

Suncor directly owns interests in several other mineable oil sands leases, including Base Mine Extension (100%) and Audet (100%). Suncor undertakes exploratory drilling programs on such leases from time to time as part of its bitumen supply strategy. Suncor indirectly owns interests in other mineable oil sands leases, including Lease 29, Lease 30 and Lease 31, through the company’s interest in Syncrude.

In Situ Operations

Suncor’s In Situ operations include bitumen production from Firebag and MacKay River, as well as supporting infrastructure, including central processing facilities, cogeneration units, product transportation infrastructure, diluent import capabilities, storage assets and a cooling and blending facility. In Situ operations use SAGD technology for producing bitumen from oil sands deposits that are too deep to be mined. Steam and electricity for operations are supplied through Once Through Steam Generators (OTSGs) and cogeneration units fuelled by both purchased and produced natural gas.

Firebag

Production from Firebag commenced in 2004. The Firebag complex has central processing facilities with a nameplate capacity of 215 mbbls/d of bitumen.

MacKay River

Production from MacKay River commenced in 2002. The MacKay River central processing facilities have a bitumen processing capacity of 38 mbbls/d. Steam and power for operations are provided by a third-party owned and operated, on-site cogeneration unit as well as four OTSGs.

Other In Situ Leases

Suncor holds a large portfolio of In Situ lands in proximity to Fort McMurray, including a 100% working interest in Lewis, a 100% working interest in Firebag South, a 77.78% working interest in OSLO, a 75% working interest in Meadow Creek, and interests varying from 25% to 50% in Chard. Lewis has received regulatory approval for future production.

Technology

Expanding Solvent SAGD (ES-SAGD) is an enhancement of SAGD technology that accelerates bitumen production, reduces the steam-to-oil ratio and lowers GHG emissions intensity. The technology is expected to be ready for deployment in Suncor's In Situ projects by 2027.

The Enhanced Bitumen Recovery Technology (EBRT) process involves the replacement of steam with a hydrocarbon solvent to reduce steam requirements. The combined solvent and thermal effect has potential to increase energy efficiency and reduce water use from oil sands operations.

Upgrading Facilities

Base Plant

Base Plant upgrades bitumen to SCO with two upgraders with a combined nameplate capacity of 350 mbbls/d of SCO, producing both sour and sweet SCO. Upgrading processes also produce ultra-low sulphur diesel fuel and other byproducts. In 2025, the Upgrader 1 coke drum replacement project was completed, replacing eight coke drums and ancillary systems, and extending the life of the Upgrader 1 facility by an expected 30 years.

Syncrude

Upgrading technologies at Syncrude are similar to those used at Oil Sands Base, with the exception that Syncrude uses a fluid coking process that involves the continuous thermal cracking of the heaviest hydrocarbons. Upgrader nameplate capacity is 206 mbbls/d of SCO net to Suncor. At Mildred Lake, electricity is provided by a utility plant fuelled by natural gas and rich fuel gas from upgrading operations. Syncrude primarily produces a sweet SCO product, and each individual Syncrude owner is responsible for marketing its share of production.

Power Generation

Suncor operates cogeneration facilities at Oil Sands Base, Firebag, Fort Hills and Syncrude, generating excess electricity that is sold to the Alberta power grid. These facilities have an aggregate capacity of approximately 2,228 MW.

Sales of Principal Products

Primary markets for SCO and bitumen production from Suncor’s Oil Sands segment include refining operations in North America and Asia. Diesel production from upgrading operations is sold primarily in Western Canada and the U.S.


Annual Information Form 2025Suncor Energy Inc. 7


	2025		2024
		% Operating		% Operating
Sales Volumes and Operating Revenues – Principal Products	mbbls/d	Revenues	mbbls/d	Revenues
SCO and diesel	520.4	62	513.2	65
Bitumen	278.6	35	260.8	34
Byproducts and other operating revenues^(1)^	n/a	3	n/a	1
	799.0		774.0

(1)	Operating revenues include revenues associated with excess electricity from cogeneration units.

Distribution of Products

Production from Suncor’s Oil Sands segment is gathered into facilities at the Enbridge Athabasca Terminal or the East Tank Farm, except for production from Syncrude, which is moved to market via the Pembina Alberta Oil Sands Pipeline.

Product moves from the Athabasca Terminal in the following ways:

●	To Edmonton, via the Oil Sands pipeline where the product is processed in Suncor’s Edmonton refinery, or sold to other local refiners.
●	To Hardisty, Alberta, on the Enbridge Athabasca Pipeline or the Enbridge Wood Buffalo Pipeline and the Enbridge Wood Buffalo Pipeline Extension.
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●	To Edmonton via the Enbridge Waupisoo Pipeline, originating at Cheecham.
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From Edmonton and Hardisty, where Suncor owns storage capacity and has additional capacity under contract, there are various options for delivering SCO and bitumen to customers:

●	To Suncor’s Commerce City Refinery via the Platte pipeline, and via the mainline from Rose Rock’s Platteville Terminal. Suncor owns and operates the Rocky Mountain Pipeline, which originates from Guernsey, Wyoming.
●	To Suncor’s Sarnia refinery on the Enbridge Mainline and to Suncor’s Montreal refinery from Sarnia on Enbridge’s Line 9.
---	---
●	To most major refining hubs via the Enbridge Mainline, Express/Platte, Keystone and Flanagan South pipeline systems.
---	---
●	To West Coast U.S refineries via the Trans Mountain Pipeline, and by rail.
---	---


8 Annual Information Form 2025Suncor Energy Inc.

Exploration and Production

Suncor’s E&P segment consists of offshore operations off the east coast of Canada and onshore assets in Libya and Syria.

E&P Canada – Assets and Operations

Based in St. John’s, Newfoundland and Labrador, this business includes interests in four producing fields and future developments and extensions. Suncor is the only company with interests in every field currently in production in this region.

E&P Canada Production


Crude Oil Production (mbbls/d)		2025	2024
Terra Nova	****	10.7	11.4
Hibernia and Hibernia Southern Expansion	****	14.0	14.2
White Rose and White Rose Extension	****	3.8	—
Hebron	****	29.0	24.1
Total	****	57.5	49.7

Terra Nova

Suncor holds a 48% working interest in the Terra Nova oilfield. Terra Nova, which is approximately 350 kilometres southeast of St. John’s. Operated by Suncor, the production system is developed using an FPSO vessel that is moored on location. The Terra Nova oilfield is divided into three distinct areas, the Graben, the East Flank and the Far East, and began production in January 2002.

Hibernia and the Hibernia Southern Extension Unit

Suncor holds a non-operated interest in Hibernia (20% in the base project and 19.485% in the Hibernia Southern Extension Unit). The Hibernia oilfield, encompassing the Hibernia and Ben Nevis Avalon reservoirs, is approximately 315 kilometres southeast of St. John’s. Operated by Hibernia Management and Development Company Ltd., the production system is a fixed gravity-based structure that sits on the ocean floor. Hibernia commenced production in November 1997.

White Rose and the White Rose Extensions

White Rose is approximately 350 kilometres southeast of St. John’s and is operated by Cenovus Energy Inc., White Rose began production in 2005 and uses the SeaRose FPSO. Suncor holds a 40% working interest in the field. White Rose was taken offline for the SeaRose FPSO Asset Life Extension Project and did not produce in 2024 while the FPSO was in dry dock. In the first quarter of 2025 production at White Rose restarted and returned to normal production levels by the second quarter of 2025.

The White Rose Extensions include the North Amethyst, South White Rose Extension and West White Rose satellite fields (the Extensions). First oil was achieved at North Amethyst in May 2010 and at the South White Rose Extension in June 2015. Development of the West White Rose field has been divided into two stages. The first stage achieved first oil in September 2011 and the second stage, the West White Rose Project, was sanctioned in 2017, with production expected to commence in 2026. Suncor’s working interest is 38.6% in the Extensions.

Hebron

Suncor holds a 21.034% interest in the Hebron oilfield, located approximately 340 kilometres southeast of St. John’s and operated by ExxonMobil. The development includes a concrete gravity-based structure that sits on the ocean floor. First oil was achieved in November 2017.

Other Assets

Suncor holds interests in 48 significant discovery licences.

Distribution of Products

Field production is transported by shuttle tanker from offshore installations and delivered directly to customers or to the Newfoundland transshipment terminal in Placentia Bay, where it is loaded onto tankers for transport to markets in Eastern Canada, the U.S., Europe, Latin America and Asia. Suncor has a 14% ownership interest in the transshipment facility and marine transportation assets for East Coast Canada.

E&P International – Assets and Operations

International

Libya

Suncor is a signatory to seven exploration and production sharing agreements (EPSAs) in Libya with the National Oil Corporation (NOC). Under the EPSAs, Suncor pays 100% of the exploration costs, 50% of the development costs and 12% of the operating costs. The development, operating and eligible exploration costs are recovered through a 12% share of production (cost recovery oil). Any cost recovery oil remaining after Suncor’s costs have been recovered is shared between Suncor and the NOC based on several factors. The EPSAs expire on December 31, 2032, but include an initial five-year extension through the end of 2037.

Since 2013, production and liftings in Libya have been intermittent due to ongoing political unrest, and the remaining value of Suncor’s assets in Libya was impaired in 2015. The timing of a return to normal operations in Libya remains uncertain due to continued political unrest.

The estimated cost of Suncor’s remaining exploration work program commitment as at December 31, 2025, is US$349 million. Suncor declared force majeure for all exploration commitments in Libya effective December 14, 2014, and this declaration remains in effect.


Annual Information Form 2025Suncor Energy Inc. 9

Syria

In December 2011, sanctions were imposed due to political unrest in Syria, and Suncor declared force majeure under its contractual obligations, suspending its operations in the country. The company ceased recording all production and revenue associated with its Syrian assets and the remaining value of the Suncor assets in Syria was impaired to zero in 2013.

Sales of Principal Products

Sales arrangements are made on a spot basis and incorporate pricing that is generally determined on a daily or monthly basis in relation to a specified market reference price. Suncor does not typically enter into long-term supply arrangements to sell its production from its E&P segment.

In Libya, crude oil is marketed by the NOC on behalf of Suncor.

Exploration and Production Sales Summary:


	2025		2024
		% Operating		% Operating
Crude Oil Sales Volumes	mbbls/d	Revenues	mbbls/d	Revenues
E&P Canada	56.2	94	52.2	93
E&P International^(1)^	3.6	6	4.0	7
Total Exploration and Production	59.8	100	56.2	100

(1)	Production volumes for Libya on an economic basis.

Refining and Marketing

Suncor’s R&M segment consists of two primary operations: the refining and supply operations and the sales and marketing operations, as well as the infrastructure supporting the marketing supply of refined products, crude oil, and byproducts.

Refining and Supply – Assets and Operations

Refinery Throughputs, Utilizations and Yields


Average Daily Crude Throughput		Montreal		Sarnia		Edmonton		Commerce City
(mbbls/d, except as noted)		2025	2024	2025	2024	2025	2024	2025	2024
Sweet SCO		40.5	28.1	40.1	35.7	55.2	60.8	—	—
Sour SCO		—	—	31.6	26.9	43.6	49.6	12.3	11.6
Diluted bitumen		33.1	27.6	—	—	37.8	42.9	15.4	11.8
Sweet conventional		73.7	70.5	0.5	3.1	6.1	—	65.9	65.4
Sour conventional		1.7	7.4	17.3	14.4	—	—	5.5	9.3
Total		149.0	133.6	89.5	80.1	142.7	153.3	99.1	98.1
Total Capacity		137	137	85	85	146	146	98	98
Utilization (%)		109	97	105	94	98	105	101	100


Refined Petroleum Production Yield Mix		Montreal		Sarnia		Edmonton		Commerce City
(%)		2025	2024	2025	2024	2025	2024	2025	2024
Gasoline		40	40	47	46	43	43	50	50
Distillates		41	42	40	37	52	52	33	33
Other		19	18	13	17	5	5	17	17

Montreal Refinery

The Montreal refinery has a flexible configuration that allows processing of sweet SCO from the company’s Oil Sands segment, WCS, conventional crude oil and intermediate feedstock. Crude oil for the refinery can be supplied through several channels, including via Enbridge’s Line 9, by marine transportation and by rail.

Products from the Montreal refinery are distributed primarily across Quebec and Ontario. Refined products are delivered to distribution terminals and customers via the Trans-Northern Pipeline, truck, rail and marine vessels.

Sarnia Refinery

The Sarnia refinery processes SCO from the company’s Oil Sands segment and conventional crude oil purchased from third parties. Crude oil is supplied to the refinery primarily via the Enbridge Mainline and Lakehead pipeline systems. Suncor procures conventional crude oil feedstock primarily from Western Canada and can supplement supply with purchases from the U.S.

Products from the Sarnia refinery are primarily distributed in Ontario. Refined products are delivered to distribution terminals in Ontario via the Sun-Canadian Pipeline or delivered to customers directly via marine vessel and rail. The Sarnia refinery also has limited access to pipelines


10 Annual Information Form 2025Suncor Energy Inc.

delivering refined products into the U.S.

Other Facilities

Suncor operates Canada’s largest ethanol facility, the St. Clair ethanol plant in the Sarnia-Lambton region of Ontario. In 2025, the plant produced 390 million litres of ethanol (2024 - 402 million litres).

Edmonton Refinery

The Edmonton refinery processes a wide range of feedstocks sourced from Suncor’s Oil Sands segment and other producers in Alberta’s Wood Buffalo and Cold Lake regions. Crude oil is supplied to the refinery via company-owned and third-party pipelines.

Products from the Edmonton refinery are delivered to distribution terminals across Canada via the Alberta Products Pipeline, the Trans Mountain Pipeline, the Enbridge pipeline system, by rail, or delivered to customers directly via truck and rail.

Commerce City Refinery

The Commerce City Refinery, which is comprised of two small refineries and three plants, processes crude feedstocks that are sourced from the U.S., Suncor’s Oil Sands segment and other Canadian sources. Crude oil is supplied to the Commerce City Refinery primarily by pipeline, with the remainder transported via truck.

Products from the refinery are mostly sold to commercial, retail and wholesale customers in Colorado and Wyoming. Refined products are distributed by truck, rail and pipeline.

Other Facilities

Suncor imports, primarily ethanol and hydrotreated renewable diesel, and exports refined products through its Burrard distribution terminal located on the west coast of British Columbia and exports refined products through the Parachem facility located in Montreal, Quebec. The Burrard distribution terminal has total export capacity of 40 mbbls/d. Parachem has an export capacity of 12 mbbls/d.

Distribution Terminals and Pipelines

Suncor owns and operates 14 major refined product terminals across Canada (including terminals adjacent to refineries) and three product terminals in Colorado. Combined with access to facilities under long-term contractual arrangements with other parties, Suncor’s North American assets are sufficient to meet the R&M segment’s current storage and distribution needs.

As at December 31, 2025, Suncor’s ownership interests in certain pipelines were as follows:


Pipeline	Ownership	Type	Origin	Destinations
Portland-Montreal Pipeline	100.00%	Crude oil	Portland, Maine	Montreal, Quebec
Trans-Northern Pipeline	33.30%	Refined product	Montreal, Quebec	Ontario – Ottawa, Toronto & Oakville
Sun-Canadian Pipeline	55.00%	Refined product	Sarnia, Ontario	Ontario – Toronto, London & Hamilton
Alberta Products Pipeline	35.00%	Refined product	Edmonton, Alberta	Calgary, Alberta
Rocky Mountain Crude Pipeline	100.00%	Crude oil	Guernsey, Wyoming	Denver, Colorado
Centennial Pipeline	100.00%	Crude oil	Guernsey, Wyoming	Cheyenne, Wyoming
Oil Sands Pipeline	100.00%	Crude oil	Fort McMurray, Alberta	Edmonton, Alberta

Sales and Marketing – Assets and Operations

Suncor’s retail network operates nationally in Canada primarily under the Petro-Canada^™^ brand. Selected locations along the Trans-Canada Highway are part of Canada’s Electric Highway™, a network of fast-charging electric vehicle stations. Suncor’s Canadian retail network averaged approximately 4.3 million litres per site of gasoline sales in 2025 (2024 - 4.2 million litres).

Suncor’s Colorado retail network consists of 44 owned or leased Shell™, Exxon™ or Mobil™ branded outlets. Suncor also has product supply agreements with 94 Shell-branded sites in both Colorado and Wyoming, and with 55 Exxon and Mobil-branded sites in Colorado.

Marketing activities from the retail network also generate revenues from convenience store sales and car washes.

Suncor has continued high-grading its retail network by investing in top-tier locations, enhancing quick serve restaurant offerings and rebranding of additional sites to the Petro-Canada^™^ brand through the Canadian Tire Corporation arrangement.

Suncor’s wholesale operations sell refined products into farm, home heating, paving, small industrial, commercial and truck markets, and directly to large industrial and commercial customers and independent marketers. Through its PETRO-PASS^™^ network, Suncor is a national marketer to the commercial road transport segment in Canada.

Retail and Wholesale Summary

Suncor’s retail network consists of the following branded outlets supplied with Suncor fuel. These outlets are comprised of Suncor owned or


Annual Information Form 2025Suncor Energy Inc. 11

leased locations, as well as third-party sites branded and supplied with branded fuel through Suncor.


	As at December 31
Locations	2025	2024
Retail Stations – Canada^(2)^
Suncor Owned Locations	765	765
Branded Dealer Locations	967	873
	1 732	1 638
Retail Stations – U.S.
Shell-branded retail stations – Colorado/Wyoming	129	124
Exxon-branded retail stations – Colorado	42	65
Mobil-branded retail stations – Colorado	22	27
	193	216
Wholesale Cardlock Sites – Canada
Petro-Canada-branded sites (PETRO-PASS)	319	320

(1)	Shell™ is a registered U.S. trademark of Shell Trademark Management B.V., and Exxon™ and Mobil™ are registered U.S. trademarks of Exxon Mobil Corporation.
(2)	Within retail stations located in Canada, Suncor holds the license for the Sunoco brand in Canada and operates one Sunoco-branded site.
---	---

Refined Products Sales Volumes


	2025		2024
		% Operating		% Operating
Sales Volumes	mbbls/d	Revenues	mbbls/d	Revenues
Gasoline (includes motor and aviation gasoline)
Eastern North America	129.5		118.6
Western North America	133.0		134.7
	262.5	42	253.3	43
Distillates (includes diesel and heating oils, and aviation jet fuels)	****
Eastern North America	130.7		116.3
Western North America	143.1		145.6
	273.8	44	261.9	48
Other (includes heavy fuel oil, asphalts, petrochemicals, other)	****
Eastern North America	45.9		52.7
Western North America	41.1		32.5
	87.0	14	85.2	9
Total Sales Volume	623.3		600.4

Sales volumes for specific products are moderately affected by seasonal cycles: gasoline sales are typically higher during the summer driving season; heating oil sales are typically higher during the winter season; diesel sales are typically higher during the drilling season at the beginning of the year in Western Canada and during agricultural planting and harvest seasons in early spring and late summer, respectively; and asphalt sales are typically higher during the summer construction paving period. Suncor has the flexibility to modify refinery inputs and outputs to match production yields with anticipated product demands. Suncor also has the flexibility to import and export refined products to optimize domestic seasonal cycles and to capture incremental margins from market dislocations.

Sales volumes can also be impacted when refineries undergo maintenance events. Suncor is able to mitigate this impact through its integrated facilities, inventory management and by purchasing refined products from third parties.


12 Annual Information Form 2025Suncor Energy Inc.

Other Suncor Businesses

Supply, Trading and Optimization (ST&O)

Suncor’s ST&O organization manages commodity supply, trading, logistics, and price exposure across the value chain, operating across seven major commodity groups with trading offices in Canada, the U.S., and the U.K. It supports both upstream and downstream businesses by maximizing price realizations, managing inventories, mitigating market and operational risks, and ensuring efficient delivery through access to key midstream infrastructure. ST&O also optimizes crude and feedstock supply to refineries, moves refined products to domestic and international markets, facilitates reciprocal exchange agreements, secures reliable natural gas supply, and generates incremental margin through trading and asset optimization.

Corporate and Eliminations

The Corporate and Eliminations segment includes activities not directly attributable to any other operating segment. Corporate activities include Suncor’s debt and borrowing costs, expenses not allocated to the company’s businesses, and investments in certain clean technologies.

Intersegment activity includes the sale of product between the company’s segments, primarily relating to crude refining feedstock sold from Oil Sands to R&M.


Annual Information Form 2025Suncor Energy Inc. 13

Suncor Employees

Suncor’s full- and part-time employees:


As at December 31	2025	2024
Oil Sands	10 105	9 702
Exploration and Production	205	213
Refining and Marketing	2 497	2 502
Corporate	2 617	2 593
Total	15 424	15 010

Approximately 26% of the company’s employees are covered by collective agreements.

e thics, s ocial and e nvironmental p olicies

Suncor has adopted several policies focused on ethics, social and environmental matters, which are reviewed regularly and accessible to employees and contractors.

Suncor’s standards for the ethical conduct of business are set forth in its Standards of Business Conduct Code (the Code). Topics addressed in the Code include: accounting and business controls, competition and trade; confidentiality; conflict of interest; equal opportunity and respect for people; improper payments; protection and proper use of corporate assets and opportunities; trading in shares and securities; and reports and communications. The Code is supported by a compliance program, under which every Suncor director, officer, employee and contract worker is required to annually complete a training course, and affirm their understanding of the requirements of the Code, and provide confirmation of compliance since their last affirmation or confirmation that any instance of non-compliance has been resolved with the individual’s supervisor. Compliance is reported to Suncor’s Governance Committee of the Board of Directors.

Suncor also has a supplier code of conduct that highlights the values that are important to Suncor and is a guide to the standard of behavior Suncor expects of all suppliers, contractors, consultants and other third parties Suncor does business with. The supplier code of conduct addresses topics such as safety, human rights, harassment, bribery and corruption and confidential information, among others. Compliance with the supplier code of conduct is a standard term of all Suncor supply chain contracts.

Suncor’s Human Rights Policy is intended to ensure that Suncor is not complicit in human rights abuses. The policy makes clear that the scope of Suncor’s human rights due diligence should include its own operations and, where it can influence its third-party business relationships, the operations of others.

Suncor’s Indigenous Relations Policy commits to productive, long-term, and mutually beneficial relationships with Indigenous Peoples. The relationships we build and foster and the interactions we share are based on the principles of honesty, respect, transparency, inclusion, and integrity.

The Environment, Health and Safety (EH&S) policy states that Suncor’s number one priority and core value is Safety Above All Else. The policy affirms Suncor’s commitments to a safe and healthy workplace for all through fostering a culture of safety and environmental responsibility while complying with all applicable EH&S and regulatory requirements to protect the environment and communities in which we operate. Our Operational Excellence Management System (OEMS) is the framework that enables us to meet our EH&S Policy commitments.


14 Annual Information Form 2025Suncor Energy Inc.

s tatement of r eserves d ata and o ther o il and g as i nformation

Date of Statement

The Statement of Reserves Data and Other Oil and Gas Information outlined below is dated February 25, 2026, with an effective date of December 31, 2025. Reserves evaluations have not been updated since the effective date and, therefore, do not reflect changes in the company’s reserves since that date. The preparation date of the Statement of Reserves Data and Other Oil and Gas Information outlined below is January 10, 2026.

Disclosure of Reserves Data

Suncor is subject to the reporting requirements of Canadian securities laws, including the reporting of reserves data in accordance with National Instrument 51-101 – Standards of Disclosure for Oil and Gas Activities (NI 51-101).

The reserves data included in this section of the AIF is based upon evaluations conducted by GLJ Ltd. (GLJ), contained in its report dated February 18, 2026 (the GLJ Report). GLJ is an independent qualified reserves evaluator as defined in NI 51-101.

The reserves data summarizes Suncor’s SCO, bitumen, light crude oil and medium crude oil (combined, including immaterial amounts of heavy crude oil) reserves and the net present values of future net revenues for these reserves using forecast prices and costs prior to provision for interest and general and administrative expense. All of Suncor’s reserves are located in Canada as at December 31, 2025.

Advisories – Reserves Data

Classifications of reserves as proved or probable are only attempts to define the degree of certainty associated with the estimates. There are numerous uncertainties inherent in estimating quantities of petroleum reserves. It should not be assumed that the estimates of future net revenues presented in the tables below represent the fair market value of the reserves. There is no assurance that the forecast prices and cost assumptions will be attained and variances could be material. There is no guarantee that the estimates for SCO, bitumen, light, medium and heavy crude oil reserves provided herein will be recovered. Actual SCO, bitumen, light, medium and heavy crude oil volumes recovered may be greater than or less than the estimates provided herein. Readers should review the Abbreviations and definitions and information contained in the notes in the following tables. For additional information, see the section entitled Risk Factors in the company’s annual 2025 MD&A, which section is incorporated by reference into this AIF, and is available on SEDAR+ at sedarplus.ca and EDGAR at sec.gov.


Annual Information Form 2025Suncor Energy Inc.****15

Statement of Reserves Data and Other Oil and Gas Information Oil and Gas Reserves Tables and Notes ****

Summary of Oil and Gas Reserves^(1)^

as at December 31, 2025

(forecast prices and costs)^(2)^


						Light Crude Oil &
		SCO^(3)^		Bitumen		Medium Crude Oil^(4)^		Total
		(mmbbls)		(mmbbls)		(mmbbls)		(mmbbls)
		Gross	Net	Gross	Net	Gross	Net	Gross	Net
Proved Developed Producing
Mining		1 764	1 621	833	770	—	—	2 597	2 391
In Situ		244	200	146	116	—	—	390	316
E&P Canada		—	—	—	—	71	59	71	59
Total Proved Developed Producing	****	2 009	1 822	979	886	71	59	3 058	2 767
Proved Developed Non-Producing
Mining		—	—	—	—	—	—	—	—
In Situ		—	—	24	18	—	—	24	18
E&P Canada		—	—	—	—	7	6	7	6
Total Proved Developed Non-Producing	****	—	—	24	18	7	6	31	24
Proved Undeveloped
Mining		—	—	—	—	—	—	—	—
In Situ		1 146	917	445	359	—	—	1 591	1 276
E&P Canada		—	—	—	—	62	57	62	57
Total Proved Undeveloped	****	1 146	917	445	359	62	57	1 653	1 334
Proved
Mining		1 764	1 621	833	770	—	—	2 597	2 391
In Situ		1 391	1 118	615	493	—	—	2 006	1 610
E&P Canada		—	—	—	—	140	123	140	123
Total Proved	****	3 155	2 739	1 448	1 263	140	123	4 743	4 125
Probable
Mining		516	447	344	299	—	—	860	746
In Situ		1 422	1 083	309	228	—	—	1 730	1 311
E&P Canada		—	—	—	—	107	83	107	83
Total Probable	****	1 938	1 530	653	527	107	83	2 698	2 141
Proved Plus Probable
Mining		2 280	2 068	1 177	1 069	—	—	3 457	3 138
In Situ		2 812	2 200	924	721	—	—	3 736	2 921
E&P Canada		—	—	—	—	247	206	247	206
Total Proved Plus Probable	****	5 092	4 269	2 101	1 790	247	206	7 440	6 265

Please see Notes (1) through (4) at the end of the reserves data section for important information about volumes in this table.


16 Annual Information Form 2025Suncor Energy Inc.

Reconciliation of Gross Reserves^(1)^

as at December 31, 2025

(forecast prices and costs)^(2)^


								Light Crude Oil & Medium
		SCO^(3)^			Bitumen			Crude Oil^(4)^			Total
				Proved			Proved			Proved			Proved
				Plus			Plus			Plus			Plus
		Proved	Probable	Probable	Proved	Probable	Probable	Proved	Probable	Probable	Proved	Probable	Probable
		mmbbls	mmbbls	mmbbls	mmbbls	mmbbls	mmbbls	mmbbls	mmbbls	mmbbls	mmbbls	mmbbls	mmbbls
Mining
December 31, 2024	****	1 766	431	2 197	1 014	383	1 397	—	—	—	2 780	813	3 593
Extensions & Improved Recovery^(5)^		—	—	—	—	—	—	—	—	—	—	—	—
Technical Revisions^(6)^		149	85	234	(131)	(39)	(169)	—	—	—	18	46	65
Discoveries^(7)^		—	—	—	—	—	—	—	—	—	—	—	—
Acquisitions^(8)^		—	—	—	—	—	—	—	—	—	—	—	—
Dispositions^(9)^		—	—	—	—	—	—	—	—	—	—	—	—
Economic Factors^(10)^		—	—	—	—	—	—	—	—	—	—	—	—
Production^(11)^		(150)	—	(150)	(51)	—	(51)	—	—	—	(201)	—	(201)
December 31, 2025	****	1 764	516	2 280	833	344	1 177	—	—	—	2 597	860	3 457
In Situ
December 31, 2024	****	1 138	1 424	2 562	581	343	923	—	—	—	1 718	1 767	3 485
Extensions & Improved Recovery^(5)^		233	(23)	210	112	(8)	104	—	—	—	345	(31)	314
Technical Revisions^(6)^		55	20	75	(20)	(25)	(46)	—	—	—	34	(5)	29
Discoveries^(7)^		—	—	—	—	—	—	—	—	—	—	—	—
Acquisitions^(8)^		—	—	—	—	—	—	—	—	—	—	—	—
Dispositions^(9)^		—	—	—	—	—	—	—	—	—	—	—	—
Economic Factors^(10)^		—	—	—	—	—	—	—	—	—	—	—	—
Production^(11)^		(35)	—	(35)	(57)	—	(57)	—	—	—	(92)	—	(92)
December 31, 2025	****	1 391	1 422	2 812	615	309	924	—	—	—	2 006	1 730	3 736
E&P Canada
December 31, 2024	****	—	—	—	—	—	—	133	103	236	133	103	236
Extensions & Improved Recovery^(5)^		—	—	—	—	—	—	22	5	27	22	5	27
Technical Revisions^(6)^		—	—	—	—	—	—	6	(1)	5	6	(1)	5
Discoveries^(7)^		—	—	—	—	—	—	—	—	—	—	—	—
Acquisitions^(8)^		—	—	—	—	—	—	—	—	—	—	—	—
Dispositions^(9)^		—	—	—	—	—	—	—	—	—	—	—	—
Economic Factors^(10)^		—	—	—	—	—	—	—	—	—	—	—	—
Production^(11)^		—	—	—	—	—	—	(21)	—	(21)	(21)	—	(21)
December 31, 2025	****	—	—	—	—	—	—	140	107	247	140	107	247
Total Canada
December 31, 2024	****	2 903	1 855	4 759	1 595	725	2 320	133	103	236	4 631	2 684	7 315
Extensions & Improved Recovery^(5)^		233	(23)	210	112	(8)	104	22	5	27	367	(26)	341
Technical Revisions^(6)^		203	105	308	(151)	(64)	(215)	6	(1)	5	59	40	99
Discoveries^(7)^		—	—	—	—	—	—	—	—	—	—	—	—
Acquisitions^(8)^		—	—	—	—	—	—	—	—	—	—	—	—
Dispositions^(9)^		—	—	—	—	—	—	—	—	—	—	—	—
Economic Factors^(10)^		—	—	—	—	—	—	—	—	—	—	—	—
Production^(11)^		(185)	—	(185)	(108)	—	(108)	(21)	—	(21)	(314)	—	(314)
December 31, 2025	****	3 155	1 938	5 092	1 448	653	2 101	140	107	247	4 743	2 698	7 440

Please see Notes (1) through (11) at the end of the reserves data section for important information about volumes in this table. Suncor’s resources in Libya and Syria are classified as contingent resources and are not disclosed above.


Annual Information Form 2025Suncor Energy Inc. 17

Statement of Reserves Data and Other Oil and Gas Information Notes to Reserves Data Tables

as at December 31, 2025

(1)	Reserves data tables may not add due to rounding.
(2)	See the Notes to the Future Net Revenues tables for information on forecast prices and costs.
---	---
(3)	SCO reserves figures include the company’s diesel sales volumes.
---	---
(4)	Gross volumes of light crude oil and medium crude oil for E&P Canada includes immaterial quantities of heavy crude oil from Hebron, which produces a commingled blend of light, medium and heavy crude oil.
---	---
(5)	Extensions & improved recovery are additions to the reserves resulting from stepout drilling, infill drilling and implementation of improved recovery schemes. Negative volumes, if any, for probable reserves result from the transfer of probable reserves to proved reserves. In Situ changes were primarily the result of improved recovery estimates. Additionally, the changes reflect the inclusion of newly approved development lands at MacKay River and an increase of facility capacity at Firebag. E&P changes are primarily due to new wells in Hebron and Hibernia and enhanced recovery in Terra Nova.
---	---
(6)	Technical revisions include changes in previous estimates resulting from new technical data, revised interpretations, or changes to upgrading volume forecasts. Changes in 2025 are primarily due to new information, including drilling results and ongoing field performance. Mining changes are primarily due to mine plan, geological risks updates, and increased upgrading of bitumen volumes. In Situ and E&P changes are primarily due to production performance updates.
---	---
(7)	Discoveries are additions to reserves in reservoirs where no reserves were previously booked as a result of the confirmation of the existence of an accumulation of a significant quantity of potentially recoverable petroleum. There were no discoveries in 2025.
---	---
(8)	Acquisitions are additions to reserves estimates as a result of purchasing interests in oil and gas properties. There were no acquisitions in 2025.
---	---
(9)	Dispositions are reductions in reserves estimates as a result of selling interests in oil and gas properties. There were no dispositions in 2025.
---	---
(10)	Economic factors are changes due primarily to price forecasts, inflation rates or regulatory changes.
---	---
(11)	Production quantities may include estimated production for periods near the end of the year when actual production quantities were not available at the time the reserves evaluations were conducted.
---	---

Definitions for Reserves Data Tables

In the tables set forth above and elsewhere in this AIF, the following definitions and other notes are applicable:

Gross means:

(a)	in relation to Suncor’s interest in production or reserves, Suncor’s working-interest share before deduction of royalties and without including any royalty interests of Suncor;
(b)	in relation to Suncor’s interest in wells, the total number of wells in which Suncor has an interest; and
---	---
(c)	in relation to Suncor’s interest in properties, the total area of properties in which Suncor has an interest.
---	---

Net means:

(a)	in relation to Suncor’s interest in production or reserves, Suncor’s working-interest share after deduction of royalty obligations, plus the company’s royalty interests in production or reserves;
(b)	in relation to Suncor’s interest in wells, the number of wells obtained by aggregating Suncor’s working interest in each of the company’s gross wells; and
---	---
(c)	in relation to Suncor’s interest in a property, the total area in which Suncor has an interest multiplied by the working interest owned by Suncor.
---	---

Reserves Categories

The reserves estimates presented are based on the definitions and guidelines contained in the Canadian Oil and Gas Evaluation (COGE) Handbook. A summary of those definitions is set forth below.

Reserves are estimated remaining quantities of oil and natural gas and related substances anticipated to be recoverable from known accumulations, as of a given date, based on analyses of drilling, geological, geophysical and engineering data, the use of established technology, and specified economic conditions, which are generally accepted as being reasonable.

Reserves are classified according to the degree of certainty associated with the estimates:

Proved reserves are those reserves that can be estimated with a high degree of certainty to be recoverable. It is likely that the actual remaining quantities recovered will exceed the estimated proved reserves.

Probable reserves are those additional reserves that are less certain to be recovered than proved reserves. It is equally likely that the actual remaining quantities recovered will be greater or less than the sum of the estimated proved plus probable reserves.

Proved and probable reserves categories may be divided into developed and undeveloped categories:

Developed reserves are those reserves that are expected to be recovered (i) from existing wells and installed facilities or, if facilities have not been installed, that would involve a low expenditure (for example, when compared to the cost of drilling a well) to put the reserves on production, or (ii) for mining assets, through installed extraction equipment and infrastructure that is operational at the time of the reserves estimate. The developed category may be subdivided into producing and non-producing.

(a)	Developed producing reserves are those reserves that are expected to be recovered from completion intervals open at the time of the estimate. These reserves may be currently producing or, if shut in, they must have previously been on production, and the date of resumption of production

---
18 Annual Information Form 2025Suncor Energy Inc.

must be known with reasonable certainty.

(b)	Developed non-producing reserves are those reserves that either have not been on production, or have previously been on production but are shut in, and the date of resumption of production is unknown.

Undeveloped reserves are those reserves expected to be recovered from known accumulations where a significant expenditure (for example, when compared to the cost of drilling a well) is required to render them capable of production. They must fully meet the requirements of the reserves category (proved or probable) to which they are assigned.


Annual Information Form 2025Suncor Energy Inc. 19

Statement of Reserves Data and Other Oil and Gas Information Future Net Revenues Tables and Notes

Net Present Values of Future Net Revenues Before Income Taxes^(1)^

as at December 31, 2025

(forecast prices and costs)


		(in millions, discounted at % per year)					Unit Value^(2)^
		0%	5%	10%	15%	20%	($/bbl)
Proved Developed Producing
Mining		16 380	25 615	21 448	17 126	13 860	8.97
In Situ		12 822	11 186	9 848	8 762	7 879	31.17
E&P Canada		787	1 029	1 140	1 186	1 200	19.26
Total Proved Developed Producing	****	29 990	37 830	32 435	27 075	22 939	11.72
Proved Developed Non-Producing
Mining		—	—	—	—	—	—
In Situ		753	599	484	398	332	26.61
E&P Canada		253	248	227	201	175	36.97
Total Proved Developed Non-Producing	****	1 006	846	711	599	507	29.23
Proved Undeveloped
Mining		—	—	—	—	—	—
In Situ		60 816	28 965	15 137	8 507	5 037	11.86
E&P Canada		3 110	2 807	2 489	2 192	1 926	43.43
Total Proved Undeveloped	****	63 926	31 772	17 626	10 699	6 963	13.22
Proved
Mining		16 380	25 615	21 448	17 126	13 860	8.97
In Situ		74 391	40 750	25 468	17 667	13 248	15.81
E&P Canada		4 150	4 084	3 856	3 579	3 302	31.45
Total Proved	****	94 922	70 448	50 772	38 373	30 410	12.31
Probable
Mining		20 666	11 837	6 881	4 438	3 131	9.22
In Situ		107 739	27 019	9 547	4 709	2 968	7.28
E&P Canada		6 206	4 808	3 748	2 975	2 411	44.92
Total Probable	****	134 611	43 664	20 175	12 122	8 509	9.42
Proved Plus Probable
Mining		37 046	37 452	28 329	21 564	16 991	9.03
In Situ		182 131	67 769	35 015	22 376	16 215	11.99
E&P Canada		10 356	8 892	7 603	6 554	5 713	36.90
Total Proved Plus Probable	****	229 533	114 113	70 948	50 494	38 919	11.32

All values are in US Dollars.

Please see the Notes at the end of the Future Net Revenues Tables.


20 Annual Information Form 2025Suncor Energy Inc.

Net Present Values of Future Net Revenues After Income Taxes^(1)^

as at December 31, 2025

(forecast prices and costs)


		(in millions, discounted at % per year)
		0%	5%	10%	15%	20%
Proved Developed Producing
Mining		8 300	19 552	16 731	13 331	10 719
In Situ		10 133	8 837	7 769	6 901	6 195
E&P Canada		758	984	1 083	1 120	1 127
Total Proved Developed Producing	****	19 191	29 374	25 583	21 353	18 041
Proved Developed Non-Producing
Mining		—	—	—	—	—
In Situ		579	461	372	306	255
E&P Canada		218	217	201	179	155
Total Proved Developed Non-Producing	****	797	678	573	484	410
Proved Undeveloped
Mining		—	—	—	—	—
In Situ		46 656	21 888	11 223	6 153	3 519
E&P Canada		2 261	2 049	1 815	1 592	1 391
Total Proved Undeveloped	****	48 917	23 937	13 038	7 744	4 911
Proved
Mining		8 300	19 552	16 731	13 331	10 719
In Situ		57 368	31 186	19 365	13 360	9 970
E&P Canada		3 237	3 251	3 099	2 891	2 673
Total Proved	****	68 905	53 989	39 195	29 582	23 362
Probable
Mining		15 622	9 154	5 220	3 287	2 270
In Situ		82 779	20 636	7 302	3 628	2 304
E&P Canada		4 882	3 774	2 921	2 300	1 849
Total Probable	****	103 283	33 564	15 443	9 215	6 422
Proved Plus Probable
Mining		23 923	28 707	21 951	16 618	12 989
In Situ		140 147	51 821	26 667	16 987	12 273
E&P Canada		8 118	7 026	6 020	5 190	4 522
Total Proved Plus Probable	****	172 188	87 554	54 638	38 796	29 784

All values are in US Dollars.

Please see the Notes at the end of the Future Net Revenues Tables.


Annual Information Form 2025Suncor Energy Inc. 21

Statement of Reserves Data and Other Oil and Gas Information Total Future Net Revenues^(1)^

as at December 31, 2025

(forecast prices and costs)


							Future Net
							Revenues		Future Net
						Abandonment	Before		Revenues After
						and	Deducting		Deducting
				Operating	Development	Reclamation	Future Income	Future Income	Future Income
(in $ millions, undiscounted)		Revenue	Royalties	Costs	Costs	Costs	Tax Expenses	Tax Expenses	Tax Expenses
Proved Developed Producing
Mining		248 157	19 694	133 722	32 926	45 435	16 380	8 079	8 300
In Situ		32 300	5 747	10 256	2 475	1 000	12 822	2 689	10 133
E&P Canada		7 137	1 136	2 380	135	2 698	787	30	758
Total Proved Developed Producing	****	287 594	26 576	146 358	35 536	49 134	29 990	10 799	19 191
Proved Developed Non-Producing
Mining		—	—	—	—	—	—	—	—
In Situ		1 522	366	337	39	27	753	174	579
E&P Canada		758	125	309	37	34	253	35	218
Total Proved Developed Non-Producing	****	2 280	490	646	76	61	1 006	210	797
Proved Undeveloped
Mining		—	—	—	—	—	—	—	—
In Situ		175 724	34 242	54 443	24 613	1 611	60 816	14 160	46 656
E&P Canada		6 552	518	1 524	1 234	166	3 110	849	2 261
Total Proved Undeveloped	****	182 276	34 759	55 968	25 847	1 776	63 926	15 008	48 917
Proved
Mining		248 157	19 694	133 722	32 926	45 435	16 380	8 079	8 300
In Situ		209 546	40 354	65 036	27 126	2 638	74 391	17 023	57 368
E&P Canada		14 447	1 779	4 213	1 407	2 898	4 150	914	3 237
Total Proved	****	472 150	61 826	202 971	61 459	50 971	94 922	26 016	68 905
Probable
Mining		99 867	13 223	44 194	10 450	11 334	20 666	5 044	15 622
In Situ		269 561	61 862	69 069	29 304	1 587	107 739	24 960	82 779
E&P Canada		11 899	2 810	2 088	547	248	6 206	1 324	4 882
Total Probable	****	381 327	77 895	115 350	40 302	13 168	134 611	31 328	103 283
Proved Plus Probable
Mining		348 024	32 917	177 916	43 377	56 769	37 046	13 124	23 923
In Situ		479 107	102 216	134 105	56 431	4 224	182 131	41 984	140 147
E&P Canada		26 346	4 589	6 301	1 954	3 146	10 356	2 237	8 118
Total Proved Plus Probable	****	853 477	139 722	318 322	101 761	64 139	229 533	57 345	172 188

Please see the Notes at the end of the Future Net Revenues Tables.


22 Annual Information Form 2025Suncor Energy Inc.

Future Net Revenues by Product Type^(1)^

as at December 31, 2025

(forecast prices and costs)


			Unit Value
(before income taxes, discounted at 10% per year)		$ millions	$/bbl^(2)^
Proved Developed Producing
SCO		23 753	13.04
Bitumen		7 542	8.51
Light Crude Oil & Medium Crude Oil^(3)^	****	1 140	19.26
Total Proved Developed Producing	****	32 435	11.72
Proved
SCO		36 493	13.32
Bitumen		10 424	8.25
Light Crude Oil & Medium Crude Oil^(3)^	****	3 856	31.45
Total Proved	****	50 772	12.31
Proved Plus Probable
SCO		51 270	12.01
Bitumen		12 074	6.74
Light Crude Oil & Medium Crude Oil^(3)^	****	7 603	36.90
Total Proved Plus Probable	****	70 948	11.32

(1)	Figures may not add due to rounding.
(2)	Unit values are net present values of future net revenues before deducting estimated cash income taxes payable, discounted at 10%, divided by net reserves.
---	---
(3)	Light crude oil and medium crude oil includes immaterial quantities of heavy crude oil from Hebron, which produces a commingled blend of light, medium and heavy crude oil.
---	---

Notes to Future Net Revenues Tables

In Situ and Mining Future Net Revenues

Future net revenues for SCO include upgraded In Situ and Fort Hills bitumen volumes based on estimated available upgrading capacity and the company’s bitumen supply strategy. The future net revenues include SCO volumes and estimates for upgrader operating and capital costs. For net proved plus probable reserves, approximately 100% of Firebag bitumen production is expected to be upgraded to SCO by 2037. Approximately 44% of Fort Hills bitumen production is expected to be upgraded to SCO.

Power sale revenues and the natural gas fuel expense associated with excess electricity generated from cogeneration facilities at Firebag, Fort Hills, Syncrude and Base Mine are included in future net revenues.

Forecast Prices and Costs

Crude oil, natural gas and other important benchmark reference pricing, as well as inflation and exchange rates utilized in the GLJ Report, were derived using averages of forecasts developed by GLJ (dated January 1, 2026), Sproule Associates Limited (dated December 31, 2025) and McDaniel & Associates Consultants Ltd. (dated January 1, 2026), all of whom are independent qualified reserves evaluators. Benchmark forecast prices have been adjusted for quality differentials and transportation costs applicable to the specific evaluation areas and products. The inflation rates utilized in cost forecasts were 0.0% in 2026 and 2.0% thereafter.

The carbon cost for Alberta based operations is assumed to escalate from $110/tonne in 2026, to $125/tonne in 2027, and then capped at $130/tonne from 2028 onwards. This cap is consistent with the Alberta-Canada Memorandum of Understanding dated November 27, 2025 which provide for the TIER system to ramp up to a minimum effective credit price of $130/tonne. Outside of Alberta, the carbon cost is based on the legislated Greenhouse Gas Pollution Pricing Act (Canada).


Annual Information Form 2025Suncor Energy Inc. 23

Statement of Reserves Data and Other Oil and Gas Information Prices Impacting Reserves Tables


				Light Sweet	Pentanes Plus
		WTI Cushing	WCS Hardisty	Edmonton	Edmonton
Forecast	Brent North Sea^(1)^	Oklahoma^(2)^	Alberta^(3)^	Alberta^(4)^	Alberta^(5)^	AECO Gas^(6)^	Exchange Rate
Year	US$/bbl	US$/bbl	Cdn$/bbl	Cdn$/bbl	Cdn$/bbl	Cdn$/mmbtu	US$/Cdn$
2026	63.92	59.92	65.12	77.54	80.01	3.00	0.7275
2027	69.13	65.10	70.43	83.60	86.19	3.30	0.7367
2028	74.36	70.28	76.90	90.18	92.83	3.49	0.7400
2029	76.10	71.93	78.71	92.32	95.05	3.58	0.7400
2030	77.62	73.37	80.29	94.17	96.94	3.65	0.7400
2031	+2.0%/yr	+2.0%/yr	+2.0%/yr	+2.0%/yr	+2.0%/yr	+2.0%/yr	0.7400

(1)	Price used when determining offshore light, medium and heavy crude oil reserves for E&P Canada.
(2)	Price used when determining portions of bitumen reserves presented as In Situ and Mining reserves that are sold at the U.S. Gulf Coast, as well as for determining portions of bitumen pricing for royalty calculation purposes.
---	---
(3)	Price used when determining portions of bitumen reserves presented as In Situ and Mining reserves that are sold in Canada, as well as for determining bitumen pricing for royalty calculation purposes.
---	---
(4)	Price used when determining SCO reserves presented as In Situ and Mining reserves.
---	---
(5)	Price used when determining the cost of diluent associated with bitumen reserves, as well as in determining bitumen pricing for royalty calculation purposes. A bitumen/diluent ratio of approximately two barrels of bitumen for one barrel of diluent was used for In Situ reserves and a ratio of approximately three barrels of bitumen for one barrel of diluent was used for Mining reserves.
---	---
(6)	Price used when determining natural gas input costs for production of SCO and bitumen reserves.
---	---

Disclosure of Net Present Values of Future Net Revenues After Income Taxes

Values presented in the table for Net Present Values of Future Net Revenues After Income Taxes reflect income tax burdens of assets at a business area or legal entity level based on tax pools associated with that business area or legal entity. Suncor’s actual corporate legal entity structure for income taxes and income tax planning has not been considered, and, therefore, the total value for income taxes presented in the total future net revenues table may not provide an estimate of the value at the corporate entity level, which may be significantly different.


24 Annual Information Form 2025Suncor Energy Inc.

Additional Information Relating to Reserves Data

Future Development Costs^(1)^

as at December 31, 2025

(forecast prices and costs)


									Discounted at
($ millions)		2026	2027	2028	2029	2030	Remainder	Total	10%
Proved
Mining		3 082	3 078	3 104	2 462	2 577	18 622	32 926	18 906
In Situ		1 148	1 405	1 348	635	1 067	21 522	27 126	10 166
E&P Canada		400	231	211	233	207	125	1 407	1 110
Total Proved	****	4 631	4 715	4 663	3 330	3 852	40 270	61 459	30 181
Proved Plus Probable
Mining		3 415	3 432	3 437	2 607	2 856	27 629	43 377	21 825
In Situ		1 162	1 335	1 126	745	499	51 563	56 431	11 058
E&P Canada		444	311	285	304	247	364	1 954	1 110
Total Proved Plus Probable	****	5 021	5 077	4 848	3 656	3 602	79 556	101 761	33 992

(1)	Figures may not add due to rounding.

Management believes that internally generated cash flows, existing and future credit facilities and access to capital markets will be sufficient to fund future development costs. Failure to develop those reserves would have a negative impact on future cash flow provided by operating activities.

Interest expense or other costs of external funding are not included in the reserves and future net revenues estimates and could reduce future net revenues. Suncor does not anticipate the costs of funding would make development of any property uneconomic.

Abandonment and Reclamation Costs

The company completes an annual review of its consolidated abandonment and reclamation cost estimates. The estimates are limited to current disturbances and based on the anticipated method and extent of restoration, consistent with legal requirements and the possible future use of the site.

As at December 31, 2025, Suncor estimates its undiscounted, uninflated abandonment and reclamation costs for the current disturbance of its upstream assets to be approximately $21.8 billion (discounted at 10%, approximately $5.1 billion). Suncor estimates that it will incur $1.6 billion of its identified abandonment and reclamation costs during the next three years.

The abandonment and reclamation costs for current and future disturbances of $64.1 billion (inflated and undiscounted) have been deducted from the net present values of the company’s proved and probable reserves.


Annual Information Form 2025Suncor Energy Inc. 25

Statement of Reserves Data and Other Oil and Gas Information Gross Proved and Probable Undeveloped Reserves

The tables below outline the gross proved and probable undeveloped reserves and represent undeveloped reserves additions resulting from acquisitions, discoveries, infill drilling, improved recovery and/or extensions in the year when the events first occurred.

Gross Proved Undeveloped Reserves^(1)^

(forecast prices and costs)


		2023		2024		2025
		<br>First Attributed	Total as at December 31, 2023	<br>First Attributed	Total as at December 31, 2024	First Attributed		Total as at December 31, 2025
SCO (mmbbls)	****
Mining	****	—	281	—	277	—		—
In Situ	****	181	854	—	911	127		1 146
Total SCO	****	181	1 135	—	1 188	127		1 146
Bitumen (mmbbls)	****
Mining	****	—	14	—	—	—		—
In Situ	****	151	563	9	447	53		445
Total bitumen	****	151	577	9	447	53		445
Light crude oil & medium crude oil (mmbbls)	****
E&P Canada^(2)^	****	—	60	—	60	13		62
Total light crude oil & medium crude oil	****	—	60	—	—	13		62
Total (mmbbls)	****	333	1 772	9	1 694	193		1 653

(1)	Figures may not add due to rounding.
(2)	Includes immaterial amounts of heavy crude oil from Hebron, which produces a commingled blend of light, medium and heavy crude oil.
---	---

Gross Probable Undeveloped Reserves^(1)^

(forecast prices and costs)


		2023		2024		2025
		<br>First Attributed	Total as at December 31, 2023	<br>First Attributed	Total as at December 31, 2024	First Attributed	Total as at December 31, 2025
SCO (mmbbls)	****
Mining	****	—	132	46	193	—	157
In Situ	****	42	1 085	326	1 342	—	1 348
Total SCO	****	42	1 217	372	1 534	—	1 505
Bitumen (mmbbls)	****
Mining	****	—	2	—	—	—	—
In Situ	****	7	133	69	277	21	236
Total bitumen	****	7	135	69	277	21	236
Light crude oil & medium crude oil (mmbbls)	****
E&P Canada^(2)^	****	1	77	—	72	11	70
Total light crude oil & medium crude oil	****	1	77	—	72	11	70
Total (mmbbls)	****	49	1 428	442	1 884	32	1 811

(1)	Figures may not add due to rounding.
(2)	Includes immaterial amounts of heavy crude oil from Hebron, which produces a commingled blend of light, medium and heavy crude oil.
---	---

Proved undeveloped and proved plus probable undeveloped reserves are attributed in accordance with COGE Handbook guidelines.

In Situ

Undeveloped In Situ reserves are related only to sustaining pads and well pairs required for current producing or sanctioned projects. Proved undeveloped reserves have been assigned to areas delineated with vertical wells on 80-acre well spacing with 3D seismic control or 40-acre


26 Annual Information Form 2025Suncor Energy Inc.

spacing without 3D seismic control. Probable undeveloped areas are limited to areas delineated with vertical wells on 320-acre spacing with seismic control or 160-acre spacing without seismic control. Development of undeveloped In Situ reserves is an ongoing process and is a function of estimating excess processing capacity and production decline forecasts from existing In Situ wells. These forecasts align current production and processing constraints (which, in the case of processing constraints, do not permit Suncor to develop all of its undeveloped In Situ reserves within two years), capital spending commitments and future development for the next 10 years, and are updated and approved annually. The production level increase in Firebag has resulted in additional probable undeveloped reserves.

Mining

Undeveloped Mining reserves relate to the Syncrude MLX-E mining area, which received regulatory approval in 2020, and the Lease 934 extension to Aurora North. Construction activities at MLX-E were restarted in 2021 and will continue through 2026. Development of MLX-E requires the relocation of infrastructure and construction of a production haul road from the lease. MLX-E reserves will remain as undeveloped until its major infrastructure components are completed. Further ore body delineation drilling will continue in 2026. Like MLX-W, MLX-E will utilize existing ore processing and extraction facilities at Syncrude’s Mildred Lake operation and is expected to sustain bitumen production levels at Mildred Lake after resource depletion at the Mildred North Mine. The Lease 934 extension will remain as undeveloped until regulatory approval of the amendment application. Lease 934 will extend bitumen production at the Aurora North Mine.

E&P

Undeveloped conventional reserves are mainly associated with future drilling at Hebron, Hibernia and White Rose. Attribution of proved undeveloped and probable undeveloped reserves reflect, where applicable, the respective degrees of certainty with respect to various reservoir parameters, primarily drainage areas and recovery factors. In developing undeveloped conventional reserves, Suncor considers existing facility capacity, capital allocation plans, and remaining reserves availability.

Properties with no Attributed Reserves

Summary of properties to which no reserves are attributed as at December 31, 2025. For lands in which Suncor holds interests in different formations under the same surface area pursuant to separate leases, the area has been counted for each lease.


Country	Gross Hectares	Net Hectares
Canada	1 334 070	634 067
Libya	3 117 800	1 422 900
Syria	345 194	345 194
Total	4 797 064	2 402 161

Suncor’s properties with no attributed reserves range from exploration properties in a preliminary phase of evaluation to discovery areas where tenure to the property is held indefinitely on the basis of hydrocarbon test results, but where economic development is not currently possible or has not yet been sanctioned. Certain properties may be in a relatively mature phase of evaluation, where a significant amount of appraisal or even development has occurred; however, reserves cannot be attributed due to one or more contingencies, such as project sanction, or, in the case of Libya and Syria, political unrest. In many cases where reserves are not attributed to lands containing one or more discovery wells, the key limiting factor is the lack of available production infrastructure. As part of the company’s ongoing process to review the economic viability of its properties, some properties are selected for further development activities, while others are temporarily deferred, sold, swapped or relinquished back to the mineral rights owner.

In 2026, Suncor’s rights to 46,959 net hectares in Canada are scheduled to expire. The lands expiring in 2026 include approximately 21,103 net hectares in East Coast Offshore, 24,320 net hectares in In Situ and 1,536 net hectares in Mining. Substantial portions of expiring lands may have their tenure continued beyond 2026 through the conduct of work programs and/or the payment of prescribed fees to the mineral rights owner.

Work Commitments

Suncor’s properties in Libya have no attributed reserves. Suncor has work commitments primarily for conducting seismic programs and drilling exploration wells, which is common in Libya. As at December 31, 2025, Suncor estimates that the value of the work commitment was US$349 million. Due to the political unrest in Libya, it is uncertain when the work commitments will be incurred.

Oil and Gas Properties and Wells

Oil and gas wells as at December 31, 2025.


		Oil Wells^(1)^				Natural Gas Wells^(1)^
		Producing		Non-producing^(2)(3)^		Producing		Non-producing^(2)(3)^
		Gross	Net	Gross	Net	Gross	Net	Gross	Net
Alberta – In Situ^(4)^	****	524.0	524.0	84.0	84.0	—	—	—	—
Newfoundland and Labrador	****	94.0	27.0	9.0	3.3	—	—	—	—
Other International^(5)^	****	—	—	423.0	213.1	—	—	6.0	6.0
Total	****	618.0	551.0	516.0	300.4	—	—	6.0	6.0

(1)	Alberta oil wells and Other International oil and gas wells are onshore, and Newfoundland and Labrador are offshore.
(2)	Non-producing wells include, but are not limited to, wells where there is no near-term plan for abandonment, wells where drilling has finished but the well has not been completed, wells requiring maintenance or workover where the resumption of production is not known, and wells that have been shut in and the date of
---	---

---
Annual Information Form 2025Suncor Energy Inc. 27

Statement of Reserves Data and Other Oil and Gas Information

resumption of production is not known with reasonable certainty.
(3)	Non-producing wells do not necessarily lead to classification of non-producing reserves.
---	---
(4)	SAGD well pairs and multilateral wells are each counted as one well.
---	---
(5)	Other International includes wells associated with the company’s operations in Syria and Libya.
---	---

Costs Incurred


			Proved Property	Unproved Property
($ millions)		Exploration Costs	Acquisition Costs	Acquisition Costs	Development Costs	Total
Canada – Mining and In Situ	****	104	—	—	4 271	4 375
Canada – E&P Canada	****	51	—	—	827	878
Total Canada	****	155	—	—	5 098	5 253
Other International	****	4	—	—	—	4
Total	****	159	—	—	5 098	5 257

Exploration and Development Wells


		Exploratory Wells		Development Wells
Total Number of Wells Completed		Gross	Net	Gross	Net
Canada – Oil Sands	****
Oil	****	—	—	36.0	36.0
Service^(1)^	****	—	—	20.0	20.0
Stratigraphic test^(2)^	****	—	—	947.0	771.6
Total	****	—	—	1 003.0	827.6
Canada – E&P Canada	****
Oil	****	—	—	4.0	0.8
Service^(1)^	****	—	—	4.0	0.8
Total	****	—	—	8.0	1.6
Total Canada	****
Oil	****	—	—	40.0	36.8
Service	****	—	—	24.0	20.8
Stratigraphic test	****	—	—	947.0	771.6
Total	****	—	—	1 011.0	829.3

(1)	Service wells for Oil Sands include the injection well in a SAGD well pair, in addition to observation wells, disposal wells and hydrogeological monitoring wells if they have a licence. Service wells for E&P Canada include water and gas injection wells, disposal wells and cuttings reinjection wells.
(2)	Stratigraphic test wells for Oil Sands include core hole drilling wells.
---	---

Significant exploration and development activities in 2025 included:

●	For Mining, at Oil Sands Base Mine, asset sustainment activities, the continued development of tailings infrastructure and completion of a new cogeneration facility. At Fort Hills, construction of tailings infrastructure and mine advancement activities. At Syncrude, asset sustainment expenditures, a scheduled turnaround, and the ongoing development of MLX-E.
●	For In Situ, the drilling of new well pairs, infill and sidetracked wells at Firebag and MacKay River are expected to assist in maintaining production levels in future years. Also included are stratigraphic test well and observation well drilling programs.
---	---
●	For E&P Canada, spending on the development work at the West White Rose Project and drilling activities at Hebron and Hibernia.
---	---

For significant exploration and development activities expected to occur in 2026 and beyond, refer to the Description of Suncor’s Businesses and Additional Information Relating to Reserves Data – Future Development Costs sections in this AIF.


28 Annual Information Form 2025Suncor Energy Inc.

Production History^(1)^


2025	Q1	Q2	Q3	Q4	Year Ended
Canada – Oil Sands
Upgraded product (SCO and diesel) production (mbbls/d)
Oil Sands operations	361.3	280.6	370.6	361.9	343.7
Syncrude	206.0	187.4	200.6	224.9	204.8
Inter-asset transfers and consumption	(30.7)	(29.8)	(27.1)	(29.8)	(29.4)
Total upgraded production	536.6	438.2	544.1	557.0	519.1
Non-upgraded bitumen production (mbbls/d)
Oil Sands operations	165.3	162.8	150.4	165.2	160.9
Fort Hills	176.4	162.9	184.1	178.2	175.4
Syncrude	—	9.1	0.1	0.1	2.3
Inter-asset transfers and consumption	(87.4)	(24.6)	(66.5)	(55.1)	(58.3)
Total Oil Sands non-upgraded bitumen production	254.3	310.2	268.1	288.4	280.3
Total production (mbbls/d)	790.9	748.4	812.2	845.4	799.4
Netbacks(3)(4)
Non-upgraded bitumen (/bbl)
Average price realized(2)	71.13	61.24	65.28	51.96	62.02
Royalties	(10.20)	(8.79)	(9.09)	(7.13)	(8.75)
Operating costs	(19.05)	(20.69)	(19.48)	(19.65)	(19.76)
Netback	41.88	31.76	36.71	25.18	33.51
Upgraded – net SCO and diesel (/bbl)
Average price realized(2)	96.24	86.43	88.76	80.27	87.79
Royalties	(12.41)	(8.75)	(12.98)	(8.28)	(10.64)
Operating costs	(36.83)	(39.90)	(31.89)	(33.51)	(35.26)
Netback	47.00	37.78	43.89	38.48	41.89
Average Oil Sands segment (/bbl)
Average price realized(2)	88.28	76.06	80.80	70.86	78.80
Royalties	(11.71)	(8.76)	(11.66)	(7.90)	(9.98)
Operating costs	(31.20)	(32.00)	(27.68)	(28.90)	(29.86)
Netback	45.37	35.30	41.46	34.06	38.96
Exploration and Production - light crude oil & medium crude oil
Exploration and Production Canada (mbbls/d)	55.6	56.4	55.6	62.5	57.5
Total production volumes (mbbls/d)	55.6	56.4	55.6	62.5	57.5
Netbacks(3)(4)
Canada – light crude oil & medium crude oil (/bbl)
Average price realized(2)	103.82	91.60	92.89	83.32	92.70
Royalties	(19.85)	(17.50)	(16.90)	(11.45)	(16.46)
Operating costs	(20.24)	(17.90)	(18.64)	(16.74)	(18.35)
Netback	63.73	56.20	57.35	55.13	57.89

All values are in US Dollars.

(1)	Production and liftings in Libya were not material to Suncor, and therefore are not included.
(2)	Average price realized is net of transportation costs and before royalties.
---	---
(3)	Netbacks are based on sales volumes.
---	---
(4)	Netback is a Non-GAAP financial measure. See the Advisory – Forward-Looking Statements and Non-GAAP Financial Measures section of this AIF.
---	---


Annual Information Form 2025Suncor Energy Inc. 29

Statement of Reserves Data and Other Oil and Gas Information The following table provides the production volumes^(1)^ on a working-interest basis, before royalties, for each of Suncor’s important fields for the year ended December 31, 2025.


			Light Crude
			Oil & Medium
	SCO	Bitumen	Crude Oil
	mbbls/d	mbbls/d	mbbls/d
Mining – Base Mine	196.4	—	—
Mining – Syncrude	191.4	—	—
Mining – Fort Hills	37.3	128.9	—
Firebag	94.0	118.0	—
MacKay River	—	33.4	—
Hibernia	—	—	14.0
White Rose	—	—	3.8
Terra Nova	—	—	10.7
Hebron^(2)^	—	—	29.0

(1)	Volumes shown are actual volumes and may differ from the estimated volumes shown in the Reconciliation of Gross Reserves Table.
(2)	The majority of volumes shown for Hebron are heavy crude oil volumes, which is produced as a commingled blend of light, medium and heavy crude oil.
---	---

Production Estimates

The production estimates for 2026 that are included in the estimates of proved reserves and probable reserves as at December 31, 2025.


						Light Crude Oil &
		SCO		Bitumen		Medium Crude Oil		Total
		(mbbls/d)^(1)^		(mbbls/d)^(1)^		(mbbls/d)^(1)(2)^		(mbbls/d)^(1)^
		Gross	Net	Gross	Net	Gross	Net	Gross	Net
Total^(1)^	****
Proved	****	491	456	263	237	60	51	814	744
Probable	****	26	26	16	13	7	6	48	45
Proved Plus Probable	****	517	482	278	250	67	56	862	789

(1)	Figures may not add due to rounding.
(2)	Includes immaterial quantities of heavy crude oil from Hebron, which produces a commingled blend of light, medium and heavy crude oil.
---	---

The following properties each account for approximately 20% or more of total estimated production for 2026.

Proved

●	From Base Mine Millennium and North Steepbank: 200 mbbls/d of SCO.
●	From Fort Hills: 163 mbbls/d of SCO and bitumen (25 mbbls/d and 138 mbbls/d, respectively).
---	---
●	From Firebag: 191 mbbls/d of SCO and bitumen (98 mbbls/d and 93 mbbls/d, respectively).
---	---
●	From Syncrude: 167 mbbls/d of SCO.
---	---

Proved Plus Probable

●	From Base Mine Millennium and North Steepbank: 213 mbbls/d of SCO.
●	From Fort Hills: 173 mbbls/d of SCO and bitumen (28 mbbls/d and 145 mbbls/d, respectively).
---	---
●	From Firebag: 199 mbbls/d of SCO and bitumen (100 mbbls/d and 99 mbbls/d, respectively).
---	---
●	From Syncrude: 176 mbbls/d of SCO.
---	---

Forward Contracts

Suncor may use financial derivatives to manage its exposure to fluctuations in commodity prices. A description of Suncor’s use of such instruments is provided in the 2025 audited Consolidated Financial Statements and related annual 2025 MD&A.


30 Annual Information Form 2025Suncor Energy Inc.

Industry Conditions

The oil and natural gas industry is subject to extensive regulations imposed by legislation enacted by various levels of government and, with respect to the export and taxation of oil and natural gas, by agreements among the federal and provincial governments of Canada, as well as the governments of the U.S. and other foreign jurisdictions in which Suncor operates. All governments have the ability to change legislation, and the company is unable to predict what additional legislation or amendments to legislation may be enacted. Suncor may engage in government consultation regarding proposed legislative changes to ensure Suncor’s interests are recognized. The following discussion outlines some of the principal legislation, regulations and agreements that govern Suncor’s operations.

Royalties

Canada

The royalty regime is a significant factor in the profitability of crude oil, NGLs and natural gas production. Crown royalties are determined by governmental regulation or by agreement with governments in certain circumstances, which are subject to change as a result of numerous factors, including political considerations.

Oil sands projects are subject to the royalty framework issued by the Government of Alberta. Under the royalty framework, royalties for oil sands projects are based on a sliding-scale rate of 25% to 40% of net revenue (net revenue royalty or NRR), subject to a minimum royalty within a range of 1% to 9% of gross revenue (gross revenue royalty or GRR) depending on benchmark crude oil pricing. A royalty project remains subject to the minimum royalty (the pre-payout phase) until the project’s cumulative gross revenue exceeds its cumulative costs, including an annual investment allowance (the post-payout phase). During the post-payout phase, the annual royalty paid to the province is the greater of the GRR and NRR.

In 2025, all oil sands projects were in the post-payout phase, with the exception of Fort Hills, which was in the pre-payout phase. Fort Hills was calculated at GRR, while Base Mine, MacKay River, Firebag and Syncrude were calculated at NRR.

Suncor’s East Coast projects are subject to royalty agreements and regulations issued by the Government of Newfoundland and Labrador. The current East Coast royalty regime has a tiered rate structure ranging from a minimum of 1% of gross revenue to a maximum of 42.5% of net revenue, based upon profitability levels. An East Coast project is subject to the minimum royalty (the pre-payout phase) until the project’s cumulative gross revenue exceeds its cumulative costs, including an annual investment allowance (the post-payout phase).

As of December 31, 2025, all producing E&P assets and extensions were in the post-payout phase. Both Terra Nova and White Rose, due to a carry-forward costs balance, were calculated at Gross royalty, while Hebron and Hibernia were calculated at Net royalty.

Other Jurisdictions

For operations in Libya, all government interests, except for income taxes, are presented as royalties and are determined pursuant to EPSAs. The amounts calculated reflect the difference between Suncor’s working interest and the net revenue attributable to Suncor.

Land Tenure

In Canada, crude oil and natural gas are predominantly owned by the respective provincial governments, which grant rights to explore for and produce oil and natural gas pursuant to leases, licences and permits for varying terms, and on conditions set forth in provincial legislation, including requirements to perform specific work or make payments.

Environmental Regulations

The company is subject to environmental regulations under a variety of Canadian, U.S. and other foreign, federal, provincial, territorial, state and municipal laws and regulations. Governments continue to revise and add new environmental regulations. It is not possible to accurately predict the nature of any future legislative requirements, nor the impacts of those regulatory changes on the company.

Climate Change and GHG Emissions

Suncor operates in many jurisdictions that regulate, or have proposed to regulate, GHG emissions. As part of its ongoing business planning, Suncor estimates future costs associated with GHG emissions in its operations and in the evaluation of future projects. These estimates use the company’s outlook for the carbon price under current and pending GHG regulations, and under various plausible scenarios, to test the company’s business strategy against a range of policy designs.

Environmental regulations and initiatives related to climate change and GHG emissions are described below.

Canadian Federal GHG and Fuel Regulations

The Canadian Net-Zero Emissions Accountability Act legislates Canada’s commitment to achieve net-zero greenhouse gas emissions by 2050 and requires the federal government to set national GHG emission reduction targets on a rolling five-year basis, ten years in advance, necessary to achieve net-zero emissions by 2050. Pursuant to the Paris Agreement, as part of the 2030 Emissions Reduction Plan, the Government of Canada set a goal to reduce GHG emissions economy-wide by 40% to 45% below 2005 levels by 2030. In February 2025, Canada submitted an additional national GHG emission reduction target of 45% to 50% below 2005 levels by 2035 as its Nationally Determined Contribution to the United Nations.

The Clean Fuel Regulations (CFR) became effective July 1, 2023, and require reductions in the carbon intensity of gasoline and diesel fuels supplied into Canada. Credits for the CFR are generated by blending fuels from renewable feedstocks, reducing GHGs at fossil fuel facilities, and for facilitating fuel switching in transportation. Targeted amendments to the CFR are planned in 2026 that could potentially implement a minimum content requirement or credit multiplier for domestically produced low carbon intensity fuel.


Annual Information Form 2025Suncor Energy Inc. 31

Industry Conditions

The federal Clean Electricity Regulations (CER) were finalized in December 2024 and are designed to further reduce GHG emissions associated with electricity generation across Canada. Suncor has cogeneration assets in Alberta that generate power and can export excess power to the provincial grid. While the CER generally impacts individual provincial grids, the Alberta government signed a memorandum of understanding with the federal government in November 2025 to suspend the CER in the province pending a new carbon pricing agreement expected in 2026.

Canada’s automotive sector is adapting to global trade shifts, leading the federal government to repeal the Zero Emission Vehicle sales mandate and implement a more stringent, but flexible vehicle emissions standards. For the fuel industry, this shift is expected to moderate the pace of decline in liquid fuel demand.

Under Development

In addition to existing federal GHG and fuel regulations, the federal government is developing the following climate-related regulations.

In November 2024, the federal government released a draft regulation for the oil and gas sector GHG emissions cap that proposes to limit emissions through a cap-and-trade system. The proposed emissions cap stringency was 27% below 2026 emissions for the sector. In 2025, as part of the memorandum of understanding between the federal and Alberta governments, the federal government conditionally committed to not implement the emissions cap.

To incentivize investment in decarbonization, the federal government finalized details of an investment tax credit (ITC) for capital invested in carbon capture, utilization and storage (CCUS) in June 2024. The ITC would apply to CCUS projects that permanently store captured CO2, which includes dedicated geological storage in Alberta, Saskatchewan, and British Columbia. The 2025 federal budget reaffirmed this ITC and extended the full crediting period by five years, such that from 2022 to 2035, a 50% ITC for investment in equipment to capture CO2 is proposed for CCUS projects, and a 37.5% ITC for CCUS transportation and storage equipment, with both rates being halved from 2036-2040. The incentive is to encourage the investment of capital in the development and operation of carbon capture, transportation, utilization and storage capacity in Canada.

Provincial GHG and Fuel Regulations

The federal government requires all provinces and territories to have a carbon price, which was $95 per tonne of CO2e in 2025 and is legislated under the Greenhouse Gas Pollution Pricing Act to increase by $15 per tonne of CO2e annually, rising to $170 per tonne of CO2e in 2030. However, provinces and territories have the ability to customize their carbon pricing systems to maintain competitiveness and federal equivalency. In the Canada-Alberta MOU both governments committed to working together to design globally competitive industrial pricing through Alberta’s TIER system. The TIER system will ramp up to a minimum effective credit price of $130/tonne.

In 2025, B.C. and Ontario introduced new domestic biofuel blending mandates. Additionally, ZEV (zero-emission vehicle) sales mandates are being scaled back in Quebec and B.C. that have eased the 2035 sales ban on combustion vehicles, and the federal government has postponed its ZEV sales mandate start date, originally slated to start in 2026.

Alberta

The Technology Innovation and Emissions Reduction Regulation (TIER) is Alberta’s carbon pricing framework for large industrial emitters and applies to Suncor’s industrial assets in the province. Facilities that outperform their reduction targets generate emission performance credits, while those that don’t meet the target, can meet compliance obligations by: (i) using banked or purchased performance credits; (ii) using Alberta-based emission offset credits from qualified GHG reduction projects; and/or (iii) contributing to the TIER fund at the federally regulated ceiling price ($95 per tonne CO₂e in 2025).

The Alberta government has proposed a new Direct Investment mechanism, which could take effect in 2026, allowing TIER-regulated facilities to generate credits from direct investments in GHG reduction technologies to offset compliance obligations. Suncor’s cogeneration facilities further reduce compliance costs, as they produce electricity at a lower GHG intensity than the TIER electricity benchmark.

TIER is structured to maintain equivalency with federal standards. The current annual reduction tightening rate is 2% through 2030, with an additional 2% increase for oil sands facilities in 2029 and 2030. In 2025, a memorandum of understanding between the federal and Alberta governments established a commitment to raise the carbon price to at least $130 per tonne CO₂e. A detailed schedule for future price increases and target tightening is expected in a forthcoming 2026 agreement.

In April 2024, Alberta also launched the Alberta Carbon Capture Incentive Program (ACCIP) to support CCUS development, offering a 12% grant on eligible capital costs for CCUS projects retroactive to January 1, 2022.

British Columbia

CleanBC’s Roadmap to 2030 establishes a series of actions to enable the province to achieve its 2030 emissions reduction target and eventually its net-zero target by 2050. The actions include: a commitment to increase the price on carbon to meet or exceed the federal benchmark; increased clean fuel and energy-efficiency requirements; a reduction of methane emissions from oil and gas by 75% by 2030 and the elimination of all industrial methane emissions by 2035; requirements for new large industrial facilities; and support for innovation in areas like low-carbon hydrogen and negative emissions technology.

Subsequently, British Columbia has updated its low carbon fuel standard to progressively raise the carbon intensity reduction target for gasoline and diesel from 20% to 30% by 2030. Additionally, a new carbon intensity reduction target of 10% by 2030 for jet fuel has been introduced.

Newfoundland and Labrador

Newfoundland and Labrador’s carbon pricing program is a hybrid system comprised of performance standards for large industrial facilities with special provisions for offshore petroleum facilities which must reduce emissions by an equivalent percentage in absolute terms. The regulatory framework is legislated under the Management of Greenhouse Gas Act and associated regulations, which apply to Terra Nova, Hibernia, White Rose and Hebron.

Ontario

Ontario’s Greenhouse Gas Emissions Performance Standards (EPS) applies to Suncor’s Sarnia refinery and St.Clair ethanol plant. The EPS


32 Annual Information Form 2025Suncor Energy Inc.

requires facilities to pay the carbon price per tonne of CO2e of excess emissions units based on the federal carbon price. In addition, there is also a mechanism to reinvest compliance funds into GHG reduction projects at the regulated facility.

The Cleaner Transportation Fuels Regulation requires fuel suppliers to blend an increasing amount of renewable content in gasoline, to support the provincial government’s goal of reducing GHG emissions by 30% below 2005 levels by 2030.

Quebec

Quebec’s cap-and-trade system for GHG emissions applies to the Montreal refinery, the Montreal Sulphur Plant, and to distributed fuels. Emitters are required to either reduce their emissions or purchase eligible emissions allowances to cover their emissions beyond their allocated emission allowance. The GHG cap and maximum emission allowances are established by the province. Distributed fuels do not receive allocation and must cover 100% of their emissions with the emissions allowance.

The Regulation Respecting the Integration of Low-Carbon-Intensity Fuel Content into Gasoline and Diesel Fuel requires the integration of lower-carbon-intensity fuel content of 10% volume in gasoline and 3% in diesel in 2024, increasing to 15% in gasoline and 10% in diesel by 2030.

U.S. GHG Regulations

The U.S. Environmental Protection Agency (EPA) established a rule mandating that all large facilities report their GHG emissions, which is applicable to Suncor’s Commerce City Refinery. In 2025, EPA proposed to effectively end the Greenhouse Gas Reporting Program. If adopted, the proposed changes would take affect 60 days after publication in the Federal Register.

The State of Colorado passed a suite of energy and climate-change-related legislation that includes setting statewide targets to reduce GHG emissions and the transition of the electricity system to become renewable. The legislation requires several supporting regulations which have been enacted, including Colorado Regulation 27.

Regulation 27 requires the Commerce City Refinery to reduce absolute facility emissions by 1.5% between 2024-2029 and 14% from 2030 and beyond compared to its facility GHG baseline emissions, and to reduce onsite emissions through a GHG Reduction Plan.

Land Use and Natural Resources Management Frameworks

Canadian Land Use and Natural Resources Management

Alberta Land Use and Water Management Regulatory Frameworks

The Lower Athabasca Regional Plan (LARP) addresses land use management in the Lower Athabasca region, which includes the area in which Suncor’s Oil Sands business is located. The management frameworks established under LARP to date include Surface Water Quality and Quantity, Groundwater, Air and Tailings. The regulatory frameworks and guidance required to enable the safe release of treated mine water are under development with both the provincial and federal governments and are needed to support Suncor’s reclamation and closure plans.

Air Quality Regulations

Suncor is also subject to air quality policies and regulations that often require updating or replacing equipment, as well as additional monitoring and reporting requirements. Air quality regulations impacting Suncor’s Canadian operations include federal Base-level Industrial Emissions Requirements and Multi-Sector Air Pollutants Regulations, Canadian Ambient Air Quality Standards, Methane Regulations, and Volatile Organic Compound Regulations. In addition to federal regulations, our sites are also subject to provincial and municipal regulations.

U.S. Land Use and Natural Resources Management

Water Management Regulations

The Colorado Department of Public Health and Environment (CDPHE) issued a renewed water permit for Suncor’s Commerce City Refinery effective May 1, 2024, which contains new and more stringent requirements pertaining to discharge water from refineries (process water and stormwater).

While Suncor supports portions of the new permit, Suncor filed two separate legal challenges to aspects of the new permit challenging 11 categories of new permit conditions, one through an administrative appeal and a second in Colorado state court. In 2025, Suncor entered into settlement agreements with CDPHE that set a pathway to resolve the challenged permit conditions.

Air Quality Regulations

Suncor’s U.S., operations are subject to stringent air quality regulations including the Federal Title V Air Operating Permit, the National Ambient Air Quality Standards, the EPA Regional Haze Rule, National Emissions Standards for Hazardous Air Pollutants, and state level air toxics regulations.

Reclamation

The Government of Alberta’s Mine Financial Security Program (MFSP) ensures the environmental liability associated with the suspension, abandonment, remediation and surface reclamation of oil sands mines and plant sites are resolved by the approval holder. The MFSP requires a base amount of security for each project. Additional security may be required under other MFSP conditions, such as failure to meet reclamation plans, falling below a specified asset to liability ratio, or when the estimated remaining production life of the mine reaches certain milestones. Suncor has complied with these requirements. Results of a review of MFSP by the Government of Alberta in fall 2024 revised certain MFSP industry reporting requirements and clarified criteria for inclusion of probable reserves as well as heat-integrated in situ and mine extension reserves. The revisions applied starting with the MFSP filings in 2025.

Under the Tailings Management Framework (TMF), tailings management plans (TMP) have been approved by the Alberta Energy Regulator (AER) for Suncor’s mines. Updated Suncor Base Plant and Fort Hills TMPs were approved in 2023 and 2024, respectively. Updates to the Syncrude Aurora North and Mildred Lake TMPs were submitted to the AER in 2023, with further updates submitted in 2024, and approvals received in 2025. The AER-regulated TMPs include updated tailings quantities, water quantity and quality, pit lakes and closure landscapes.


Annual Information Form 2025Suncor Energy Inc. 33

Industry Conditions Risk Factors

A discussion of Suncor’s risk factors can be found in the “Risk Factors” section in Suncor’s annual 2025 MD&A, which section is incorporated by reference herein and available on the Company’s SEDAR+ profile at www.sedarplus.ca.

Dividends

The Board of Directors has established a practice of paying dividends on Suncor’s common shares on a quarterly basis. Suncor reviews its ability to pay dividends from time to time with regard to legislative requirements, the company’s financial position, financing requirements for growth, cash flow and other factors. Dividends are paid subject to applicable law, if, as and when declared by the Board.

Suncor paid the following common share dividends over the last three years ended December 31:


($ per share)		Year	Q4	Q3	Q2	Q1
2025	****	2.31	0.60	0.57	0.57	0.57
2024		2.22	0.57	0.55	0.55	0.55
2023	****	2.11	0.55	0.52	0.52	0.52


34 Annual Information Form 2025Suncor Energy Inc.

Description of Capital Structure

The company’s authorized share capital is comprised of an unlimited number of common shares, an unlimited number of preferred shares issuable in series designated as senior preferred shares, and an unlimited number of preferred shares issuable in series designated as junior preferred shares.

The holders of common shares are entitled to attend all meetings of shareholders and vote at any such meeting on the basis of one vote for each common share held. Common shareholders are entitled to receive any dividend declared by the Board on the common shares and to participate in a distribution of the company’s assets among its shareholders for the purpose of winding up its affairs. The holders of the common shares shall be entitled to share, on a pro rata basis, in all distributions of such assets.

The company has no preferred shares outstanding.

Petro-Canada Public Participation Act

The Petro-Canada Public Participation Act (the PCPPA) requires that the Articles of Suncor include certain restrictions on the ownership and voting of voting shares of the company. Pursuant to the PCPPA, no person, together with associates of that person, may subscribe for, have transferred to that person, hold, beneficially own or control otherwise than by way of security only, or vote in the aggregate, voting shares of Suncor to which are attached more than 20% of the votes attached to all outstanding voting shares of Suncor. Additional restrictions include provisions for suspension of voting rights, forfeiture of dividends, prohibitions against share transfer, compulsory sale of shares, and redemption and suspension of other shareholder rights. The Board may at any time require holders of, or subscribers for, voting shares, and certain other persons, to furnish statutory declarations as to ownership of voting shares and certain other matters relevant to the enforcement of the restrictions. Suncor is prohibited from accepting any subscription for, and issuing or registering a transfer of, any voting shares if a contravention of the individual ownership restrictions results.

Suncor’s Articles, as required by the PCPPA, also include provisions requiring Suncor to maintain its head office in Calgary, Alberta; prohibiting Suncor from selling, transferring or otherwise disposing of all or substantially all of its assets in one transaction, or several related transactions, to any one person or group of associated persons, or to non-residents, other than by way of security only in connection with the financing of Suncor; and requiring Suncor to ensure (and to adopt, from time to time, policies describing the manner in which Suncor will fulfil the requirement to ensure) that any member of the public can, in either official language of Canada (English or French), communicate with and obtain available services from Suncor’s head office and any other facilities where Suncor determines there is significant demand for communication with, and services from, that facility in that language.

Credit Ratings

The following information regarding the company’s credit ratings is provided as it relates to the company’s cost of funds and liquidity. In particular, the company’s ability to access unsecured funding markets and to engage in certain collateralized business activities on a cost-effective basis is primarily dependent upon maintaining competitive credit ratings. A lowering of the company’s credit rating may also have potentially adverse consequences for the company’s funding capacity for growth projects or access to capital markets; may affect the company’s ability, and the cost, to enter into normal course derivative or hedging transactions; and may require the company to post additional collateral under certain contracts.

The following table shows the ratings issued for Suncor by the rating agencies noted herein. The credit ratings are not recommendations to purchase, hold or sell the debt securities in as much as such ratings do not comment as to the market price or suitability for a particular investor. Any rating may not remain in effect for any given period of time or may be revised or withdrawn entirely at any time by a rating agency in the future if, in its judgment, circumstances so warrant.


				Canadian	U.S.
				Commercial	Commercial
		Senior		Paper	Paper
		Unsecured	Outlook	Program	Program
Morningstar DBRS (DBRS)		A (low)	Stable	R-1 (low)	Not rated
Moody's Investors Service (Moody's)		Baa1	Stable	Not rated	P-2
Fitch Ratings (Fitch)		BBB+	Stable	Not rated	F-1

DBRS credit ratings on long-term debt are on a rating scale that ranges from AAA to D, representing the range of such securities rated from highest to lowest. A rating of A by DBRS is the third highest of 10 categories and is assigned to debt securities considered to be of good credit quality, with the capacity for the payment of financial obligations being substantial, but of a lesser credit quality than an AA rating. Entities in the A category may be vulnerable to future events, but qualifying negative factors are considered manageable. All rating categories other than AAA and D also contain designations for (high) and (low). The assignment of a (high) or (low) designation within a rating category indicates relative standing within that category. The absence of either a (high) or (low) designation indicates the rating is in the middle of the category. Rating trends provide guidance in respect of DBRS’s opinion regarding the outlook for the rating in question, with rating trends falling into one of three categories: “Positive”, “Stable” or “Negative”. The rating trend indicates the direction in which DBRS considers the rating is headed should present circumstances continue, or in some cases, unless challenges are addressed. DBRS’s credit ratings on commercial paper are on a short-term debt rating scale that ranges from R1 (high) to D, representing the range of such securities rated from highest to lowest quality. A rating of R-1 (low) by DBRS is the third highest of 10 categories and is assigned to debt securities considered to be of good credit quality. The capacity for the payment of short-term financial obligations as they fall due is substantial, with overall strength not as favourable as higher rating categories. Entities in this category may be vulnerable to future events, but qualifying negative factors are considered manageable. The R-1 and R-2 commercial paper categories are denoted by (high), (middle) and (low) designations.

Moody’s credit ratings on long-term debt are on a rating scale that ranges from Aaa to C, which represents the range from highest to lowest quality of such securities rated. A rating of Baa by Moody’s is the fourth highest of nine categories. Obligations rated Baa are judged to be


Annual Information Form 2025Suncor Energy Inc. 35

Audit Committee Mandate medium grade and subject to moderate credit risk and, as such, may possess certain speculative characteristics. For rating categories Aa through Caa, Moody’s appends the numerical modifiers 1, 2 or 3 to each generic rating classification. The modifier 1 indicates that the obligation ranks in the higher end of its generic rating category; the modifier 2 indicates a midrange ranking; and the modifier 3 indicates a ranking in the lower end of that generic rating category. A Moody’s rating outlook is an opinion regarding the likely rating direction over the medium term. Rating outlooks fall into four categories: “Positive”, “Negative”, “Stable” and “Developing”. A Stable outlook indicates a low likelihood of a rating change over the medium term. A rating of P-2 by Moody’s for commercial paper is the second highest of four rating categories and indicates a strong ability to repay short-term debt obligations.

Fitch’s long-term credit ratings are on a rating scale that ranges from AAA to BBB (investment grade) and BB to D (speculative grade), which represents the range from highest to lowest quality of such securities rated. The terms “investment grade” and “speculative grade” are market conventions and do not imply any recommendation or endorsement of a specific security for investment purposes. A rating of BBB+ is within the fourth highest of 11 categories and indicates that expectations of default risk are currently low. The capacity for payment of financial commitments is considered adequate, but adverse business or economic conditions are more likely to impair this capacity. The modifiers “+” or ”-” may be appended to a rating to denote relative status within major rating categories. A Fitch rating outlook indicates the direction a rating is likely to move over a one- to two-year period, with rating outlooks falling into four categories: “Positive”, “Negative”, “Stable” or “Evolving”. Rating outlooks reflect financial or other trends that have not yet reached, or have not been sustained at, a level that would trigger a rating action, but which may do so if such trends continue. Positive or Negative outlooks do not imply that a rating change is inevitable and similarly, ratings with Stable outlooks can be raised or lowered without prior revision of the outlook. Where the fundamental trend has strong, conflicting elements of both positive and negative, the rating outlook may be described as Evolving. A Stable Rating outlook indicates a low likelihood of rating change over a one to two-year period. A short-term issuer or obligation rating is based in all cases on the short-term vulnerability to default of the rated entity and relates to the capacity to meet financial obligations in accordance with the documentation governing the relevant obligation. A rating of F-1 for commercial paper is the highest of seven rating categories for short-term debt issuers. Issuers rated F-1 have the strongest capacity for timely payment of financial commitments relative to other issuers or obligations in the same country. Where a liquidity profile is particularly strong, a “+” is added to the assigned rating.

Suncor has paid each of DBRS, Moody’s and Fitch their customary fees in connection with the provision of the above ratings. Suncor has not made any payments to DBRS, Moody’s or Fitch in the past two years for services unrelated to the provision of such ratings.


36 Annual Information Form 2025Suncor Energy Inc.

Market for Securities

Suncor’s common shares are listed on the TSX and the NYSE. The price ranges and the volumes traded on the TSX in 2025 are as follows:


		Price Range (Cdn)		Trading Volume
Month		High	Low	(000s)
January		58.58	51.60	108 000
February		58.31	52.70	179 143
March		56.27	48.62	234 060
April		56.08	43.59	119 346
May		51.04	46.34	189 013
June		56.33	49.16	264 950
July		55.22	51.34	81 488
August		57.48	52.95	149 557
September		60.48	54.71	197 812
October		58.48	53.02	101 166
November		64.14	54.55	141 617
December		63.41	57.95	197 964

All values are in US Dollars.

For information in respect of options to purchase common shares of Suncor and common shares issued upon the exercise of options, see note 25 to the 2025 audited Consolidated Financial Statements, which is incorporated by reference into this AIF and available on SEDAR+ at www.sedarplus.ca.


Annual Information Form 2025Suncor Energy Inc. 37

Audit Committee Mandate d irectors and e xecutive o fficers

Directors

The following individuals are directors of Suncor. The term of each director is from the date of the meeting at which he or she is elected or appointed until the next annual meeting of shareholders or until a successor is elected or appointed.

Name and Jurisdiction of<br>Residence	Period Served and<br>Independence	Biography

Ian R. Ashby^(1)(4)^<br><br>Queensland, Australia	Director since 2022<br><br>Independent	Ian Ashby is the former President of BHP Billiton’s iron ore customer sector group. Mr. Ashby has almost 40 years of experience in the mining industry, including 25 years in a wide variety of roles with BHP Billiton in its iron ore, base metals and gold businesses in Australia, the USA, and Chile, as well as project roles in the corporate office, ultimately leading the company’s iron ore business. Since retiring from BHP Billiton in 2012, Mr. Ashby has taken on a number of advisory and board roles with other mining and related organizations. He currently serves as an independent director on the board of Anglo American plc. He has served as a director on the boards of IAMGOLD Corporation, New World Resources PLC, Genco Shipping & Trading, Nevsun Resources Ltd., and Alderon Iron Ore Corp. He has also served in an advisory capacity with Apollo Global Management and Temasek. Mr. Ashby holds a bachelor of engineering (Mining) degree from the University of Melbourne in Australia.
Patricia M. Bedient^(2)(3)(5)^<br><br>Washington, U.S.	Director since 2016<br><br>Independent	Patricia Bedient retired as Executive Vice President of Weyerhaeuser Company (Weyerhaeuser), one of the world’s largest integrated forest products companies, effective July 1, 2016. From 2007 until February 2016, she also served as Weyerhaeuser’s Chief Financial Officer. Prior to this, she held a variety of leadership roles in finance and strategic planning at Weyerhaeuser after joining the company in 2003. Before joining Weyerhaeuser, she spent 27 years with Arthur Andersen LLP and ultimately served as the Managing Partner for its Seattle office and partner in charge of the firm’s forest products practice. Ms. Bedient serves on the board of directors of Alaska Air Group, Inc. and Park Hotels and Resorts Inc. and also serves on the Oregon State University Foundation board of trustees, the Overlake Medical Center board of directors and the University of Washington Foster School of Business advisory board. She achieved national recognition in 2012 when The Wall Street Journal named her one of the Top 25 CFOs in the United States. She is a member of the American Institute of CPAs and the Washington Society of CPAs. She holds a certificate in Cyber Risk Oversight from the National Association of Corporate Directors. Ms. Bedient received her bachelor’s degree in business administration, with concentrations in finance and accounting, from Oregon State University.
Russell Girling<br><br>Alberta, Canada	Director since 2021<br><br>Independent	Russell (Russ) K. Girling was the President and Chief Executive Officer of TransCanada Pipelines Limited and TC Energy Corporation (TC Energy), a North American energy infrastructure company, from 2010 until his retirement on December 31, 2020. Mr. Girling joined TC Energy in 1994 and held progressively senior roles during his 26 years with the company, including seven years as Chief Financial Officer. Prior to joining TC Energy in 1994, he worked at Suncor, Northridge Energy Marketing and Dome Petroleum. Mr. Girling is a director and Chair of the board of Nutrien Ltd. Until December 31, 2020, Mr. Girling was a member of the U.S. National Petroleum Council, the U.S. Business Roundtable, and served as a director of the American Petroleum Institute, the Business Council of Canada and the Business Council of Alberta. Mr. Girling is a graduate of the Institute of Corporate Directors Education Program and holds a Bachelor of Commerce and a Master of Business Administration (Finance) from the University of Calgary.

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38 Annual Information Form 2025Suncor Energy Inc.

	Name and Jurisdiction of<br>Residence	Period Served and<br>Independence

Jean Paul Gladu^(3)(4)^<br><br>Ontario, Canada	Director since 2020<br><br>Independent	Jean Paul (JP) Gladu is currently Principal of Mokwateh an Indigenous consulting firm, and previously served as the President and CEO of the Canadian Council for Aboriginal Business for approximately eight years. Mr. Gladu also serves as the Chief Business Development Officer of Mekapisk EnviroBlu, an Indigenous-owned company. Mr. Gladu has 35 years of experience in the natural resource sector including working with Indigenous communities and organizations, environmental non-government organizations, industry and governments from across Canada and the globe. He currently serves on the board of Superior Plus Corp. He also sits on Domtar’s Sustainability Committee and BHP’s Forum for Corporate Responsibility. He previously served on the boards of Broden Mining, First Nations Major Projects Coalition Advisory Centre, the Institute for Corporate Directors, Ontario Power Generation and Noront Resources, and is the past Chair of the Mikisew Group of Companies. JP is a senior fellow with the Macdonald-Laurier Institute and served as Chancellor of St. Paul’s University College at the University of Waterloo. His leadership has been recognized by the Public Policy Forum as a 2024 Honouree and through the 2024 Premier’s Award for outstanding Ontario college graduates in business. He is a member of the Indigenous Advisory Council for the new Major Projects Office. He has completed a forestry technician diploma from Sault College, obtained an undergraduate degree in forestry from Northern Arizona University, holds an Executive MBA from Queen’s University, holds the ICD.D designation from the Institute of Corporate Directors, and was awarded an honorary doctor of laws degree from Carleton University in 2024 and an honorary doctor of commerce from Lakehead University in 2025.
Jennifer Kneale^(1)(2)^	Director Since 2026<br><br>Independent	Jennifer Kneale is President of Targa Resources Corp., a leading provider of midstream services and one of the largest independent infrastructure companies in North America. Ms. Kneale has extensive experience in the financial services industry. Prior to being appointed President, Ms. Kneale advanced through various roles and eventually served as Chief Financial Officer and President, Finance and Administration. Prior to Targa Resources, Ms. Kneale was a Director at TPH Partners, a middle-market energy private equity fund and prior to that, worked in other private equity, asset management and investment banking roles in the financial services industry. Ms. Kneale served on the Board of Directors of Energy Harbor, a privately owned nuclear generation fleet operator and energy retailer prior to its acquisition by Vistra Corp. Ms. Kneale holds a Bachelor of Arts in Economics, Managerial Studies and Policy Studies from Rice University and currently sits on the Rice University Board of Trustees.
Richard M. Kruger<br><br>Alberta, Canada	Director since 2023<br><br>Non-Independent, Management	Richard M. Kruger is President and Chief Executive Officer of Suncor. Mr. Kruger has over 40 years of experience in the energy industry including extensive experience in the Canadian oil sands. Mr. Kruger was Chairman, President and Chief Executive Officer of Imperial Oil Limited from 2013 until his retirement in December 2019. Mr. Kruger worked for Exxon Mobil Corporation and its predecessor companies since 1981 in various upstream and downstream assignments with responsibilities in Canada, the United States, the former Soviet Union, the Middle East, Africa, and Southeast Asia. Mr. Kruger was Vice President of Exxon Mobil Corporation and president of ExxonMobil Production Company, a division of Exxon Mobil Corporation, with responsibility for ExxonMobil’s global oil and gas producing operations. He holds a mechanical engineering degree from the University of Minnesota and an MBA from the University of Houston.
Brian MacDonald^(3)(4)^<br><br>Florida, U.S.	Director since 2018<br><br>Independent	Brian MacDonald is President and Chief Executive Officer, and is a director of CDK Global, Inc., a leading global provider of integrated information technology and digital marketing solutions to the automotive retail and adjacent industries. Prior to joining CDK Global, Inc., Mr. MacDonald served as Chief Executive Officer and President of Hertz Equipment Rental Corporation and served as Interim Chief Executive Officer of Hertz Corporation. Mr. MacDonald previously served as President and Chief Executive Officer of ETP Holdco Corporation, an entity formed following Energy Transfer Partners’ acquisition of Sunoco Inc., where Mr. MacDonald had served as Chairman, President and Chief Executive Officer. He was the Chief Financial Officer at Sunoco Inc. and held senior financial roles at Dell Inc. Prior to Dell Inc., Mr. MacDonald spent more than 13 years in several financial management roles at General Motors Corporation in North America, Asia and Europe. He previously served on the board of directors for Computer Sciences Corporation (now DXC Technology Company), Ally Financial Inc., Sunoco Inc., and Sunoco Logistics L.P. Mr. MacDonald holds an MBA from McGill University and a bachelor of science from Mount Allison University.

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Annual Information Form 2025Suncor Energy Inc. 39

Audit Committee Mandate	Name and Jurisdiction of<br>Residence	Period Served and<br>Independence

Lorraine Mitchelmore^(1)(2)^<br><br>Alberta, Canada	Director since 2019<br><br>Independent	Lorraine Mitchelmore has over 30 years’ international oil and gas industry experience. She most recently served as President and Chief Executive Officer for Enlighten Innovations Inc., a fuel upgrading technology company. Prior to Enlighten Innovations Inc., she held progressively senior roles at Royal Dutch Shell. Ms. Mitchelmore joined Shell in 2002, becoming President and Country Chair of Shell Canada Limited in 2009, in addition to her role as Executive Vice President of Heavy Oil Americas. Prior to joining Shell, she worked with Petro-Canada (now Suncor Energy Inc.), Chevron and BHP Petroleum in the upstream business units in a combination of technical, exploration & development, and commercial roles. Ms. Mitchelmore is a director of the Bank of Montreal, Cheniere Energy Inc., and has served on the boards of Alberta Investment Management Corporation, Shell Canada Limited, the Canada Advisory Board at Catalyst, Inc. and Trans Mountain Corporation. Ms. Mitchelmore holds a bachelor of science (Honours) in geophysics from Memorial University of Newfoundland, a master’s of science in geophysics from the University of Melbourne, Australia and an MBA with Distinction from Kingston Business School in London, England.
Jane Peverett^(2)(3)^<br><br>British Columbia, Canada	Director since 2023<br><br>Independent	Jane Peverett has over 25 years of experience in the energy sector, primarily in the utility space. In 2009, she retired as President and Chief Executive Officer of the British Columbia Transmission Corporation (BCTC), prior to that having served as BCTC’s Chief Financial Officer from 2003 to 2005. Before joining BCTC, Ms. Peverett held progressively more senior finance and regulatory affairs roles at Westcoast Energy Inc., until her appointment in 2001 as President and Chief Executive Officer of Union Gas Limited. A professional corporate director since 2009, Ms. Peverett has served on numerous corporate boards in the energy, banking, insurance, transportation, utility and media industries in Canada and the U.S. She currently serves on the boards of Canadian Pacific Kansas City Limited, Northwest Natural Holding Company and Capital Power Corporation. Ms. Peverett also serves as Chair of the CSA Group (formerly the Canadian Standards Association). Ms. Peverett holds a bachelor of commerce from McMaster University, a master of business administration from Queen’s University and is a Certified Management Accountant. She is a Fellow of the Society of Management Accountants and holds the ICD.D designation from the Institute of Corporate Directors.
Christopher R. Seasons^(1)(4)^<br><br>Alberta, Canada	Director since 2022<br><br>Independent	Christopher R. Seasons is a professional engineer with more than 30 years of domestic and international experience in the upstream oil and gas industry. Mr. Seasons is currently a partner at ARC Financial Corporation, an energy-focused private equity firm, and currently serves on the board of Longshore Resources Ltd. Mr. Seasons previously served on the Board of Petronas Energy Canada Ltd. From 2004 until his retirement in June 2014, he served as President of Devon Canada Corporation, a subsidiary of Oklahoma-based Devon Energy Corporation. Mr. Seasons has long been active in the Calgary community with several not-for-profit organizations including the Canadian Association of Petroleum Producers (former Chairman and head of numerous committees), the Alberta Children’s Hospital Foundation (past Chairman), and the United Way of Calgary and Area (past Co-Chair of the annual campaign and board member). Mr. Seasons graduated from Queen’s University with a bachelor of science degree in chemical engineering.
M. Jacqueline Sheppard^(3)(4)^<br><br>Alberta, Canada	Director since 2022<br><br>Independent	M. Jacqueline Sheppard has held numerous roles as an executive in the energy industry and as a director of public, private and crown corporations. Ms. Sheppard is the former Executive Vice President, Corporate & Legal, of Talisman Energy Inc. where she was responsible for legal affairs, business development, major projects, corporate communications, investor relations, corporate responsibility and government affairs. Ms. Sheppard serves on the board of ARC Resources Ltd., and previously served as Chair on the board of Emera Inc. for more than 10 years. Ms. Sheppard was also a founder and lead director of Black Swan Energy Inc., an Alberta upstream energy company that was private-equity financed and sold to Tourmaline Oil Corp., and a former director of Alberta Investment Management Corporation, Pacific Northwest LNG Ltd., Seven Generations Energy Ltd. and Cairn Energy PLC. Ms. Sheppard was named one of Canada’s Most Powerful Women: Top 100 by the Women’s Executive Network and the National Post from 2002 - 2007. In honour of her exceptional merit and integrity in the legal profession, she was appointed the King’s Counsel designation in 2008. Ms. Sheppard is a Fellow of the Institute of Corporate Directors, Canada’s preeminent distinction for directors. Ms. Sheppard holds a bachelor of arts degree from Memorial University of Newfoundland, and she became a Rhodes Scholar receiving an honours jurisprudence, bachelor of arts and master of arts from Oxford University. She earned her bachelor of laws (Honours) from McGill University and holds an honorary doctor of laws degree from Memorial University of Newfoundland.

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40 Annual Information Form 2025Suncor Energy Inc.

(1)	Environment, Health, Safety and Sustainable Development Committee
(2)	Audit Committee
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(3)	Governance Committee
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(4)	Human Resources and Compensation Committee
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(5)	Ms. Bedient will retire at the conclusion of Suncor’s 2026 annual meeting of shareholders
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Annual Information Form 2025Suncor Energy Inc. 41

Audit Committee Mandate Executive Officers

The following individuals are the executive officers of Suncor:

<br><br><br><br>
Name and Jurisdiction<br><br>of Residence	Office	Principal Occupation During Past 5 Years
Richard M. Kruger<br><br>Alberta, Canada	President and Chief Executive Officer	Appointed CEO of Suncor in April 2023. Prior thereto, in retirement from December 2020 to April 2023.
Troy Little<br><br>Alberta, Canada	Chief Financial Officer	Appointed CFO of Suncor in November 2025. Prior thereto, Senior Vice President, External Affairs from October 2024 to October 2025, VP, Investor Relations from September 2022 to October 2024, and Advisor to a private trust from December 2020 to July 2022.
Adam Albeldawi<br><br>Alberta, Canada	Chief Human Resources<br><br>Officer and Senior Vice President, External Affairs	Appointed SVP, External Affairs in November 2025 and appointed CHRO of Suncor in October 2024. Prior thereto, VP In Situ from November 2021 to October 2024 and GM Value Chain Transformation from December 2020 to November 2021.
Kent Ferguson,<br><br>Alberta Canada	Senior Vice President,<br><br>Strategy, Sustainability &<br><br>Corporate Development	Appointed SVP, Strategy, Sustainability & Corporate Development of Suncor in January 2024. Prior thereto, Managing Director and Co-Head of Global Energy at RBC Dominion Securities Inc. from December 2020 to January 2024.
Jacqueline Moore<br><br>Alberta, Canada	General Counsel &<br><br>Corporate Secretary	Appointed General Counsel & Corporate Secretary in February 2023. Prior thereto, VP Legal Operations from September 2022 to January 2023, VP External Relations, from July 2021 to September 2022 and VP Government Relations, from December 2020 to July 2021.
Dave Oldreive<br><br>Alberta, Canada	Executive Vice President, Downstream	Appointed EVP, Downstream in June 2023. Prior thereto, Refinery Manager for ExxonMobil Corporation from February 2021 to June 2023, and Refinery Manager for Imperial Oil Limited from December 2020 to January 2021.
Shelley Powell<br><br>Alberta, Canada	Senior Vice President, Operational Improvement & Support Services	Appointed SVP, Operational Improvement & Support Services in August 2023. Prior thereto, SVP, In Situ & E&P from September 2021 to August 2023 and SVP Oil Sands Base Plant from December 2020 to August 2021.
Peter Zebedee<br><br>Alberta, Canada	Executive Vice President,<br><br>Oil Sands	Appointed EVP, Oil Sands in August 2023. Prior thereto EVP, Mining & Upgrading from April 2022 to August 2023, and CEO of LNG Canada from December 2020 to March 2022.

As at February 24, 2026, the directors and executive officers of Suncor as a group beneficially owned, or controlled or directed, directly or indirectly, 268,801 common shares of Suncor, which represents 0.02% of the outstanding common shares of Suncor. Inclusive of deferred share units, the total share ownership of Suncor’s directors and executive officers as at February 24, 2026, is 862,197 common shares and units of Suncor (for the purpose of share ownership targets, deferred share units are included).

Bankruptcies

As at the date hereof, no director or executive officer of Suncor, or any of their respective personal holding companies, nor any shareholder holding a sufficient number of securities to affect materially the control of Suncor:

(a)

is, or has been within the last 10 years, a director or executive officer of any company (including Suncor) that, while that person was acting in that capacity, or within a year of that person ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold its assets, other than Mr. Gladu, who was an officer of A2A Rail, which obtained creditor protection under Canadian insolvency legislation that was initiated on June 18, 2021. Mr. Gladu ceased to be an officer of A2A Rail on June 2, 2021; or

(b)

has, within the last 10 years, become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or become subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold the assets of the director, executive officer or shareholder.

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Conflicts of Interest

The directors and officers of Suncor may be directors or officers of entities that are in competition with or are customers or suppliers of Suncor or certain entities in which Suncor holds an equity investment. As such, these directors or officers may encounter conflicts of interest in the administration of their duties with respect to Suncor. Directors and officers of Suncor are required to disclose the existence of potential conflicts in accordance with Suncor's policies and in accordance with the CBCA.


42 Annual Information Form 2025Suncor Energy Inc.

Audit Committee Information

The Audit Committee Mandate is attached as Schedule “A” to this AIF.

Composition of the Audit Committee

The Audit Committee is comprised of Ms. Bedient (Chair), Ms. Kneale, Ms. Mitchelmore, and Ms. Peverett. All members are independent and financially literate. The education and experience of each member that has led to the determination of financial literacy is described in the Directors and Executive Officers section of this AIF.

For the purpose of making appointments to the company’s Audit Committee, and in addition to the independence requirements, all directors nominated to the Audit Committee must meet the test of financial literacy as determined in the judgment of the Board. Also, at least one director so nominated must meet the requirements of being an Audit Committee Financial Expert (as defined below) as determined in the judgment of the Board of Directors. The Audit Committee Financial Experts on the Audit Committee are Ms. Bedient, Ms. Kneale, and Ms. Peverett.

Audit Committee Financial Expert

An “Audit Committee Financial Expert” means a person who, in the judgment of the Board of Directors, has the following attributes:

(a)	an understanding of Canadian generally accepted accounting principles and financial statements;
(b)	the ability to assess the general application of such principles in connection with the accounting for estimates, accruals, and reserves;
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(c)	experience preparing, auditing, analyzing or evaluating financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of issues that can reasonably be expected to be raised by Suncor’s financial statements, or experience actively supervising one or more persons engaged in such activities;
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(d)	an understanding of internal controls and procedures for financial reporting; and
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(e)	an understanding of audit committee functions.
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A person shall have acquired the attributes referred to in items (a) through (e) inclusive above through:

(a)	education and experience as a principal financial officer, principal accounting officer, controller, public accountant or auditor, or experience in one or more positions that involve the performance of similar functions;
(b)	experience actively supervising a principal financial officer, principal accounting officer, controller, public accountant, auditor or person performing similar functions;
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(c)	experience overseeing or assessing the performance of companies or public accountants with respect to the preparation, auditing or evaluation of financial statements; or
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(d)	other relevant experience.
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Audit Committee Pre- Approval Policies for Non-Audit Services

Suncor’s Audit Committee has considered whether the provision of services other than audit services is compatible with maintaining the company’s auditors’ independence and has a policy governing the provision of these services. A copy of the company’s policy relating to Audit Committee approval of fees paid to the company’s auditors, in compliance with the Sarbanes-Oxley Act of 2002 and applicable Canadian securities laws, is attached as Schedule “B” to this AIF.

Fees Paid to Auditors

Fees paid or payable to the company’s auditors, KPMG LLP (Calgary, Canada), in 2025 and 2024 are as follows:


($ thousands)		2025		2024
Audit fees^(1)^		7 335		10 842
Audit-related fees		92		331
All other fees		433		570
Total		7 860		11 743

(1)	2024 Audit Fees include charges related to the 2023 audit and enterprise resource planning transition.

Audit fees were paid, or are payable, for professional services rendered by the auditors for the audit of Suncor’s annual financial statements, review of quarterly financial statements, or services provided in connection with statutory and regulatory filings or engagements. Audit-related fees were paid for professional services rendered by the auditors for the audits of employee benefit plans and certain special purpose audits not required by statute or regulation. All other fees primarily relate to advisory services around ESG, translation of documents into French and other miscellaneous services not reported as audit or audit-related. All services described beside the captions “audit fees”, “audit-related-fees” and “all other fees” were approved by the Audit Committee.


Annual Information Form 2025Suncor Energy Inc. 43

Audit Committee Mandate Legal Proceedings and Regulatory Actions

There are no legal proceedings in respect of which Suncor is or was a party, or in respect of which any of the company’s property is or was the subject during the year ended December 31, 2025, nor are there any such proceedings known by the company to be contemplated, that involve a claim for damages exceeding 10% of the company’s current assets. In addition, there have not been any (a) penalties or sanctions imposed against the company by a court relating to securities legislation or by a securities regulatory authority during the year ended December 31, 2025, (b) any other penalties or sanctions imposed by a court or regulatory body against the company that would likely be considered important to a reasonable investor in making an investment decision, or (c) settlement agreements entered into by the company before a court relating to securities legislation or with a securities regulatory authority during the year ended December 31, 2025.

i nterests of m anagement and o thers in m aterial t ransactions

No director or executive officer, or any associate or affiliate of these persons has, or has had, any material interest, direct or indirect, in any transaction or any proposed transaction that has materially affected, or is reasonably expected to materially affect, Suncor within the three most recently completed financial years or during the current financial year.

t ransfer a gent and r egistrar

The transfer agent and registrar for Suncor’s common shares is Computershare Trust Company of Canada at its principal offices in Calgary, Alberta; Montreal, Quebec; Toronto, Ontario; and Vancouver, British Columbia; and Computershare Trust Company N.A. in Canton, Massachusetts; Jersey City, New Jersey; and Louisville, Kentucky.

m aterial c ontracts

During the year ended December 31, 2025, Suncor did not enter into any contracts, nor are there any contracts still in effect, that are material to the company’s business, other than contracts entered into in the ordinary course of business, which are not required to be filed by Section 12.2 of National Instrument 51-102 – Continuous Disclosure Obligations.

i nterests of e xperts

Reserves contained in this AIF are based in part upon reports prepared by GLJ, Suncor’s independent qualified reserves evaluator. As at the date hereof, none of the partners, employees or consultants of GLJ as a group, through registered or beneficial interests, direct or indirect, held or are entitled to receive more than 1% of any class of Suncor’s outstanding securities, including the securities of the company’s associates and affiliates.

The company’s independent auditors are KPMG LLP, Chartered Professional Accountants (KPMG). KPMG has confirmed with respect to the company that they are independent within the meaning of the relevant rules and related interpretations prescribed by the relevant professional bodies in Canada and any applicable legislation or regulations and also that they are independent accountants with respect to the company under all relevant U.S. professional and regulatory standards.

d isclosure p ursuant to the r equirements of the nyse

As a Canadian issuer listed on the NYSE, Suncor is not required to comply with most of the NYSE’s governance rules and instead may comply with Canadian requirements. As a foreign private issuer, the company is only required to comply with four of the NYSE’s governance rules. These rules provide that (i) Suncor must have an audit committee that satisfies the requirements of Rule 10A-3 under the Exchange Act; (ii) the chief executive officer of Suncor must promptly notify the NYSE in writing after an executive officer becomes aware of any material non-compliance with the applicable NYSE rules; (iii) Suncor must provide a brief description of any significant differences between the company’s

corporate governance practices and those followed by U.S. companies listed under the NYSE; and (iv) Suncor must provide annual and, as required, written affirmations of compliance with applicable NYSE Corporate Governance Standards.

The company has disclosed in its 2026 management proxy circular, which is available on Suncor’s website at www.suncor.com, significant areas in which the company does not comply with the NYSE Corporate Governance Standards. In certain instances, it is not required to obtain shareholder approval for material amendments to equity compensation plans under TSX requirements, while the NYSE requires shareholder approval of all equity compensation plans. Suncor, while in compliance with the independence requirements of applicable securities laws in Canada (specifically National Instrument 52-110 – Audit Committees) and the U.S. (specifically Rule 10A-3 of the Exchange Act), has not adopted, and is not required to adopt, the director independence standards contained in Section 303A.02 of the NYSE’s Listed Company Manual, including with respect to its audit committee and compensation committee. The Board has not adopted, nor is it required to adopt, procedures to implement Section 303A.05(c)(iv) of the NYSE’s Listed Company Manual in respect of compensation committee advisor independence. Except as described herein, the company is in compliance with the NYSE Corporate Governance Standards in all other significant respects.

a dditional i nformation

Additional information, including directors’ and officers’ remuneration and indebtedness, principal holders of Suncor’s securities, and securities authorized for issuance under equity compensation plans, where applicable, is contained in the company’s most recent management proxy circular for the most recent annual meeting of shareholders that involved the election of directors. Additional financial information is provided in Suncor’s 2025 audited Consolidated Financial Statements and in the annual 2025 MD&A.

Further information about Suncor, filed with Canadian securities commissions and the U.S. Securities and Exchange Commission (SEC), including periodic quarterly and annual reports and the Form 40-F, is available online on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. In addition, Suncor’s Standards of Business Conduct Code is available online at www.suncor.com. Information contained in or otherwise accessible through the company’s website does not form part of this AIF, and is not incorporated into the AIF by reference.


44 Annual Information Form 2025Suncor Energy Inc.

Advisory – Forward-Looking Statements and Non-GAAP Financial Measures

This AIF contains certain forward-looking statements and forward-looking information (collectively, forward-looking statements) within the meaning of applicable Canadian and U.S. securities laws 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; 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 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”, “potential”, “future”, “opportunity”, “would”, “forecast” and similar expressions.

Forward-looking statements in this AIF include references to:

Suncor’s strategy, business plans and expectations about projects, the performance of assets, production volumes, and capital expenditures, including:

●	The expectation that the CDIP project will extend Upgrader 1’s life by 30 years and reduce future costs;
●	The expected benefits of the increased maintenance intervals, namely that they will result into lower costs, higher utilization rates, and more production between turnarounds;
---	---
●	That production from the West White Rose Project will commence in Q4 2026;
---	---
●	Expectations regarding the MLX-W and MLX-E programs, including that the MLX-E program will follow MLX-W development with spending starting in 2026, that the MLX-W program will sustain bitumen production levels at the Mildred Lake site after resource depletion at the Mildred North Mine and use existing mining and extraction facilities and that construction activities at MLX-E will continue through 2026;Expectations regarding Lease 934 development, including that Lease 934 will extend bitumen production at the Aurora North Mine;
---	---
●	The expectation that AHS will be deployed at Syncrude Mildred Lake in 2026 with Fort Hills to follow and will result in lower costs and improve productivity and safety performance;
---	---
●	The upgrading of bitumen production to SCO, including that approximately 100% of Firebag bitumen production is expected to be upgraded to SCO by 2037, and that approximately 44% of Fort Hills bitumen production is expected to be upgraded to SCO.
---	---
●	The estimated cost of Suncor’s remaining exploration work program commitment in Libya;
---	---
●	The expectation that the drilling of new well pairs and infill and sidetracked wells at Firebag and MacKay River will assist in maintaining production levels in future years;
---	---
●	Expectation that ES-SAGD is expected to be ready for deployment in Suncor’s In Situ projects by 2027, and expectations with respect to the performance of ES-SAGD and the EBRT process;
---	---
●	Statements about Suncor’s reserves, including reserves volumes, estimates of future net revenues, commodity price forecasts, exchange and interest rate expectations, and production estimates;
---	---
●	Significant development activities and costs anticipated to occur or be incurred in 2026, including those identified under the Future Development Costs table in the Statement of Reserves Data and Other Oil and Gas Information section of this AIF; Suncor’s belief that internally generated cash flows, existing and future credit facilities, and accessing capital markets will be sufficient to fund future development costs and that interest expense or other external funding costs on their own would not make development of any property uneconomic; plans for the development of reserves; and the estimated value of work commitments;
---	---
●	Estimated abandonment and reclamations costs, and the timing thereof;
---	---
●	Expectations about royalties and income taxes and their impact on Suncor;
---	---
●	Anticipated effects of and responses to environmental laws and regulations, including climate change and GHG emissions laws and regulations, regulatory permits and Suncor’s estimated compliance costs; and
---	---
●	Expectations about changes to laws and the impact thereof.
---	---

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, Exploration and Production, and Refining and Marketing, may be affected by a number of factors.


Annual Information Form 2025Suncor Energy Inc. 45

Audit Committee Mandate cancel planned growth projects in the event of insufficient takeaway capacity; Suncor’s ability to finance Oil Sands economic investment and asset sustainability 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 Exploration and Production 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, 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 Suncor’s Refining and Marketing 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 and currency exchange rates (including as a result of demand and supply effects resulting from the actions of OPEC+); 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 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, tariffs, quotas and other government-imposed compliance costs and mandatory production curtailment orders and changes thereto; 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 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 and future production estimates; Suncor’s ability to access capital markets at acceptable rates or to issue securities at acceptable prices; maintaining an optimal debt to cash flow ratio; the success of the company’s risk management 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; risks and uncertainties associated with closing a transaction for the purchase or sale of a business, asset or oil and gas property, including estimates of the final consideration to be paid or received; 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 AIF and the company’s annual 2025 MD&A including under the heading Risk Factors, and Form 40-F on file with Canadian securities commissions at www.sedarplus.ca and the SEC at www.sec.gov. Readers are also referred to the risk factors and assumptions described in other documents that Suncor files from time to time with securities regulatory authorities. Copies of these documents are available without charge from the company.

The forward-looking statements contained in this AIF are made as of the date of this AIF. 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.

Non-GAAP Financial Measures – Netback

Netback is a financial measure that is not prescribed by GAAP. Non-GAAP measures do not have any standardized meaning under GAAP and therefore are unlikely to be 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. Additional information relating to netback, including disclosure of its composition, an explanation of how netback provides useful information to investors and the additional purposes, if any, for which management uses netback and a quantitative reconciliation of netback to the most directly comparable financial measure that is specified, defined and determined in accordance with GAAP, is contained in the Operating Metrics Reconciliation and the Operating Summary Information – Non-GAAP Financial Measures section within Suncor’s Annual Report for the year ended December 31, 2025, and dated February 25, 2026.


46 Annual Information Form 2025Suncor Energy Inc.

Schedule “A”

Audit Committee Mandate

The Audit Committee

The by-laws of Suncor Energy Inc. (“Suncor”) provide that the Board of Directors (the “Board”) may establish Board committees to whom certain duties may be delegated by the Board. The Board has established, among others, the Audit Committee, and has approved this mandate, which sets out the objectives, functions and responsibilities of the Audit Committee (the “Committee”).

Objectives

The Committee assists the Board by:

●	monitoring the effectiveness and integrity of the Corporation’s internal controls of Suncor’s business processes, including: financial and management reporting systems, internal control systems;
●	monitoring and reviewing financial reports and other financial matters;
---	---
●	selecting, monitoring and reviewing the independence and effectiveness of, and where appropriate replacing, subject to shareholder approval as required by law, external auditors, and ensuring that external auditors are ultimately accountable to the Board and to the shareholders of the Corporation;
---	---
●	reviewing the effectiveness of the internal auditors, excluding the Operations Integrity Audit department, which is specifically within the mandate of the Environment, Health & Safety Committee (references throughout this mandate to “Internal Audit” shall not include the Operations Integrity Audit department); and
---	---
●	approving on behalf of the Board certain financial matters as delegated by the Board, including the matters outlined in this mandate.
---	---

The Committee does not have decision-making authority, except where and to the extent that such authority is expressly delegated by the Board. The Committee conveys its findings and recommendations to the Board for consideration and, where required, decision by the Board.

Constitution

The Terms of Reference of Suncor’s Board set out requirements for the composition of Board committees and the qualifications for committee membership, and specify that the chair and membership of the committees are determined annually by the Board. As required by Suncor’s by-laws, unless otherwise determined by resolution of the Board, a majority of the members of a committee constitute a quorum for meetings of committees, and in all other respects, each committee determines its own rules of procedure.

Functions and Responsibilities

The Committee has the following functions and responsibilities:

Internal Controls

1.	Inquire as to the adequacy of the Corporation's system of internal controls of Suncor’s business processes, and review the evaluation of internal controls by Internal Auditors, and the evaluation of financial and internal controls by external auditors.
2.	Review the results of any internal audit of the Corporation’s Standards of Business Conduct-Compliance Program.
---	---
3.	Establish procedures for the confidential submission by employees of complaints relating to any concerns with accounting, internal control, auditing or Standards of Business Conduct Code matters, and periodically review a summary of complaints and their related resolution.
---	---
4.	Review the findings of any significant examination by regulatory agencies concerning the Corporation's financial matters.
---	---
5.	Periodically review management’s governance processes for information technology resources, to assess their effectiveness in addressing the integrity, the protection and the security of the Corporation's electronic information systems and records.
---	---
6.	Review the management practices overseeing officers' expenses and perquisites.
---	---

External and Internal Auditors

7.	Evaluate the performance of the external auditors and initiate and approve the engagement or termination of the external auditors, subject to shareholder approval as required by applicable law.
8.	Review the audit scope and approach of the external auditors, and approve their terms of engagement and fees.
---	---
9.	Review any relationships or services that may impact the objectivity and independence of the external auditor, including annual review of the auditor’s written statement of all relationships between the auditor (including its affiliates) and the Corporation; review and approve all engagements for non-audit services to be provided by external auditors or their affiliates.
---	---
10.	Review the external auditor’s quality control procedures including any material issues raised by the most recent quality control review or peer review and any issues raised by a government authority or professional authority investigation of the external auditor, providing details on actions taken by the firm to address such issues.
---	---
11.	Approve the appointment or termination of the Head of Internal Audit and Enterprise Risk, and approve annually the performance assessment and resulting compensation of the Head of Internal Audit and Enterprise Risk as provided by the Chief Financial Officer. Periodically review the
---	---

---
Annual Information Form 2025Suncor Energy Inc. A-1

Audit Committee Mandate performance and effectiveness of the Internal Audit function including conformance with The Institute of Internal Auditors’ International Standards for the Professional Practice of Internal Auditing and the Code of Ethics.

12.	Approve the Internal Audit Department Charter, the annual Internal Audit schedule, as well as the Internal Audit budget and resource plan. Review the plans, activities, organizational structure, resource capacity and qualifications of the Internal Auditors, and monitor the department’s independence.
13.	Provide direct and unrestricted access by management, the Internal Auditors and the external auditors to the Board.
---	---

Financial Reporting and other Public Disclosure

14.	Review the external auditor’s management comment letter and management’s responses thereto, and inquire as to any disagreements between management and external auditors or restrictions imposed by management on external auditors. Review any unadjusted differences brought to the attention of management by the external auditor and the resolution thereof.
15.	Review with management and the external auditors the financial materials and other disclosure documents referred to in paragraph 16, including any significant financial reporting issues, the presentation and impact of significant risks and uncertainties, and key estimates and judgments of management that may be material to financial reporting including alternative treatments and their impacts.
---	---
16.	Review and approve the Corporation’s interim consolidated financial statements and accompanying management’s discussion and analysis (“MD&A”). Review and make recommendations to the Board on approval of the Corporation’s annual audited financial statements and MD&A, Annual Information Form and Form 40-F. Review other material annual and quarterly disclosure documents or regulatory filings containing or accompanying audited or unaudited financial information.
---	---
17.	Authorize any changes to the categories of documents and information requiring Committee review or approval prior to external disclosure, as set out in the Corporation’s policy on external communication and disclosure of material information.
---	---
18.	Review any change in the Corporation’s accounting policies.
---	---
19.	Review with legal counsel any legal matters having a significant impact on the financial reports.
---	---

Oil and Gas Reserves

20.	Review with reasonable frequency Suncor’s procedures for:
(A)	the disclosure, in accordance with applicable law, of information with respect to Suncor’s oil and gas activities including procedures for complying with applicable disclosure requirements;
---	---
(B)	providing information to the qualified reserves evaluators (“Evaluators”) engaged annually by Suncor to evaluate Suncor’s reserves data for the purpose of public disclosure of such data in accordance with applicable law.
---	---
21.	Annually approve the appointment and terms of engagement of the Evaluators, including the qualifications and independence of the Evaluators; review and approve any proposed change in the appointment of the Evaluators, and the reasons for such proposed change including whether there have been disputes between the Evaluators and management.
---	---
22.	Annually review Suncor’s reserves data and the report of the Evaluators thereon; annually review and make recommendations to the Board on the approval of (i) the content and filing by the Company of a statement of reserves data (“Statement”) and the report thereon of management and the directors to be included in or filed with the Statement, and (ii) the filing of the report of the Evaluators to be included in or filed with the Statement, all in accordance with applicable law.
---	---

Risk Management

23.	Periodically review the policies and practices of the Corporation respecting cash management, financial derivatives, financing, credit, insurance, taxation, commodities trading and related matters. Conduct periodic review and provide oversight on the specific Suncor Principal Risks which have been delegated to the Committee for oversight.

Pension Plans

24.	Review the assets, financial performance, funding status and strategy of the Corporation’s pension plans, and the Pension Governance Policy including the allocation of fiduciary roles and responsibilities.

Other Matters

25.	Conduct any independent investigations into any matters which come under its scope of responsibilities.
26.	Review any recommended appointees to the office of Chief Financial Officer.
---	---
27.	Review and/or approve other financial matters delegated specifically to it by the Board.
---	---

Reporting to the Board

28.	Report to the Board on the activities of the Committee with respect to the foregoing matters as required at each Board meeting and at any other time deemed appropriate by the Committee or upon request of the Board.

Approved by resolution of the Board of Directors on November 4, 2024


A-2 Annual Information Form 2025Suncor Energy Inc.

Schedule “B” – Suncor Energy Inc. Policy and Procedures for Pre-Approval of Audit and Non-Audit Services

Pursuant to the Sarbanes-Oxley Act of 2002 and Multilateral Instrument 52-110, the Securities and Exchange Commission and the Ontario Securities Commission respectively has adopted final rules relating to audit committees and auditor independence. These rules require the Audit Committee of Suncor Energy Inc. (“Suncor”) to be responsible for the appointment, compensation, retention and oversight of the work of its independent auditor. The Audit Committee must also pre-approve any audit and non-audit services performed by the independent auditor or such services must be entered into pursuant to pre-approval policies and procedures established by the Audit Committee pursuant to this policy.

I. Statement of Policy

The Audit Committee has adopted this Policy and Procedures for Pre-Approval of Audit and Non-Audit Services (the “Policy”), which sets forth the procedures and the conditions pursuant to which services proposed to be performed by the independent auditor will be preapproved. The procedures outlined in this Policy are applicable to all Audit, Audit-related, Tax Services and All Other Services provided by the independent auditor.

II. Responsibility

Responsibility for the implementation of this Policy rests with the Audit Committee. The Audit Committee delegates its responsibility for administration of this policy to management. The Audit Committee shall not delegate its responsibilities to pre-approve services performed by the independent auditor to management.

III. Definitions

For the purpose of these policies and procedures and any pre-approvals:

(a)	“Audit services” include services that are a necessary part of the annual audit process and any activity that is a necessary procedure used by the auditor in reaching an opinion on the financial statements as is required under generally accepted auditing standards (“GAAS”), including technical reviews to reach audit judgment on accounting standards;

The term “audit services” is broader than those services strictly required to perform an audit pursuant to GAAS and include such services as:

(i)	the issuance of comfort letters and consents in connections with offerings of securities;
(ii)	the performance of domestic and foreign statutory audits;
---	---
(iii)	Attest services required by statute or regulation;
---	---
(iv)	Internal control reviews; and
---	---
(v)	Assistance with and review of documents filed with the Canadian Securities administrators, the Securities and Exchange Commission and other regulators having jurisdiction over Suncor and its subsidiaries, and responding to comments from such regulators;
---	---
(b)	“Audit-related services” are assurance (e.g., due diligence services) and related services traditionally performed by the external auditors and that are reasonably related to the performance of the audit or review of financial statements and not categorized under “audit fees” for disclosure purposes.
---	---

“Audit-related services” include:

(i)	employee benefit plan audits, including audits of employee pension plans;
(ii)	due diligence related to mergers and acquisitions;
---	---
(iii)	consultations and audits in connection with acquisitions, including evaluating the accounting treatment for proposed transactions;
---	---
(iv)	internal control reviews;
---	---
(v)	attest services not required by statute or regulation; and
---	---
(vi)	consultations regarding financial accounting and reporting standards.
---	---

Non-financial operational audits are not “audit-related” services.

(c)	“Tax services” include, but are not limited to, services related to the preparation of corporate and/or personal tax filings, tax due diligence as it pertains to mergers, acquisitions and/or divestitures, and tax planning;
(d)	“All other services” consist of any other work that is neither an Audit service, nor an Audit-related service nor a Tax service, the provision of which by the independent auditor is not expressly prohibited by Rule 201(c)(7) of Regulation S-X under the Securities and Exchange Act of 1934, as amended. (See Appendix A for a summary of the prohibited services.)
---	---

IV. General Policy

The following general policy applies to all services provided by the independent auditor.

●	All services to be provided by the independent auditor will require specific pre-approval by the Audit Committee. The Audit Committee will not approve engaging the independent auditor for services which can reasonably be classified as “tax services” or “all other services” unless a compelling business case can be made for retaining the independent auditor instead of another service provider.

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Annual Information Form 2025Suncor Energy Inc. B-1

●	The Audit Committee will not provide pre-approval for services to be provided in excess of twelve months from the date of the pre-approval, unless the Audit Committee specifically provides for a different period.
●	The Audit Committee has delegated authority to pre-approve services with an estimated cost not exceeding $100,000 in accordance with this Policy to the Chairman of the Audit Committee. The delegate member of the Audit Committee must report any pre-approval decision to the Audit Committee at its next meeting.
---	---
●	The Chairman of the Audit Committee may delegate his authority to pre-approve services to another sitting member of the Audit Committee provided that the recipient has also been delegated the authority to act as Chairman of the Audit Committee in the Chairman’s absence. A resolution of the Audit Committee is required to evidence the Chairman’s delegation of authority to another Audit Committee member under this policy.
---	---
●	The Audit Committee will, from time to time, but no less than annually, review and pre-approve the services that may be provided by the independent auditor.
---	---
●	The Audit Committee must establish pre-approval fee levels for services provided by the independent auditor on an annual basis. On at least a quarterly basis, the Audit Committee will be provided with a detailed summary of fees paid to the independent auditor and the nature of the services provided, and a forecast of fees and services that are expected to be provided during the remainder of the fiscal year.
---	---
●	The Audit Committee will not approve engaging the independent auditor to provide any prohibited non-audit services as set forth in Appendix A.
---	---
●	The Audit Committee shall evidence their pre-approval for services to be provided by the independent auditor as follows:
---	---
(a)	In situations where the Chairman of the Audit Committee pre-approves work under his delegation of authority, the Chairman will evidence his pre-approval by signing and dating the pre-approval request form, attached as Appendix B. If it is not practicable for the Chairman to complete the form and transmit it to the Company prior to engagement of the independent audit, the Chairman may provide verbal or email approval of the engagement, followed up by completion of the request form at the first practical opportunity.
---	---
(b)	In all other situations, a resolution of the Audit Committee is required.
---	---
●	All audit and non-audit services to be provided by the independent auditors shall be provided pursuant to an engagement letter that shall:
---	---
(a)	be in writing and signed by the auditors;
---	---
(b)	specify the particular services to be provided;
---	---
(c)	specify the period in which the services will be performed;
---	---
(d)	specify the estimated total fees to be paid, which shall not exceed the estimated total fees approved by the Audit Committee pursuant to these procedures, prior to application of the 10% overrun;
---	---
(e)	include a confirmation by the auditors that the services are not within a category of services the provision of which would impair their independence under applicable law and Canadian and U.S. generally accepted accounting standards.
---	---
●	The Audit Committee pre-approval permits an overrun of fees pertaining to a particular engagement of no greater than 10% of the estimate identified in the associated engagement letter. The intent of the overrun authorization is to ensure on an interim basis only, that services can continue pending a review of the fee estimate, and, if required, further Audit Committee approval of the overrun. If an overrun is expected to exceed the 10% threshold, as soon as the overrun is identified, the Audit Committee or its designate must be notified and an additional pre-approval obtained prior to the engagement continuing.
---	---

V. Responsibilities of External Auditors

To support the independence process, the independent auditors will:

(a)	Confirm in each engagement letter that performance of the work will not impair independence;
(b)	Satisfy the Audit Committee that they have in place comprehensive internal policies and processes to ensure adherence, world-wide, to independence requirements, including robust monitoring and communications;
---	---
(c)	Provide communication and confirmation to the Audit Committee regarding independence on at least a quarterly basis;
---	---
(d)	Maintain registration by the Canadian Public Accountability Board and the U.S. Public Company Accounting Oversight Board; and
---	---
(e)	Review their partner rotation plan and advise the Audit Committee on an annual basis.
---	---

In addition, the external auditors will:

(f)	Provide regular, detailed fee reporting including balances in the “Work in Progress” account;
(g)	Monitor fees and notify the Audit Committee as soon as a potential overrun is identified.
---	---

VI. Disclosures

Suncor will, as required by applicable law, annually disclose its pre-approval policies and procedures, and will provide the required disclosure concerning the amounts of audit fees, audit-related fees, tax fees and all other fees paid to its outside auditors in its filings with the SEC.

Approved and Accepted April 28, 2004


B-2 Annual Information Form 2025Suncor Energy Inc.

Appendix A – Prohibited Non-Audit Services

An external auditor is not independent if, at any point during the audit and professional engagement period, the auditor provides the following non-audit services to an audit client.

Bookkeeping or other services related to the accounting records or financial statements of the audit client. Any service, unless it is reasonable to conclude that the results of these services will not be subject to audit procedures during an audit of Suncor’s financial statements, including:

●	Maintaining or preparing the audit client’s accounting records;
●	Preparing Suncor’s financial statements that are filed with the SEC or that form the basis of financial statements filed with the SEC; or
---	---
●	Preparing or originating source data underlying Suncor’s financial statements.
---	---

Financial information systems design and implementation. Any service, unless it is reasonable to conclude that the results of these services will not be subject to audit procedures during an audit of Suncor’s financial statements, including:

●	Directly or indirectly operating, or supervising the operation of, Suncor’s information systems or managing Suncor’s local area network; or
●	Designing or implementing a hardware or software system that aggregates source data underlying the financial statements or generates information that is significant to Suncor’s financial statements or other financial information systems taken as a whole.
---	---

Appraisal or valuation services, fairness opinions or contribution-in-kind reports. Any appraisal service, valuation service or any service involving a fairness opinion or contribution-in-kind report for Suncor, unless it is reasonable to conclude that the results of these services will not be subject to audit procedures during an audit of Suncor’s financial statements.

Actuarial services. Any actuarially-oriented advisory service involving the determination of amounts recorded in the financial statements and related accounts for Suncor other than assisting Suncor in understanding the methods, models, assumptions, and inputs used in computing an amount, unless it is reasonable to conclude that the results of these services will not be subject to audit procedures during an audit of Suncor’s financial statements.

Internal audit outsourcing services. Any internal audit service that has been outsourced by Suncor that relates to Suncor’s internal accounting controls, financial systems or financial statements, unless it is reasonable to conclude that the result of these services will not be subject to audit procedures during an audit of Suncor’s financial statements.

Management functions. Acting, temporarily or permanently, as a director, officer, or employee of Suncor, or performing any decision-making, supervisory, or ongoing monitoring function for Suncor.

Human resources. Any of the following:

●	Searching for or seeking out prospective candidates for managerial, executive, or director positions;
●	Engaging in psychological testing, or other formal testing or evaluation programs;
---	---
●	Undertaking reference checks of prospective candidates for an executive or director position;
---	---
●	Acting as a negotiator on Suncor’s behalf, such as determining position, status or title, compensation, fringe benefits, or other conditions of employment; or
---	---
●	Recommending, or advising Suncor to hire a specific candidate for a specific job (except that an accounting firm may, upon request by Suncor, interview candidates and advise Suncor on the candidate’s competence for financial accounting, administrative, or control positions).
---	---

Broker-dealer, investment adviser or investment banking services. Acting as a broker-dealer (registered or unregistered), promoter, or underwriter, on behalf of Suncor, making investment decisions on behalf of Suncor or otherwise having discretionary authority over Suncor’s investments, executing a transaction to buy or sell Suncor’s investment, or having custody of Suncor’s assets, such as taking temporary possession of securities purchased by Suncor.

Legal services. Providing any service to Suncor that, under circumstances in which the service is provided, could be provided only by someone licenced, admitted, or otherwise qualified to practice law in the jurisdiction in which the service is prohibited.

Expert services unrelated to the audit. Providing an expert opinion or other expert service for Suncor, or Suncor’s legal representative, for the purpose of advocating Suncor’s interest in litigation or in a regulatory or administrative proceeding or investigation. In any litigation or regulatory or administrative proceeding or investigation, an accountant’s independence shall not be deemed to be impaired if the accountant provides factual accounts, including testimony, of work performed or explains the positions taken or conclusions reached during the performance of any service provided by the accountant for Suncor.


Annual Information Form 2025Suncor Energy Inc. B-3

Appendix B – Pre-Approval Request Form

NATURE OF WORK	ESTIMATED FEES (Cdn$)




Total



Date		Signature


B-4 Annual Information Form 2025Suncor Energy Inc.

Schedule “C” – Form 51-101F2 Report on Reserves Data by Independent Qualified Reserves Evaluator or Auditor

To the board of directors of Suncor Energy Inc. (the “Company”):

1.	We have evaluated the Company’s reserves data as at December 31, 2025. The reserves data are estimates of proved reserves and probable reserves and related future net revenue as at December 31, 2025, estimated using forecast prices and costs.
2.	The reserves data are the responsibility of the Company’s management. Our responsibility is to express an opinion on the reserves data based on our evaluation.
---	---
3.	We carried out our evaluation in accordance with standards set out in the Canadian Oil and Gas Evaluation Handbook as amended from time to time (the “COGE Handbook”) maintained by the Society of Petroleum Evaluation Engineers (Calgary Chapter).
---	---
4.	Those standards require that we plan and perform an evaluation to obtain reasonable assurance as to whether the reserves data are free of material misstatement. An evaluation also includes assessing whether the reserves data are in accordance with principles and definitions presented in the COGE Handbook.
---	---
5.	The following table shows the net present value of future net revenue (before deduction of income taxes) attributed to proved plus probable reserves, estimated using forecast prices and costs and calculated using a discount rate of 10 percent, included in the reserves data of the Company evaluated for the year ended December 31, 2025, and identifies the respective portions thereof that we have evaluated and reported on to the Company’s management and board of directors:
---	---


		Location of Reserves	Net Present Value of Future Net Revenue
Independent Qualified	Effective Date of	(Country or Foreign	(before income taxes,
Reserves Evaluator	Evaluation Report	Geographic Area)	10% discount rate, millions)
			Audited	Evaluated	Reviewed	Total
GLJ Ltd.	December 31, 2025	Oil Sands In Situ, Canada	—	35 015	—	35 015
GLJ Ltd.	December 31, 2025	Oil Sands Mining, Canada	—	28 329	—	28 329
GLJ Ltd.	December 31, 2025	East Coast Canada, Newfoundland Offshore, Canada	—	7 603	—	7 603
			—	70 948	—	70 948

All values are in US Dollars.

6.	In our opinion, the reserves data respectively evaluated by us have, in all material respects, been determined and are in accordance with the COGE Handbook, consistently applied. We express no opinion on the reserves data that we reviewed but did not audit or evaluate.
7.	We have no responsibility to update our reports referred to in paragraph 5 for events and circumstances occurring after the effective date of our reports.
---	---
8.	Because the reserves data are based on judgments regarding future events, actual results will vary and the variations may be material.
---	---

EXECUTED as to our report referred to above:

GLJ Ltd., Calgary, Alberta, Canada, February 25, 2026

“Tracy K. Bellingham”

Tracy K. Bellingham, P.Eng.

Executive Vice President


Annual Information Form 2025Suncor Energy Inc.C-1

Schedule “D” – Form 51-101F3 Report of Management and Directors on Reserves Data and Other Information

Management of Suncor Energy Inc. (the “Company”) are responsible for the preparation and disclosure of information with respect to the Company’s oil and gas activities in accordance with securities regulatory requirements. This information includes reserves data.

Independent qualified reserves evaluators have evaluated the Company’s reserves data. The reports of the independent qualified reserves evaluators will be filed with securities regulatory authorities concurrently with this report.

The Audit Committee of the board of directors of the Company has:

(a)	reviewed the Company’s procedures for providing information to the independent qualified reserves evaluators;
(b)	met with the independent qualified reserves evaluators to determine whether any restrictions affected the ability of the independent qualified reserves evaluators to report without reservation; and
---	---
(c)	reviewed the reserves data with management and the independent qualified reserves evaluators.
---	---

The Audit Committee of the board of directors has reviewed the Company’s procedures for assembling and reporting other information associated with oil and gas activities and has reviewed that information with management. The board of directors has, on the recommendation of the Audit Committee, approved:

(a)	the content and filing with securities regulatory authorities of Form 51-101F1 containing reserves data and other oil and gas information;
(b)	the filing of Form 51-101F2 which is the report of the independent qualified reserves evaluators on the reserves data; and
---	---
(c)	the content and filing of this report.
---	---

Because the reserves data are based on judgments regarding future events, actual results will vary and the variations may be material.

“Richard M. Kruger”

RICHARD M. KRUGER

President and Chief Executive Officer

“Troy W. Little”

TROY W. LITTLE

Chief Financial Officer

“Russell Girling”

RUSSELL GIRLING

Chair of the Board of Directors

“Patricia M. Bedient”

PATRICIA M. BEDIENT

Chair of the Audit Committee

February 25, 2026


D-1 Annual Information Form 2025 Suncor Energy Inc. ****

SUNCOR ENERGY INC_December 31, 2025

Management’s Statement of Responsibility for Financial Reporting

The management of Suncor Energy Inc. is responsible for the presentation and preparation of the accompanying consolidated financial statements of Suncor Energy Inc. and all related financial information contained in the Annual Report, including Management’s Discussion and Analysis.

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board. They include certain amounts that are based on estimates and judgments.

In management’s opinion, the consolidated financial statements have been properly prepared within reasonable limits of materiality and within the framework of the material accounting policies adopted by management. If alternate accounting methods exist, management has chosen those policies it deems the most appropriate in the circumstances. In discharging its responsibilities for the integrity and reliability of the financial statements, management maintains and relies upon a system of internal controls designed to ensure that transactions are properly authorized and recorded, assets are safeguarded against unauthorized use or disposition and liabilities are recognized. These controls include quality standards in hiring and training of employees, formalized policies and procedures, a corporate code of conduct and associated compliance program designed to establish and monitor conflicts of interest, the integrity of accounting records and financial information, among others, and employee and management accountability for performance within appropriate and well-defined areas of responsibility.

The system of internal controls is further supported by the professional staff of an internal audit function who conduct periodic audits of the company’s financial reporting.

The Audit Committee of the Board of Directors, currently composed of four independent directors, reviews the effectiveness of the company’s financial reporting systems, management information systems, internal control systems and internal auditors. It recommends to the Board of Directors the external auditor to be appointed by the shareholders at each annual meeting and reviews the independence and effectiveness of their work. In addition, it reviews with management and the external auditor any significant financial reporting issues, the presentation and impact of significant risks and uncertainties, and key estimates and judgments of management that may be material for financial reporting purposes. The Audit Committee appoints the independent reserve consultants. The Audit Committee meets at least quarterly to review and approve interim financial statements prior to their release, as well as annually to review Suncor’s annual financial statements and Management’s Discussion and Analysis, Annual Information Form/Form 40-F, and annual reserves estimates, and recommend their approval to the Board of Directors. The internal auditors and the external auditor, KPMG LLP, have unrestricted access to the company, the Audit Committee and the Board of Directors.



Rich Kruger			Troy Little
President and Chief Executive Officer			Chief Financial Officer

February 25, 2026


66 Annual Report 2025 Suncor Energy Inc.

The following report is provided by management in respect of the company’s internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the U.S. Securities Exchange Act of 1934):

Management’s Report on Internal Control Over Financial Reporting

1.	Management is responsible for establishing and maintaining adequate internal control over the company’s financial reporting.
2.	Management has used the Committee of Sponsoring Organizations of the Treadway Commission (COSO) framework (2013) in Internal Control – Integrated Framework to evaluate the effectiveness of the company’s internal control over financial reporting.
---	---
3.	Management has assessed the effectiveness of the company’s internal control over financial reporting as at December 31, 2025, and has concluded that such internal control over financial reporting was effective as of that date. In addition, based on this assessment, management determined that there were no material weaknesses in internal control over financial reporting as at December 31, 2025. Because of inherent limitations, systems of internal control over financial reporting may not prevent or detect misstatements and even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
---	---
4.	The effectiveness of the company’s internal control over financial reporting as at December 31, 2025, has been audited by KPMG LLP, independent public accountant, as stated in their report which appears herein.
---	---

---	---	---	---	---

	<br><br>
Rich Kruger			Troy Little
President and Chief Executive Officer			Chief Financial Officer

February 25, 2026



Annual Report 2025 Suncor Energy Inc. 67

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of Suncor Energy Inc.

Opinions on the Consolidated Financial Statements and Internal Control Over Financial Reporting

We have audited the accompanying consolidated balance sheets of Suncor Energy Inc. and subsidiaries (the Company) as of December 31, 2025 and 2024, the related consolidated statements of comprehensive income, changes in equity, and cash flows for each of the years then ended and the related notes (collectively, the consolidated financial statements). We also have audited the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its financial performance and its cash flows for each of the years then ended, in conformity with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025 based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Basis for Opinions

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Assessment of indicators of impairment related to Oil Sands and Canadian Exploration and Production property, plant and equipment.

As discussed in Note 3(h) to the consolidated financial statements, when circumstances indicate that a cash generating unit (“CGU”) may be impaired, the Company compares the carrying amount of the CGU to its recoverable amount. The Company analyzes indicators of impairment quarterly, such as significant decreases in proved and probable reserves. The determination of proved and probable oil reserves includes assumptions related to forecasted production volumes, commodity prices, capital expenditures and operating costs (collectively, “reserve assumptions”). The estimation of reserve assumptions requires the expertise of independent qualified reserves evaluators. The Company engages independent qualified reserves evaluators to evaluate the Company’s proved and probable oil reserves.

We identified the evaluation of the assessment of indicators of impairment related to the Oil Sands and Canadian Exploration and Production property, plant and equipment as a critical audit matter. A high degree of subjective auditor judgment was required to evaluate the reserve assumptions used by the Company in their assessment.


68 Annual Report 2025 Suncor Energy Inc.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the critical audit matter. This included controls related to the Company’s assessment of indicators of impairment, including controls related to the reserve assumptions. We evaluated the Company’s reserve assumptions by comparing the current year externally evaluated proved and probable oil reserves to historical results. We compared the Company’s current year actual production volumes, capital expenditures and operating costs to those respective assumptions used in the prior year externally evaluated proved oil reserves, and for certain reserve assumptions proved and probable oil reserves, to assess the Company’s ability to accurately forecast. We evaluated the Company’s future commodity price estimates by comparing to publicly available external price curves for the same benchmark pricing. We evaluated the competence, capabilities, and objectivity of the independent qualified reserves evaluators engaged by the Company, who evaluated the proved and probable oil reserves. We evaluated the methodology used by the independent qualified reserves evaluators to evaluate proved and probable oil reserves for compliance with regulatory standards.



Chartered Professional Accountants

We have served as the Company’s auditor since 2019.

Calgary, Canada
February 25, 2026



Annual Report 2025 Suncor Energy Inc. 69

Consolidated Statements of Comprehensive Income


For the years ended December 31 ($ millions)	Notes		2025	2024
Revenues and Other Income
Gross revenues			52 377	54 881
Less: royalties			(3 469)	(4 192)
Other income	7		402	445
			49 310	51 134

Expenses
Purchases of crude oil and products			18 053	19 115
Operating, selling and general	8 and 25		13 248	13 059
Transportation and distribution			1 961	1 842
Depreciation, depletion and amortization	15		6 916	6 954
Exploration			159	92
Gain on disposal of assets			(55)	(25)
Financing expenses	9		1 080	1 910
			41 362	42 947
Earnings before Income Taxes			7 948	8 187
Income Tax Expense (Recovery)
Current	10		1 940	2 465
Deferred	10		90	(294)
			2 030	2 171
Net Earnings			5 918	6 016

Other Comprehensive Income
Items That May be Subsequently Reclassified to Earnings:
Foreign currency translation adjustment			(202)	153
Items That Will Not be Reclassified to Earnings:
Actuarial gain on employee retirement benefit plans, net of income taxes			596	590

Other Comprehensive Income			394	743

Total Comprehensive Income			6 312	6 759

Per Common Share (dollars)	11
Net earnings – basic and diluted			4.85	4.72
Cash dividends			2.31	2.22

The accompanying notes are an integral part of the consolidated financial statements.


70 Annual Report 2025 Suncor Energy Inc.

Consolidated Balance Sheets


		December 31	December 31
($ millions)	Notes	2025	2024
Assets
Current assets
Cash and cash equivalents	12	3 650	3 484
Accounts receivable		5 087	5 245
Inventories	14	5 121	5 041
Income taxes receivable		371	518
Total current assets		14 229	14 288
Property, plant and equipment, net	15 and 16	68 428	68 512
Exploration and evaluation	17	1 742	1 742
Other assets	18	1 977	1 559
Goodwill and other intangible assets	19	3 455	3 503
Deferred income taxes	10	82	180
Total assets		89 913	89 784

Liabilities and Shareholders’ Equity
Current liabilities
Current portion of long-term debt	20	973	997
Current portion of long-term lease liabilities	16	638	599
Accounts payable and accrued liabilities		7 523	8 161
Current portion of provisions	23	1 056	958
Income taxes payable		20	32
Total current liabilities		10 210	10 747
Long-term debt	20	9 014	9 348
Long-term lease liabilities	16	3 879	3 745
Other long-term liabilities	21	1 416	1 502
Provisions	23	12 108	11 931
Deferred income taxes	10	8 162	7 997
Equity		45 124	44 514
Total liabilities and shareholders’ equity		89 913	89 784

The accompanying notes are an integral part of the consolidated financial statements.

Approved on behalf of the Board of Directors:



Rich Kruger	Patricia M. Bedient
Director	Director

February 25, 2026



Annual Report 2025 Suncor Energy Inc. 71

Consolidated Statements of Cash Flows


For the years ended December 31 ($ millions)		Notes	2025	2024
Operating Activities
Net earnings			5 918	6 016
Adjustments for:
Depreciation, depletion and amortization			6 916	6 954
Deferred income tax expense (recovery)		10	90	(294)
Accretion		9	576	592
Unrealized foreign exchange (gain) loss on U.S. dollar denominated debt		9	(403)	714
Change in fair value of financial instruments and trading inventory			(106)	(122)
Gain on disposal of assets			(55)	(25)
Loss on extinguishment of long-term debt		9 and 20	—	170
Share-based compensation		25	8	(57)
Settlement of decommissioning and restoration liabilities		23	(505)	(488)
Other			344	386
(Increase) decrease in non-cash working capital		13	(2)	2 114
Cash flow provided by operating activities			12 781	15 960

Investing Activities
Capital expenditures			(5 856)	(6 483)
Proceeds from disposal of assets			66	51
Other investments			(29)	(52)
(Increase) decrease in non-cash working capital		13	(203)	12
Cash flow used in investing activities			(6 022)	(6 472)

Financing Activities
Net decrease in short-term debt			—	(503)
Repayment of long-term debt		20	(1 000)	(1 566)
Issuance of long-term debt		20	996	—
Lease liability payments		16	(690)	(471)
Issuance of common shares under share option plans			181	385
Repurchase of common shares^(1)^		24	(3 129)	(2 908)
Distributions relating to non-controlling interest			(17)	(16)
Dividends paid on common shares			(2 809)	(2 803)
Cash flow used in financing activities			(6 468)	(7 882)

Increase in Cash and Cash Equivalents			291	1 606
Effect of foreign exchange on cash and cash equivalents			(125)	149
Cash and cash equivalents at beginning of year			3 484	1 729
Cash and Cash Equivalents at End of Year			3 650	3 484

Supplementary Cash Flow Information
Interest paid			898	914
Income taxes paid			1 727	1 751
(1)	Includes $56 million of taxes paid on 2025 share repurchases and $48 million of taxes paid on 2024 share repurchases for the year ended December 31, 2025.
---	---

The accompanying notes are an integral part of the consolidated financial statements.


72 Annual Report 2025 Suncor Energy Inc.

Consolidated Statements of Changes in Equity


				Accumulated			Number of
				Other			Common
		Share	Contributed	Comprehensive	Retained		Shares
( millions)	Notes	Capital	Surplus	Income	Earnings	Total	(thousands)
At December 31, 2023		21 661	569	1 048	20 001	43 279	1 290 100
Net earnings		—	—	—	6 016	6 016	—
Foreign currency translation adjustment		—	—	153	—	153	—
Actuarial gain on employee retirement benefit plans, net of income taxes of 186	22	—	—	—	590	590	—
Total comprehensive income		—	—	153	6 606	6 759	—
Issued under share option plans		447	(62)	—	—	385	9 796
Repurchase of common shares for cancellation(1)	24	(943)	—	—	(2 013)	(2 956)	(55 564)
Change in liability for share purchase commitment	24	(44)	—	—	(119)	(163)	—
Share-based compensation	25	—	13	—	—	13	—
Dividends paid on common shares		—	—	—	(2 803)	(2 803)	—
At December 31, 2024		21 121	520	1 201	21 672	44 514	1 244 332
Net earnings		—	—	—	5 918	5 918	—
Foreign currency translation adjustment		—	—	(202)	—	(202)	—
Actuarial gain on employee retirement benefit plans, net of income taxes of 187	22	—	—	—	596	596	—
Total comprehensive income		—	—	(202)	6 514	6 312	—
Issued under share option plans		212	(31)	—	—	181	4 510
Repurchase of common shares for cancellation(1)	24	(945)	—	—	(2 136)	(3 081)	(55 322)
Change in liability for share purchase commitment	24	14	—	—	(20)	(6)	—
Share-based compensation	25	—	13	—	—	13	—
Dividends paid on common shares		—	—	—	(2 809)	(2 809)	—
At December 31, 2025		20 402	502	999	23 221	45 124	1 193 520

All values are in US Dollars.

(1)	Includes $56 million of taxes on share repurchases for the year ended December 31, 2025 (2024 - $48 million).

The accompanying notes are an integral part of the consolidated financial statements.



Annual Report 2025 Suncor Energy Inc. 73

Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements

Reporting Entity and Description of the Business

The address of the company’s registered office is 150 – 6th Avenue S.W., Calgary, Alberta, Canada, T2P 3E3.

Basis of Preparation

(a) Statement of Compliance

These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB) (the “IFRS Accounting Standards”).

Suncor’s accounting policies are based on IFRS issued and outstanding for all periods presented in these consolidated financial statements. These consolidated financial statements were approved by the Board of Directors on February 25, 2026.

(b) Basis of Measurement

The consolidated financial statements are prepared on a historical cost basis except as detailed in the accounting policies disclosed in note 3. The accounting policies described in note 3 have been applied consistently to all periods presented in these consolidated financial statements.

These consolidated financial statements are presented in Canadian dollars, which is the company’s functional currency.

(d) Use of Estimates, Assumptions and Judgments

The timely preparation of financial statements requires that management make estimates and assumptions and use judgment. Accordingly, actual results may differ from estimated amounts as future confirming events occur. Significant estimates and judgments used in the preparation of the consolidated financial statements are described in note 4.

Summary of Material Accounting Policies

(a) Joint Arrangements

The classification of joint arrangements considers the contractual rights and obligations of each investor and whether the legal structure of the joint arrangement gives the entity direct rights to the assets and obligations for the liabilities.

(b) Foreign Currency Translation

Functional currencies of the company’s individual entities are the currency of the primary economic environment in which the entity operates.

If the company or any of its entities disposes of its entire interest in a foreign operation, or loses control, joint control or significant influence over a foreign operation, the accumulated foreign currency translation gains or losses related to the foreign operation are recognized in net earnings.

Revenue from the sale of hydrocarbons and power represent the company’s contractual arrangements with customers. Revenue is recorded when control passes to the customer, in accordance with specified contract terms. All operating revenue is earned at a point in time and is based on the consideration that the company expects to receive for the transfer of the goods to the customer. Revenues are normally collected in the month following delivery except retail products, which are due upon delivery and, accordingly, the company does not adjust consideration for the effects of a financing component.

(d) Inventories

Inventories of crude oil and refined products, other than inventories held for trading purposes, are valued at the lower of cost, using the first-in, first-out method, and net realizable value. Cost of inventory consists of purchase costs, direct production costs, direct overhead and depreciation, depletion and amortization. Materials and supplies are valued at the lower of average cost and net realizable value.


74 Annual Report 2025 Suncor Energy Inc.

Inventories held for trading purposes are carried at fair value less costs to sell and any changes in fair value are recognized in Other Income within the respective reporting segment to which the trading activity relates.

(e) Exploration and Evaluation Assets

The costs to acquire non-producing oil and gas properties or licences to explore, drill exploratory wells and the costs to evaluate the commercial potential of underlying resources, including related borrowing costs, are initially capitalized as Exploration and Evaluation assets. Exploration and Evaluation assets are not subject to depreciation.

Exploration and Evaluation assets are subject to technical, commercial and management review to confirm the continued intent to develop and extract the underlying resources. If an area or exploration well is no longer considered commercially viable, the related capitalized costs are expensed.

When management determines with reasonable certainty that an Exploration and Evaluation asset will be developed, as evidenced by the appropriate internal and external approvals and classification of proved and probable reserves, the asset is tested for impairment, after which the remaining carrying value, is transferred to Property, Plant and Equipment.

Certain exploration costs, including geological, geophysical and seismic expenditures and delineation on oil sands properties, are charged to Exploration expense as incurred.

(f) Property, Plant and Equipment

The costs to acquire and to develop oil and gas properties, including completing geological and geophysical surveys and drilling development wells, and the costs to construct and install development infrastructure are capitalized as oil and gas properties within Property, Plant and Equipment.

The costs to construct, install and commission, or acquire, oil and gas production equipment are capitalized as plant and equipment within Property, Plant and Equipment.

Stripping activity required to access oil sands mining resources incurred in the initial development phase of a mine, mine extension or pit is capitalized as part of the construction cost of the mine. Stripping costs incurred in the production phase are charged to expense as they normally relate to production for the current period.

The costs of planned major inspection, overhaul and turnaround activities that maintain Property, Plant and Equipment and benefit future years of operations are capitalized. Recurring planned maintenance activities performed on shorter intervals are expensed as operating costs. Replacements outside of a major inspection, overhaul or turnaround are capitalized when it is probable that future economic benefits will be realized by the company and the associated carrying amount of the replaced component is derecognized.

Borrowing costs relating to assets that take over one year to construct are capitalized as part of the asset. Capitalization of borrowing costs ceases when the asset is in the location and condition necessary for its intended use, and is suspended when construction of an asset is ceased for extended periods.

(g) Depreciation, Depletion and Amortization

Once Exploration and Evaluation are transferred to oil and gas properties within Property, Plant and Equipment and commercial production commences, these costs are depleted on a unit-of-production basis over proved developed reserves, with the exception of costs associated with oil sands mines, which are depreciated on a straight-line basis over the life of the mine, and property acquisition costs, which are depleted over proved reserves.

Capital expenditures are not depreciated or depleted until assets are substantially complete and ready for their intended use.

Costs to develop oil and gas properties other than certain oil sands mining assets, including costs of dedicated infrastructure, such as well pads and wellhead equipment, are depleted on a unit-of-production basis over proved developed reserves. A portion of these costs may not be depleted if they relate to undeveloped reserves. Costs related to offshore facilities are depleted over proved and probable reserves. Costs to develop and construct oil sands mines are depreciated on a straight-line basis over the life of the mine.

Major components of Property, Plant and Equipment are depreciated on a straight line basis over their expected useful lives.


Oil sands upgraders		30 to 40 years
Oil sands extraction plants and mine facilities		10 to 30 years
Oil sands mine equipment		10 to 15 years
Oil sands in situ processing facilities		25 to 40 years
Power generation and utility plants		25 to 40 years
Refineries and other processing plants		20 to 40 years
Marketing and other distribution assets		10 to 40 years

The costs of major inspection, overhaul and turnaround activities that are capitalized are depreciated on a straight line basis over the period to the next scheduled activity, which varies from two to five years.

Depreciation, depletion and amortization rates are reviewed annually or when events or conditions occur that impact capitalized costs, reserves or estimated service lives.


Annual Report 2025 Suncor Energy Inc. 75

Notes to the Consolidated Financial Statements Right-of-use assets within Property, Plant and Equipment are depreciated on a straight-line basis over the shorter of the estimated useful life of the right-of-use asset or the lease term.

(h) Impairment of Assets

Non-Financial Assets

Property, Plant and Equipment and Exploration and Evaluation assets are reviewed quarterly to assess whether there is any indication of impairment. Goodwill is tested for impairment annually. Exploration and Evaluation assets are also tested for impairment immediately prior to being transferred to Property, Plant and Equipment.

If any indication of impairment exists, an estimate of the asset’s recoverable amount is calculated as the higher of the fair value less costs of disposal and value-in-use. In determining fair value less costs of disposal, recent market transactions are considered, if available. In the absence of such transactions, an appropriate valuation model is used. Value-in-use is assessed using the present value of the expected future cash flows of the relevant asset. If the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets, the asset is tested as part of a cash generating unit (CGU), which is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. An impairment loss is the amount by which the carrying amount of the individual asset or CGU exceeds its recoverable amount.

Impairments may be reversed for all CGUs and individual assets, other than goodwill, if there has been a change in the estimates and judgments used to determine the asset’s recoverable amount since the last impairment loss was recognized. If such indication exists, the carrying amount of the CGU or asset is increased to its revised recoverable amount, which cannot exceed the carrying amount that would have been determined, net of depletion, depreciation and amortization, had no impairment been recognized.

Impairments and impairment reversals are recognized within Depreciation, Depletion, Amortization and Impairment.

Financial Assets

At each reporting date, the company assesses the expected credit losses associated with its financial assets measured at amortized cost. Expected credit losses are measured as the difference between the cash flows that are due to the company and the cash flows that the company expects to receive, discounted at the effective interest rate determined at initial recognition. For trade accounts receivables, the company applies the simplified approach permitted by IFRS 9 Financial Instruments, which requires lifetime expected credit losses to be recognized from initial recognition of the receivables. To measure expected credit losses, accounts receivables are grouped based on the number of days the receivables have been outstanding and the internal credit assessments of the customers. Credit risk for longer term receivables is assessed based on an external credit rating of the counterparty.

(i) Provisions

Provisions are recognized for decommissioning and restoration obligations associated with the company’s Exploration and Evaluation assets and Property, Plant and Equipment. Provisions for decommissioning and restoration obligations are measured at the present value of management’s best estimate of the future cash flows required to settle the present obligation, using the credit-adjusted risk-free interest rate. The value of the obligation is added to the carrying amount of the associated asset and amortized over the useful life of the asset. The provision is accreted over time through Financing Expense with actual expenditures charged against the accumulated obligation. Changes in the future cash flow estimates resulting from revisions to the estimated timing or amount of undiscounted cash flows are recognized as a change in the decommissioning and restoration provision and related asset.

(j) Income Taxes

The company follows the liability method of accounting for income taxes whereby deferred income taxes are recorded for the effect of differences between the accounting and income tax basis of an asset or liability. Deferred income tax assets and liabilities are measured using enacted or substantively enacted income tax rates as at the balance sheet date that are anticipated to apply to taxable income in the years in which temporary differences are expected to be recovered or settled. Changes to these balances are recognized in net earnings or in other comprehensive income in the period they occur. Investment tax credits are recorded as a reduction to the related expenditures.

The company recognizes the impact of a tax filing position when it is probable, based on the technical merits, that the position will be sustained upon audit. If it is determined a tax filing position is not considered probable, the company assesses the possible outcomes and their associated probabilities and records a tax provision based on the best estimate of the amount of tax payable.

(k) Pensions and Other Post Retirement Benefits

The company sponsors defined benefit pension plans, defined contribution pension plans and other post-retirement benefits.

The cost of pension benefits earned by employees in the defined contribution pension plan is expensed as incurred. The cost of defined benefit pension plans and other post-retirement benefits are actuarially determined using the projected unit credit method based on present pay levels and management’s best estimates of demographic and financial assumptions.

The net liability or asset recognized on the balance sheet is the present value of the defined benefit obligations less the fair value of plan assets and are presented in Other Long-term Liabilities or Other Assets.

Pension benefits earned during the current year are recorded in Operating, Selling and General expense. Interest costs on the net unfunded obligation are recorded in Financing Expense. Any actuarial gains or losses related to the plan assets and the defined benefit obligation, as well as the change in the asset ceiling and any minimum liability, are recognized immediately through other comprehensive income and transferred directly to retained earnings.


76 Annual Report 2025 Suncor Energy Inc.

(l) Emissions Obligations and Rights

Emissions rights and credits that are purchased are measured at the lower of historical cost or net realizable value. Credits received from government grants, including those received from blending activities, are recorded at a nominal amount.

Emissions obligations are measured at the best estimate of the expenditure required to settle the obligation at the reporting date and are expensed in Purchases of Crude Oil and Products or Operating, Selling and General expense.

Emission rights and obligations are presented net in other assets or liabilities and are derecognized upon settling the liability with the respective regulator.

(m) Leases

The company has elected not to recognize right-of-use assets and lease liabilities for leases with a term of twelve months or less. The lease payments are recognized as an expense when incurred over the lease term. For leases that are longer than one year, the lease liability is initially measured at the present value of the future lease payments, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company’s incremental borrowing rate. Lease payments include fixed payments, as well as variable payments that are based on an index or rate.

The lease liability is remeasured when there is a change in future lease payments arising from a change in lease term, index or rate, or the company’s estimate of the amount expected to be payable under a residual value guarantee, or if the company changes its assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

Right-of-use assets are presented within Property, Plant and Equipment.

Significant and Other Accounting Estimates and Judgments

The preparation of financial statements in accordance with IFRS requires management to make estimates and judgments that affect reported assets, liabilities, revenues, expenses, gains, losses and disclosures of contingencies. These estimates and judgments are subject to change based on experience and new information.

Oil and Gas Reserves

The company’s estimate of oil and gas reserves is considered in the measurement of depletion, depreciation, impairment, decommissioning and restoration obligations and business combinations. The estimation of proved and probable reserves is an inherently complex process and involves professional judgment. All reserves have been evaluated at December 31, 2025, by independent qualified reserves evaluators. Oil and gas reserves estimates are based on a range of geological, technical and economic factors, including projected future rates of production, projected future commodity prices, engineering data, and the timing and amount of future expenditures, all of which are subject to uncertainty. Estimates reflect market and regulatory conditions existing at December 31, 2025, which could differ significantly from future periods.

Exploration and Evaluation Costs

Certain exploration and evaluation costs are initially capitalized with the intent to establish commercially viable reserves. The company is required to make judgments about future events and circumstances and applies estimates to assess the economic viability of extracting the underlying resources. The costs are subject to technical, commercial and management review to confirm the continued intent to develop the project. The level of drilling success or changes to project economics, resource quantities, expected production techniques, production costs and required capital expenditures are important judgments when making this determination. Management uses judgment to determine when these costs are reclassified to Property, Plant and Equipment based on several factors, including the existence of reserves, appropriate approvals from regulatory bodies, joint arrangement partners and the company’s internal project approval process.

Determination of Cash Generating Units (CGUs)

A CGU is the lowest grouping of integrated assets that generates identifiable cash inflows that are largely independent of the cash inflows of other assets or groups of assets. The allocation of assets into CGUs requires significant judgment and interpretations with respect to the integration between assets, the existence of active markets, similar exposure to market risks, shared infrastructure and the way in which management monitors the operations.

Asset Impairment

Management applies judgment in assessing the existence of impairment and impairment reversal indicators based on various internal and external factors, such as significant increases or decreases in forecasted production volumes, commodity prices, capital expenditures and operating costs, and impacts of energy transition.

The recoverable amount of CGUs and individual assets is determined based on the higher of fair value less costs of disposal or value-in-use calculations. The key estimates the company applies to determine the recoverable amount normally include estimated future commodity prices, discount rates, expected production volumes, future operating costs, including greenhouse gas (GHG) costs and development costs, income taxes and refining margins. In determining the recoverable amount, management may also be required to make judgments regarding the likelihood of occurrence of a future event. Changes to these estimates and judgments will affect the recoverable amounts of CGUs and individual assets and may then require a material adjustment to their related carrying value.


Annual Report 2025 Suncor Energy Inc. 77

Notes to the Consolidated Financial Statements Decommissioning and Restoration Costs

For decommissioning and restoration provisions, management applies judgment in assessing the future regulatory requirements, the existence and extent as well as the expected method of reclamation of the company’s decommissioning and restoration obligations at the end of each reporting period. Management also uses judgment to determine whether the nature of the activities performed is related to decommissioning and restoration activities or normal operating activities.

Actual costs are uncertain, and estimates may vary as a result of changes to relevant laws and regulations, the emergence of new technology, operating experience, prices and closure plans. The estimated timing of future decommissioning and restoration may change due to certain factors, including reserves life. Changes to estimates related to future expected costs, discount rates, inflation assumptions and timing may have a material impact on the amounts presented. Payments to settle the decommissioning and restoration provisions are aligned with the estimated life of the underlying asset, with energy transition considerations discussed below.

Climate Change

Climate change, global energy demand, and the transition to a low-emissions economy were considered in preparing these consolidated financial statements. These factors primarily affect assumptions for commodity prices, asset valuation, reserves estimates, and the timing of reclamation activities. They may also influence future assets and liabilities. Suncor incorporates estimated GHG emissions costs into its operational planning and project evaluations, and these estimates are continuously monitored and updated as required.

Tariffs

The government of the United States of America has continued to either implement or propose tariffs on various Canadian products. The company is closely monitoring these developments and will continue to assess the impacts of such tariffs and measures. To date, the implemented and proposed tariff changes have not had a material impact to the company’s input costs. The impact of potential future tariffs on the company’s financial results is subject to significant uncertainty, as such the impact cannot be quantified at this time.

Employee Future Benefits

The company provides benefits to employees, including pensions and other post-retirement benefits. The cost of defined benefit pension plans and other post-retirement benefits received by employees is estimated based on actuarial valuation methods that require professional judgment. Estimates typically used in determining these amounts include, as applicable, rates of employee turnover, future claim costs, discount rates, future salary and benefit levels, the return on plan assets, mortality rates and future medical costs. Changes to these estimates may have a material impact on the amounts presented.

New IFRS Standards

Recently Announced Accounting Pronouncements

The standards, amendments and interpretations that are issued, but not yet effective up to the date of authorization of the company’s consolidated financial statements, and that may have an impact on the disclosures and financial position of the company, are disclosed below. The company intends to adopt these standards, amendments and interpretations when they become effective.

In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements which will replace IAS 1 Presentation of Financial Statements. The new standard introduces two new mandatory subtotals and defined categories of income and expenses in the consolidated statements of comprehensive income, along with enhanced requirements for the grouping of information in the consolidated financial statements. Management-defined performance measures will also be required to be disclosed within the notes to the consolidated financial statements.

As a result of the new standards and other amendments, a new operating profit subtotal is required under IFRS 18, to be used as the starting point for determining cash flows provided by operating activities under the indirect method. The new standard and amendments are effective for annual periods beginning on or after January 1, 2027, and will be applied retrospectively, with certain transition provisions. The company is currently evaluating the impact of adopting IFRS 18 and other amendments on the consolidated financial statements.

In May 2024, the IASB issued amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures to clarify the date of recognition and derecognition of some financial assets and liabilities, with a new exception for some financial liabilities settled using an electronic payment system. The amendments are effective January 1, 2026, with early adoption permitted. The company does not anticipate any significant impact from these amendments on the consolidated financial statements as a result of the initial application.


78 Annual Report 2025 Suncor Energy Inc.

6. Segmented Information

The company’s operating segments are reported based on the nature of their products and services and management responsibility as follows:

●	Oil Sands includes the company’s operations in Northern Alberta to explore, develop and produce bitumen, synthetic crude oil and related products from mining and in situ operations. This segment includes Oil Sands operations (Base Mine and In Situ) and Fort Hills and the company’s joint interest in Syncrude.
●	Exploration and Production (E&P) includes offshore activity in East Coast Canada, with interests in the Terra Nova, White Rose, Hibernia and Hebron oilfields. International onshore assets include the company’s working interests in Libya.
---	---
●	Refining and Marketing includes the refining of crude oil products, and the distribution, marketing and transportation of refined and petrochemical products, and other purchased products through the retail and wholesale networks located in Canada and the United States (U.S.). The segment also includes trading of crude oil, refined products, natural gas and power.
---	---

The company reports energy trading and risk management activities in each respective segment.

The company also reports activities not directly attributable to an operating segment under Corporate and Eliminations. Corporate activities include Suncor’s debt and borrowing costs and expenses not allocated to the company’s businesses.


				Exploration			Refining and			Corporate and
For the years ended December 31	Oil Sands			and Production			Marketing			Eliminations			Total
($ millions)	2025	2024		2025	2024		2025	2024		2025	2024		2025		2024
Revenues and Other Income
Gross revenues	19 298	20 818	****	2 509	2 798	****	30 569	31 266	****	1	(1)	****	52 377		54 881
Intersegment revenues	8 026	8 442	****	—	—	****	102	75	****	(8 128)	(8 517)	****	—		—
Less: Royalties	(2 911)	(3 645)	****	(558)	(547)	****	—	—	****	—	—	****	(3 469)		(4 192)
Operating revenues, net of royalties	24 413	25 615	****	1 951	2 251	****	30 671	31 341	****	(8 127)	(8 518)	****	48 908		50 689
Other income (loss)	223	176	****	(6)	16	****	56	255	****	129	(2)	****	402		445
	24 636	25 791	****	1 945	2 267	****	30 727	31 596	****	(7 998)	(8 520)	****	49 310		51 134
Expenses			****			****			****			****
Purchases of crude oil and products	2 570	2 559	****	—	—	****	23 756	24 915	****	(8 273)	(8 359)	****	18 053		19 115
Operating, selling and general	9 625	9 428	****	521	524	****	2 439	2 466	****	663	641	****	13 248		13 059
Transportation and distribution	1 310	1 225	****	118	89	****	570	566	****	(37)	(38)	****	1 961		1 842
Depreciation, depletion and amortization	5 047	5 134	****	649	707	****	1 082	996	****	138	117	****	6 916		6 954
Exploration	104	86	****	55	6	****	—	—	****	—	—	****	159		92
Gain on disposal of assets	(36)	(15)	****	—	—	****	(19)	(8)	****	—	(2)	****	(55)		(25)
Financing expenses	739	767	****	76	74	****	77	65	****	188	1 004	****	1 080		1 910
	19 359	19 184	****	1 419	1 400	****	27 905	29 000	****	(7 321)	(6 637)	****	41 362		42 947
Earnings (Loss) before Income Taxes	5 277	6 607	****	526	867	****	2 822	2 596	****	(677)	(1 883)	****	7 948		8 187
Income Tax Expense (Recovery)			****			****			****			****
Current	—	—	****	—	—	****	—	—	****	—	—	****	1 940		2 465
Deferred	—	—	****	—	—	****	—	—	****	—	—		90	****	(294)
	—	—	****	—	—	****	—	—	****	—	—	****	2 030		2 171
Net Earnings	—	—	****	—	—	****	—	—	****	—	—	****	5 918		6 016
Capital Expenditures	3 869	4 340	****	797	907	****	1 148	1 190	****	42	46	****	5 856		6 483


Annual Report 2025 Suncor Energy Inc. 79

Notes to the Consolidated Financial Statements Disaggregation of Revenue from Contracts with Customers and Intersegment Revenue

The company’s revenues are from the following major commodities and geographical regions:


For the years ended December 31	2025			2024
($ millions)	North America	International	Total	North America	International	Total
Oil Sands
Synthetic crude oil and diesel	17 803	—	17 803	19 336	—	19 336
Bitumen	9 521	—	9 521	9 924	—	9 924
	27 324	—	27 324	29 260	—	29 260
Exploration and Production
Crude oil and natural gas liquids	2 018	491	2 509	2 127	671	2 798
	2 018	491	2 509	2 127	671	2 798
Refining and Marketing
Gasoline	13 208	—	13 208	13 357	—	13 357
Distillate	14 886	—	14 886	15 181	—	15 181
Other	2 577	—	2 577	2 803	—	2 803
	30 671	—	30 671	31 341	—	31 341
Corporate and Eliminations
	(8 127)	—	(8 127)	(8 518)	—	(8 518)
Total Gross Revenue from Contracts with Customers	51 886	491	52 377	54 210	671	54 881

Geographical Information

Operating revenues, net of royalties and assets are attributed based on the geographic location of the assets.

Operating Revenues, net of Royalties


($ millions)	2025	2024
Canada	42 295	42 639
United States	6 342	7 650
Other foreign	271	400
	48 908	50 689

Non-Current Assets^(1)^


		December 31	December 31
($ millions)		2025	2024
Canada	****	73 423	72 820
United States	****	2 059	2 344
Other foreign	****	120	152
	****	75 602	75 316

(1)	Excludes deferred income tax assets.


80 Annual Report 2025 Suncor Energy Inc.

7. Other Income

Other income consists of the following:


($ millions)		2025	2024
Risk management and energy trading		84	236
Investment and interest income^(1)^		192	107
Insurance proceeds and other^(2)^		126	102
		402	445

(1)	2025 includes $66 million provision reversal on an equity investment and $95 million write-down of an equity investment, both within the Corporate segment, and a $41 million write-down of an equity investment, within the Refining and Marketing segment. 2024 includes $212 million of impairment on equity investments, within the Corporate segment.
(2)	2024 includes $84 million of insurance proceeds related to the Commerce City refinery, within the Refining and Marketing segment.
---	---

Operating, Selling and General Expense

Operating, Selling and General expense consists of the following:


($ millions)	2025	2024
Employee and contract service costs	8 831	8 821
Materials and equipment	2 265	2 244
Commodities	1 820	1 578
Travel, marketing and other	332	416
	13 248	13 059

Financing Expenses

Financing expenses consist of the following:


($ millions)	2025	2024
Interest on debt	628	684
Interest on lease liabilities	268	256
Capitalized interest at 5.8% (2024 – 5.8%)	(198)	(317)
Interest expense	698	623
Interest on partnership liability	45	47
Interest on pension and other post-retirement benefits	(3)	24
Accretion	576	592
Foreign exchange (gain) loss on U.S. dollar denominated debt and leases	(403)	714
Operational foreign exchange and other	167	(260)
Loss on extinguishment of long-term debt	—	170
	1 080	1 910


Annual Report 2025 Suncor Energy Inc. 81

Notes to the Consolidated Financial Statements 10. Income Taxes

Income Tax Expense (Recovery)


($ millions)	2025	2024
Current:
Current year	2 046	2 581
Adjustments in respect of current income tax of prior years	(106)	(116)
Deferred:
Origination and reversal of temporary differences	(33)	(477)
Adjustments in respect of deferred income tax of prior years	160	128
Changes in tax rates and legislation	—	26
Movement in unrecognized deferred income tax assets	(37)	29
Total income tax expense	2 030	2 171

Reconciliation of Effective Tax Rate

The provision for income taxes reflects an effective tax rate that differs from the statutory tax rate. A reconciliation of the difference is as follows:


($ millions)		2025	2024
Earnings before income tax		7 948	8 187
Canadian statutory tax rate		23.88%	23.85%
Statutory tax		1 898	1 953
Add (deduct) the tax effect of:
Non-taxable component of capital (gains) losses		(49)	116
Share-based compensation and other permanent items		58	29
Assessments and adjustments		65	(123)
Impact of income tax rates and legislative changes		—	27
Foreign tax rate differential		91	146
Movement in unrecognized deferred income tax assets		(37)	29
Other		4	(6)
Total income tax expense		2 030	2 171
Effective tax rate		25.5%	26.5%


82 Annual Report 2025 Suncor Energy Inc.

Deferred Income Tax Balances

The significant components of the company’s deferred income tax (assets) liabilities and deferred income tax expense (recovery) are comprised of the following:


		Deferred Income Tax Expense			Deferred Income Tax Liability
		(Recovery)			(Asset)
					December 31		December 31
($ millions)		2025		2024	2025		2024
Property, plant and equipment		(166)		(53)	10 947		11 043
Decommissioning and restoration provision		20		(23)	(2 817)		(2 766)
Employee retirement benefit plans		(35)		(72)	(12)		(163)
Tax loss carry-forwards		105		(104)	(8)		(114)
Other		166		(42)	(30)		(183)
Net deferred income tax expense / (recovery) and liability		90		(294)	8 080		7 817

Change in Deferred Income Tax Balances


($ millions)	2025	2024
Net deferred income tax liability, beginning of year	7 817	7 916
Recognized in deferred income tax expense / (recovery)	90	(294)
Recognized in other comprehensive income	187	186
Foreign exchange, acquisition, disposition and other	(14)	9
Net deferred income tax liability, end of year	8 080	7 817

Deferred Tax in Shareholders’ Equity


($ millions)	2025	2024
Deferred Tax in Other Comprehensive Income
Actuarial gain on employment retirement benefit plans	187	186
Total income tax expense reported in equity	187	186

Deferred income tax assets are recognized for tax loss carry-forwards to the extent that the realization of the related tax benefit is probable based on estimated future earnings. Suncor has not recognized a $89 million (2024 – $119 million) deferred income tax asset on $749 million (2024 – $1.0 billion) of capital losses related to unrealized foreign exchange on U.S. dollar denominated debt, which can only be utilized against future capital gains.

No deferred tax liability has been recognized at December 31, 2025, on unremitted net earnings of foreign subsidiaries, as the company is able to control the timing and amount of distributions and is not expected to incur any taxes associated with future distributions.


Annual Report 2025 Suncor Energy Inc. 83

Notes to the Consolidated Financial Statements 11. Earnings per Common Share


($ millions)		2025	2024
Net earnings		5 918	6 016

(millions of common shares)
Weighted average number of common shares		1 219	1 274
Dilutive securities:
Effect of share options		1	2
Weighted average number of diluted common shares		1 220	1 276

(dollars per common share)
Basic and diluted earnings per share		4.85	4.72

12. Cash and Cash Equivalents


	December 31	December 31
( millions)	2025	2024
Cash	3 581	3 141
Cash equivalents	69	343
	3 650	3 484

All values are in US Dollars.

13. Supplemental Cash Flow Information

The (increase) decrease in non-cash working capital is comprised of:


($ millions)	2025	2024
Accounts receivable	378	1 330
Inventories	(143)	423
Accounts payable and accrued liabilities	(603)	51
Current portion of provisions	64	(132)
Income taxes payable (net)	99	454
	(205)	2 126
Relating to:
Operating activities	(2)	2 114
Investing activities	(203)	12
	(205)	2 126


84 Annual Report 2025 Suncor Energy Inc.

Reconciliation of movements of liabilities to cash flows arising from financing activities:


		Current Portion		Current Portion
	Short-Term	of Long-Term	Long-Term	of Long-Term	Long-Term	Partnership	Dividends
($ millions)	Debt	Lease Liabilities	Lease Liabilities	Debt	Debt	Liability	Payable
At December 31, 2023	494	348	3 478	—	11 087	398	—
Changes from financing cash flows:
Net issuance of commercial paper	(503)	—	—	—	—	—	—
Repayment of long-term debt	—	—	—	—	(1 566)	—	—
Loss on extinguishment of long-term debt	—	—	—	—	170	—	—
Realized foreign exchange losses	7	—	—	—	289	—	—
Dividends paid on common shares	—	—	—	—	—	—	(2 803)
Lease liability payments	—	(471)	—	—	—	—	—
Distributions to non-controlling interest	—	—	—	—	—	(16)	—
Other	—	—	—	—	2	—	—
Non-cash changes:
Dividends declared on common shares	—	—	—	—	—	—	2 803
Unrealized foreign exchange gains	2	4	49	—	363	—	—
Reclassification of long-term debt	—	—	—	997	(997)	—	—
Lease derecognition	—	—	(27)	—	—	—	—
Reclassification of lease obligations	—	718	(718)	—	—	—	—
New lease liabilities	—	—	963	—	—	—	—
At December 31, 2024	—	599	3 745	997	9 348	382	—
Changes from financing cash flows:
Repayment of long-term debt	—	—	—	(1 000)	—	—	—
Issuance of long-term debt	—	—	—	—	996	—	—
Dividends paid on common shares	—	—	—	—	—	—	(2 809)
Lease liability payments	—	(690)	—	—	—	—	—
Distributions to non-controlling interest	—	—	—	—	—	(17)	—
Other	—	—	—	—	(1)	—	—
Non-cash changes:
Dividends declared on common shares	—	—	—	—	—	—	2 809
Unrealized foreign exchange (gains) losses	—	—	(50)	94	(447)	—	—
Reclassification of long-term debt	—	—	—	882	(882)	—	—
Lease derecognition	—	—	(10)	—	—	—	—
Reclassification of lease obligations	—	729	(729)	—	—	—	—
New lease liabilities	—	—	923	—	—	—	—
At December 31, 2025	—	638	3 879	973	9 014	365	—

14. Inventories


	December 31	December 31
( millions)	2025	2024
Crude oil(1)	1 923	2 015
Refined products	2 133	1 984
Materials, supplies and merchandise	1 065	1 042
	5 121	5 041

All values are in US Dollars.

(1)	Includes $303 million of inventories held for trading purposes (2024 – $336 million), which are measured at fair value less costs to sell based on Level 1 and Level 2 fair value inputs.

During 2025, produced and purchased inventories of $36.1 billion (2024 – $37.1 billion) were recorded as an expense.


Annual Report 2025 Suncor Energy Inc. 85

Notes to the Consolidated Financial Statements 15. Property, Plant and Equipment


	Oil and Gas		Plant and
( millions)	Properties		Equipment		Total
Cost
At December 31, 2023	41 101		84 481		125 582
Additions	864		6 612		7 476
Transfers	(10)		10		—
Changes in decommissioning and restoration	107		109		216
Disposals and derecognition	(10)		(363)		(373)
Foreign exchange adjustments	344		342		686
At December 31, 2024	42 396		91 191		133 587
Additions	1 104		5 623		6 727
Changes in decommissioning and restoration	147		122		269
Disposals and derecognition	(339)		(582)		(921)
Foreign exchange adjustments	(181)		(210)		(391)
At December 31, 2025	43 127	****	96 144	****	139 271
Accumulated provision
At December 31, 2023	(23 311)		(34 621)		(57 932)
Depreciation, depletion and amortization	(2 015)		(4 875)		(6 890)
Disposals and derecognition	8		239		247
Foreign exchange adjustments	(318)		(182)		(500)
At December 31, 2024	(25 636)		(39 439)		(65 075)
Depreciation, depletion and amortization	(1 623)		(5 121)		(6 744)
Disposals and derecognition	286		446		732
Foreign exchange adjustments	156		88		244
At December 31, 2025	(26 817)	****	(44 026)	****	(70 843)
Net property, plant and equipment
December 31, 2024	16 760		51 752		68 512
December 31, 2025	16 310		52 118		68 428

All values are in US Dollars.


	December 31, 2025			December 31, 2024
		Accumulated	Net Book		Accumulated	Net Book
($ millions)	Cost	Provision	Value	Cost	Provision	Value
Oil Sands	98 272	(47 186)	51 086	94 509	(42 601)	51 908
Exploration and Production	18 905	(12 974)	5 931	18 424	(12 771)	5 653
Refining and Marketing	20 822	(10 057)	10 765	19 524	(9 136)	10 388
Corporate and Eliminations	1 272	(626)	646	1 130	(567)	563
	139 271	(70 843)	68 428	133 587	(65 075)	68 512

At December 31, 2025, the balance of assets under construction and not subject to depreciation or depletion was $5.6 billion (December 31, 2024 – $6.8 billion).


86 Annual Report 2025 Suncor Energy Inc.

16. Leases

Right-of-use Assets:

Right-of-use assets are presented within Property, Plant and Equipment.

ROU assets by asset class:


		Plant and
($ millions)		Equipment
Cost
At December 31, 2023		5 206
Additions and adjustments		963
Disposals		(54)
Foreign exchange		28
At December 31, 2024		6 143
Additions and adjustments		923
Disposals		(50)
Foreign exchange		(18)
At December 31, 2025		6 998
Accumulated provision
At December 31, 2023		(1 538)
Depreciation		(444)
Disposals		32
Foreign exchange		(15)
At December 31, 2024		(1 965)
Depreciation		(661)
Disposals		19
Foreign exchange		7
At December 31, 2025		(2 600)
Net ROU assets
At December 31, 2024		4 178
At December 31, 2025		4 398

Lease Liabilities:


		December 31	December 31
($ millions)		2025	2024
Total lease liabilities^(1)(2)^		4 517	4 344
Current portion of long-term lease liabilities		(638)	(599)
Long-term lease liabilities		3 879	3 745
(1)	Lease liabilities include $286 million related to pipelines transporting crude to market using third parties.
---	---
(2)	Interest rates range from 1.4% to 13.4% and maturity dates from 2026 to 2065.
---	---

Other lease-related items recognized in the Consolidated Statements of Comprehensive Income:

There were no leases with residual value guarantees. For the year ended December 31, 2025, total cash outflow for leases was $690 million in lease liability payments and $268 million in interest expense on leases liabilities (2024 – $471 million and $256 million, respectively).


Annual Report 2025 Suncor Energy Inc. 87

Notes to the Consolidated Financial Statements 17. Exploration and Evaluation Assets


	December 31	December 31
($ millions)	2025	2024
Beginning of year	1 742	1 758
Disposals and derecognition	—	(16)
End of year	1 742	1 742

18. Other Assets


		December 31	December 31
($ millions)		2025	2024
Investments^(1)^		337	347
Long-term third party receivable^(1)^		410	513
Pensions (note 22)		1 121	617
Other^(1)^		109	82
		1 977	1 559
(1)	Prior period amounts have been reclassified to align with current period presentation of Investments, Long-term third party receivable and Other.
---	---

19. Goodwill and Other Intangible Assets


				Refining and		Digital
		Oil Sands		Marketing		Applications
($ millions)		Goodwill		Goodwill		and Other		Total
At December 31, 2023	****	2 752		140		636		3 528
Additions	****	—		—		55		55
Amortization	****	—		—		(80)		(80)
At December 31, 2024	****	2 752		140		611		3 503
Additions	****	—		—		43		43
Amortization	****	—		—		(91)		(91)
At December 31, 2025	****	2 752	****	140	****	563	****	3 455

The company performed a goodwill impairment test at December 31, 2025 on the CGUs in the Oil Sands and Refining and Marketing segments. Recoverable amounts were based on fair value less costs of disposal calculated using the present value of expected future cash flows.

For the Oil Sands segment the cash flow forecasts are based on past experience, historical trends, third-party evaluations of the company’s reserves and resources to estimate production profiles and volumes, and estimates of operating costs and capital expenditures. These also reflect current market assessments of key assumptions, including GHG costs, long-term forecasts of commodity prices, inflation rates, foreign exchange rates and discount rates (Level 3 fair value inputs note 26). The future cash flow estimates are discounted using an after-tax risk-adjusted rate of 7.8% (2024 – 7.8%). The company based its cash flow projections on a period ranging from up to 50 years, using a West Texas Intermediate price of US$62.00/bbl in 2026, US$66.30/bbl in 2027, US$67.63/bbl in 2028 and escalating at an average of 2% thereafter, adjusted for applicable quality and location differentials.

For the Refining and Marketing segment, the discounted cash flow forecasts are based on historical results adjusted for current production plans and business environment forecasts.


88 Annual Report 2025 Suncor Energy Inc.

20. Debt and Credit Facilities

Debt and credit facilities are comprised of the following:

Long-Term Debt


	December 31	December 31
( millions)	2025	2024
Fixed-term debt(1)(2)
5.60% Series 9 Medium Term Notes, due 2025	—	1 000
7.875% Debentures, due 2026 (US275)	377	396
3.00% Series 5 Medium Term Notes, due 2026	96	96
5.40% Series 10 Medium Term Notes, due 2026	500	500
8.20% Notes, due 2027 (US43)	59	62
2.95% Series 11 Medium Term Notes, due 2027	500	—
7.00% Debentures, due 2028 (US250)	343	360
3.10% Series 6 Medium Term Notes, due 2029	65	65
5.00% Series 7 Medium Term Notes, due 2030	154	154
3.55% Series 12 Medium Term Notes, due 2030	500	—
7.15% Notes, due 2032 (US500)	686	720
5.35% Notes, due 2033 (US91)	123	130
5.95% Notes, due 2034 (US500)	686	720
5.95% Notes, due 2035 (US178)	243	257
5.39% Series 4 Medium Term Notes, due 2037	279	279
6.80% Notes, due 2038 (US621)	852	895
6.50% Notes, due 2038 (US476)	652	685
6.85% Notes, due 2039 (US750)	1 029	1 080
6.00% Notes, due 2042 (US32)	43	46
4.34% Series 5 Medium Term Notes, due 2046	300	300
4.00% Notes, due 2047 (US750)	1 029	1 080
3.95% Series 8 Medium Term Notes, due 2051	500	500
3.75% Notes, due 2051 (US750)	1 029	1 080
Total unsecured long-term debt	10 045	10 405
Deferred financing costs	(58)	(60)
	9 987	10 345
Current portion of long-term debt	(973)	(997)
Total long-term debt	9 014	9 348

All values are in US Dollars.

(1)	Prior period amounts have been reclassified to align with current period presentation of total unsecured long-term debt.
(2)	Certain securities are redeemable at the option of the company.
---	---

In the fourth quarter of 2025, the company extended the maturity of its syndicated credit facilities from October 2027 and October 2028, to December 2028 and December 2029, respectively.

In the fourth quarter of 2025, the company issued $1.0 billion in aggregate principal of senior unsecured notes, consisting of $500 million principal amount of Series 11 Medium Term Notes due on November 14, 2027, having a coupon of 2.95% and $500 million principal amount of Series 12 Medium Term Notes due on November 14, 2030, having a coupon of 3.55%. Debt issuance costs were $4 million and were netted against the carrying amount of the debt and amortized using the effective interest method. Net proceeds were utilized to repay the 5.60% Series 9 Medium Term Notes, due 2025, with a principal amount of $1 billion.

In the fourth quarter of 2024, the company extended the maturity of its syndicated credit facilities from June 2026 to October 2027 and October 2028.

In the fourth quarter of 2024, the company executed a debt tender offer pursuant to which it repaid $1.1 billion CAD equivalent aggregate principal amount of debt above par plus accrued and unpaid interest of $24 million. As a result of the extinguishment, the company incurred


Annual Report 2025 Suncor Energy Inc. 89

Notes to the Consolidated Financial Statements charges of $168 million related to accelerated amortization of debt issuance fees. This resulted in a total loss on extinguishment of long-term debt of $144 million ($111 million after tax). The general terms of the notes that were extinguished are as follows:

●	3.00% Series 5 Medium Term Notes, due 2026, with a principal amount of $115 million (partial repayment of $20 million);
●	3.10% Series 6 Medium Term Notes, due 2029, with a principal amount of $79 million (partial repayment of $13 million);
---	---
●	5.35% Notes, due 2033, with a principal amount of US$118 million (partial repayment of US$28 million);
---	---
●	5.95% Notes, due 2035, with a principal amount of US$199 million (partial repayment of US$22 million);
---	---
●	6.50% Notes, due 2038, with a principal amount of US$954 million (partial repayment of US$479 million); and
---	---
●	6.80% Notes, due 2038, with a principal amount of US$881 million (partial repayment of US$260 million).
---	---

In the third quarter of 2024, the company completed two partial redemptions, resulting in a debt extinguishment loss of $26 million ($23 million after tax). The general terms of the notes that were extinguished are as follows:

●	6.50% Notes, due 2038, with a principal amount of US$1.15 billion (partial repayment of US$196 million); and
●	6.80% Notes, due 2038, with a principal amount of US$900.0 million (partial repayment of US$19 million).
---	---

Scheduled Debt Repayments

Scheduled principal repayments for long-term debt are as follows:


($ millions)		Repayment
2026		973
2027		559
2028		343
2029		65
2030		654
Thereafter		7 451
		10 045

Credit Facilities

A summary of available and unutilized credit facilities is as follows:


($ millions)		2025
Fully revolving and expiring in 2029		2 750
Fully revolving and expiring in 2028		2 469
Can be terminated at any time at the option of the lenders		1 070
Total credit facilities		6 289
Credit facilities supporting standby letters of credit		(725)
Total unutilized credit facilities^(1)^		5 564

(1)Available credit facilities for liquidity purposes at December 31, 2025 decreased to $5.219 billion, compared to $5.475 billion at December 31, 2024.


90 Annual Report 2025 Suncor Energy Inc.

21. Other Long-Term Liabilities


	December 31	December 31
( millions)	2025	2024
Pensions and other post-retirement benefits (note 22)	516	508
Share-based compensation plans (note 25)	328	334
Partnership liability (note 26)(1)	365	382
Emissions obligations	131	202
Other(2)	76	76
	1 416	1 502

All values are in US Dollars.

(1)	The company paid $62 million in 2025 (2024 – $63 million) in distributions to the partners of the East Tank Farm Development, of which $45 million (2024 – $47 million) was allocated to interest expense and $17 million (2024 – $16 million) to the principal.
(2)	Prior period amounts have been reclassified to align with current period presentation of Other.
---	---

22. Pensions and Other Post-Retirement Benefits

The company’s defined benefit pension plans provide pension benefits at retirement based on years of service and final average earnings (if applicable). These obligations are met through funded registered retirement plans and through unregistered supplementary pensions that are funded through retirement compensation arrangements, and/or paid directly to recipients. The company’s contributions to the funded plans are deposited with independent trustees who act as custodians of the plans’ assets, as well as the disbursing agents of the benefits to recipients. Plan assets are managed by a pension committee on behalf of beneficiaries. The committee retains independent managers and advisors.

Asset-liability matching studies are performed by a third-party consultant to set the asset mix by quantifying the risk-and-return characteristics of possible asset mix strategies. Investment and contribution policies are integrated within this study, and areas of focus include asset mix as well as interest rate sensitivity.

Funding of the registered retirement plans complies with applicable regulations that require actuarial valuations of the pension funds at least once every three years in Canada, and every year in the United States and Germany. The most recent valuations for the registered Canadian plans were performed as at December 31, 2024. The company uses a measurement date of December 31 to value the plan assets and remeasure the accrued benefit obligation for accounting purposes.

The company’s other post-retirement benefits programs are unfunded and include certain health care, life insurance along with other long-term employee benefits, such as long-term disability benefits provided to retired employees and eligible surviving dependents.

The company reports its share of Syncrude’s defined benefit and defined contribution pension plans and Syncrude’s other post-retirement benefits plan.

The company also provides a number of defined contribution plans, including a U.S. 401(k) savings plan, that provide for an annual contribution of 5% to 11.5% of each participating employee’s pensionable earnings.


Annual Report 2025 Suncor Energy Inc. 91

Notes to the Consolidated Financial Statements Defined Benefit Obligations and Funded Status


			Other
			Post-Retirement
	Pension Benefits		Benefits
($ millions)	2025	2024	2025	2024
Change in benefit obligation
Benefit obligation at beginning of year	6 758	6 607	554	559
Current service costs	170	183	46	13
Plan participants’ contributions	22	77	—	—
Benefits paid	(352)	(382)	(32)	(33)
Interest costs	312	307	26	25
Foreign exchange	(4)	12	(1)	1
Settlements	3	4	—	—
Termination benefits	—	—
Actuarial remeasurement:
Experience loss (gain) arising on plan liabilities	49	17	7	(18)
Actuarial gain arising from changes in demographic assumptions	(61)	(10)	(3)	11
Actuarial gain arising from changes in financial assumptions	(282)	(57)	(18)	(4)
Benefit obligation at end of year	6 615	6 758	579	554

Change in plan assets
Fair value of plan assets at beginning of year	7 385	6 738	—	—
Employer contributions	(109)	(90)	—	—
Plan participants’ contributions	22	77	—	—
Benefits paid	(344)	(370)	—	—
Foreign exchange	(7)	11	—	—
Settlements	2	3	—	—
Administrative costs	(7)	(7)	—	—
Income on plan assets	341	308	—	—
Actuarial remeasurement:
Return on plan assets greater / (less) than discount rate	475	715	—	—
Fair value of plan assets at end of year	7 758	7 385	—	—

Net surplus / (unfunded obligation) at end of year	1 143	627	(579)	(554)

The defined benefit asset (liability) is included as follows in the Consolidated Balance Sheet:


		December 31	December 31
($ millions)		2025	2024
Amounts charged to
Other assets (note 18)		1 121	617
Accounts payable and accrued liabilities		(41)	(36)
Other long-term liabilities (note 21)		(516)	(508)
		564	73

In 2023, the company entered into another contribution holiday for both the defined benefit plans and defined contribution plans, with the company anticipating to resume cash contributions in late 2027.


92 Annual Report 2025 Suncor Energy Inc.

Of the total net surplus as at December 31, 2025, 98% relates to Canadian pension plans and other post-retirement benefits obligation (December 31, 2024 – 98%). The weighted average duration of the defined benefit obligation under the Canadian pension plans and other post-retirement plans is 12.9 years (2024 – 13.8 years).


			Other
			Post-Retirement
	Pension Benefits		Benefits
($ millions)	2025	2024	2025	2024
Analysis of amount charged to earnings:
Current service costs	170	183	46	13
Interest (income) costs	(29)	(1)	26	25
Defined benefit plans expense	141	182	72	38
Defined contribution plans expense	8	8	—	—
Total benefit plans expense charged to earnings	149	190	72	38

Components of defined benefit costs recognized in Other Comprehensive Income:


			Other
			Post-Retirement
	Pension Benefits		Benefits
($ millions)	2025	2024	2025	2024
Actuarial loss (gain) arising from changes in experience	49	17	7	(18)
Actuarial gain arising from changes in demographic assumptions	(61)	(10)	(18)	(4)
Actuarial (gain) loss arising from changes in financial assumptions	(282)	(57)	(3)	11
Return on plan assets (greater) / less than discount rate (excluding amounts included in net interest expense)	(475)	(715)	—	—
Actuarial gain recognized in other comprehensive income	(769)	(765)	(14)	(11)

Actuarial Assumptions

The cost of the defined benefit pension plans and other post-retirement benefits received by employees is actuarially determined using the projected unit credit method of valuation that includes employee service to date and present pay levels, as well as the projection of salaries and service to retirement.

The significant weighted average actuarial assumptions were as follows:


					Other
					Post-Retirement
		Pension Benefits			Benefits
		December 31	December 31		December 31	December 31
(%)		2025	2024		2025	2024
Discount rate		4.90	4.60		4.90	4.60
Rate of compensation increase		3.00	3.00		3.00	3.00
Rate of health care cost increase		–	–	****	5.00	5.00

The discount rate assumption is based on the interest rate on high-quality bonds with maturity terms equivalent to the benefit obligations.

The defined benefit obligation reflects the best estimate of the mortality of plan participants both during and after their employment. The mortality assumption is based on a standard mortality table adjusted for actual experience over the past five years.

Assumed discount rates and health care cost trend rates may have a significant effect on the amounts reported for pensions and other post-retirement benefits obligations for the company’s Canadian plans. A change in these assumptions would have the following effects:


	Pension Benefits
($ millions)	Increase	Decrease
1% change in discount rate
Effect on the aggregate service and interest costs	(11)	13
Effect on the benefit obligations	(718)	897


Annual Report 2025 Suncor Energy Inc. 93

Notes to the Consolidated Financial Statements


	Other
	Post-Retirement
	Benefits
($ millions)	Increase	Decrease
1% change in discount rate
Effect on the benefit obligations	(57)	68
1% change in health care cost
Effect on the aggregate service and interest costs	1	(1)
Effect on the benefit obligations	22	(20)

Plan Assets and Investment Objectives

The company’s long-term investment objective is to secure the defined pension benefits while managing the variability and level of its contributions. The portfolio is rebalanced periodically, as required, to the plans’ target asset allocation as prescribed in the Statement of Investment Policies and Procedures approved by the Board of Directors. Plan assets are restricted to those permitted by legislation, where applicable. Investments are made through pooled, mutual, segregated or exchange traded funds.

The company’s weighted average pension plan asset allocations, based on market values as at December 31, are as follows:


(%)		2025	2024
Equities		45	50
Fixed income		25	28
Real assets		22	20
Private debt and equity		8	2
Total		100	100

Equity securities do not include any direct investments in Suncor shares. The fair value of equity and fixed income securities is based on the trading price of the underlying fund. The fair value of real estate investments is based on independent third-party appraisals.

23. Provisions


		Decommissioning
($ millions)		and Restoration		Royalties		Other		Total
At December 31, 2023		11 931		290		372		12 593
Liabilities incurred		339		78		88		505
Change in discount rate		871		—		—		871
Changes in estimates		(1 007)		1		32		(974)
Liabilities settled		(488)		(89)		(174)		(751)
Accretion		592		—		—		592
Foreign exchange		33		—		20		53
At December 31, 2024		12 271		280		338		12 889
Less: current portion		(436)		(280)		(242)		(958)
		11 835		—		96		11 931
At December 31, 2024	****	12 271		280		338		12 889
Liabilities incurred	****	443		155		10		608
Change in discount rate	****	(401)		—		—		(401)
Changes in estimates	****	231		1		(36)		196
Liabilities settled	****	(505)		(57)		(147)		(709)
Accretion	****	576		—		—		576
Foreign exchange		5		—		—		5
At December 31, 2025		12 620	****	379	****	165	****	13 164
Less: current portion	****	(621)		(379)		(56)		(1 056)
	****	11 999	****	—	****	109	****	12 108


94 Annual Report 2025 Suncor Energy Inc.

Decommissioning and restoration provisions are associated with the retirement of Property, Plant and Equipment and Exploration and Evaluation assets. The total undiscounted and uninflated amount of estimated future cash flows required to settle the obligations at December 31, 2025 was approximately $22.2 billion (December 31, 2024 – $21.5 billion). A weighted average credit-adjusted risk-free interest rate of 5.00% was used to discount the provision recognized at December 31, 2025 (December 31, 2024 – 4.80%). The credit-adjusted risk-free interest rate used reflects the expected time frame of the provisions. Payments to settle the decommissioning and restoration provisions occur on an ongoing basis and will continue beyond the lives of the operating assets, the majority of expenditures are expected to occur in the next 40 years.

Sensitivities

Changes to the discount rate would have the following impact on Decommissioning and Restoration liabilities:


As at December 31		2025	2024
1% Increase		(1 798)	(1 856)
1% Decrease		2 335	2 437

24. Share Capital

Authorized

Common Shares

The company is authorized to issue an unlimited number of common shares without nominal or par value.

Preferred Shares

The company is authorized to issue an unlimited number of senior and junior preferred shares in series, without nominal or par value.

Share Repurchase Programs

Share repurchase activities during the year:


($ millions, except as noted)		2025	2024
Share repurchase activities (thousands of common shares)
Shares repurchased		55 322	55 564
Amounts charged to
Share capital		945	943
Retained earnings		2 080	1 965
Share repurchase cost before tax		3 025	2 908
Retained earnings - share buyback tax		56	48
Share repurchase cost		3 081	2 956
Average repurchase cost per share		54.68	52.33

Under an automatic repurchase plan agreement with an independent broker, the company has recorded the following liability for share repurchases that may take place during its internal blackout period:


	December 31	December 31
($ millions)	2025	2024
Amounts charged to
Share capital	90	104
Retained earnings	229	209
Liability for share purchase commitment	319	313

Dividends Declared

During 2025, the company declared dividends of $2.31 per common share (2024 – $2.22 per common share). On November 4, 2025, the company’s Board of Directors approved and increased a quarterly dividend of $0.60 per common share.


Annual Report 2025 Suncor Energy Inc. 95

Notes to the Consolidated Financial Statements 25. Share-Based Compensation

Share-Based Compensation Expense

Included in the Consolidated Statements of Comprehensive Income within Operating, Selling and General expense are the following share-based compensation amounts:


($ millions)		2025	2024
Equity-settled plans	****	13	13
Cash-settled plans	****	460	497
Total share-based compensation expense	****	473	510

Liability Recognized for Share-Based Compensation

Included in the Consolidated Balance Sheets within accounts payable and accrued liabilities and other long-term liabilities are the following fair value amounts for the company’s cash-settled plans:


		December 31	December 31
($ millions)		2025	2024
Current liability		495	487
Long-term liability (note 21)		328	334
Total Liability	****	823	821

The intrinsic value of the vested awards at December 31, 2025 was $494 million (December 31, 2024 – $497 million).

Stock Option Plans

Suncor grants stock option awards as a form of retention and incentive compensation.

Stock options granted by the company provide the holder with the right to purchase common shares at the market price on the grant date, subject to fulfilling vesting terms. Options granted have a seven-year life, vest annually over a three-year period and are accounted for as equity-settled awards.

The weighted average fair value of options granted during the period and the weighted average assumptions used in their determination are noted below:


		2025		2024
Annual dividend per share (dollars)			2.31		2.22
Risk-free interest rate			2.75%		3.57%
Expected life			4.4 years		4.4 years
Expected volatility			35%		45%
Weighted average fair value per option (dollars)			12.52		13.09

The expected life is based on historical stock option exercise data and current expectations. The expected volatility considers the historical volatility in the price of Suncor’s common shares over a period consistent with the expected life of the options.


96 Annual Report 2025 Suncor Energy Inc.

Stock option plan activities:


	2025		2024
		Weighted		Weighted
		Average		Average
	Number	Exercise Price	Number	Exercise Price
	(thousands)	($)	(thousands)	($)
Outstanding, beginning of year	8 135	40.11	17 036	39.32
Granted	1 231	56.58	1 195	45.91
Exercised as options for common shares	(4 510)	40.08	(9 796)	39.33
Forfeited/expired	(102)	48.22	(300)	43.78
Outstanding, end of year	4 754	44.23	8 135	40.11
Exercisable, end of year	2 577	38.20	5 966	38.66

For the options outstanding at December 31, 2025, the exercise price ranges and weighted average remaining contractual lives are shown below:


	Outstanding			Exercisable
		Weighted
		Average	Weighted		Weighted
		Remaining	Average		Average
	Number	Contractual Life	Exercise	Number	Exercise
Exercise Prices ($)	(thousands)	(years)	Price ($)	(thousands)	Price ($)
22.63-38.55	942	2	30.91	942	30.91
38.56-43.52	970	2	39.28	894	39.31
43.53-45.74	679	4	45.49	422	45.49
45.75-56.43	974	5	46.04	294	46.13
56.44-61.17	1 189	6	56.62	25	56.58
Total	4 754	4	44.23	2 577	38.20

Common shares authorized for issuance by the Board of Directors that remain available for the granting of future options:


(thousands)		2025		2024
		25 302		26 430

Share Unit Plans

Suncor grants share units as a form of retention and incentive compensation. Share unit plans are accounted for as cash-settled awards.

(a) Performance Share Units (PSUs)

A PSU, including climate change PSUs, are a time-vested award entitling employees to receive varying degrees of cash (0% – 200% of the company’s share price at time of vesting) contingent upon Suncor’s total shareholder return (stock price appreciation and dividend income) relative to a peer group of companies. PSUs vest approximately three years after the grant date.

(b) Restricted Share Units (RSUs)

A RSU is a time-vested award entitling employees to receive cash calculated based on an average of the company’s share price leading up to vesting. RSUs vest approximately three years after the grant date.

A DSU is redeemable for cash or a common share for a period of time after a unitholder ceases employment or Board membership. The DSU Plan is limited to executives and members of the Board of Directors. Members of the Board of Directors receive an annual grant of DSUs as part of their compensation and may elect to receive their fees in cash only or in increments of 50% or 100% allocated to DSUs. Executives may elect to receive their annual incentive bonus in cash only or in increments of 25%, 50%, 75% or 100% allocated to DSUs.


Annual Report 2025 Suncor Energy Inc. 97

Notes to the Consolidated Financial Statements The following table presents a summary of the activity related to Suncor’s share unit plans:


(thousands)		PSU		RSU		DSU
Outstanding, December 31, 2023		2 314		26 530		1 169
Granted		616		6 379		138
Redeemed for cash		(824)		(12 570)		(418)
Forfeited/expired		(210)		(870)		—
Outstanding, December 31, 2024		1 896		19 469		889
Granted	****	1 040		5 038		136
Redeemed for cash	****	(1 217)		(7 877)		(211)
Forfeited/expired	****	(48)		(84)		—
Outstanding, December 31, 2025	****	1 671	****	16 546	****	814

26. Financial Instruments and Risk Management

The company’s financial instruments consist of cash and cash equivalents, accounts receivable, derivative contracts, substantially all accounts payable and accrued liabilities, debt, and certain portions of other assets and other long-term liabilities.

Non-Derivative Financial Instruments

The fair values of cash and cash equivalents, accounts receivable, and accounts payable and accrued liabilities approximate their carrying values due to the short-term maturities of those instruments.

The company’s long-term debt and long-term financial liabilities are recorded at amortized cost using the effective interest method. At December 31, 2025, the carrying value of fixed-term debt accounted for under amortized cost was $10.0 billion (December 31, 2024 – $10.3 billion) and the fair value at December 31, 2025 was $9.8 billion (December 31, 2024 – $10.1 billion). The estimated fair value of long-term debt is based on pricing sourced from market data, which is considered a Level 2 fair value input.

Suncor has a partnership with Fort McKay First Nation (FMFN) and Mikisew Cree First Nation (MCFN) where FMFN and MCFN own a combined 49% partnership interest in the East Tank Farm Development. The partnership liability is recorded at amortized cost using the effective interest method. At December 31, 2025, the carrying value of the Partnership liability accounted for under amortized cost was $382 million (December 31, 2024 – $398 million).

Derivative Financial Instruments

(a) Non-Designated Derivative Financial Instruments

The changes in the fair value of non-designated derivatives are as follows:


($ millions)		2025		2024
Fair value outstanding, beginning of year		82		(20)
Changes in fair value recognized in earnings during the year (note 7)		161		114
Contracts realized during the year - (gain)	****	(50)		(12)
Fair value outstanding, end of year	****	193	****	82

(b) Fair Value Hierarchy

To estimate the fair value of derivatives, the company uses quoted market prices when available, or third-party models and valuation methodologies that utilize observable market data. In addition to market information, the company incorporates transaction-specific details that market participants would utilize in a fair value measurement, including the impact of non-performance risk. However, these fair value estimates may not necessarily be indicative of the amounts that could be realized or settled in a current market transaction. The company characterizes inputs used in determining fair value using a hierarchy that prioritizes inputs depending on the degree to which they are observable. The three levels of the fair value hierarchy are as follows:

●	Level 1 consists of instruments with a fair value determined by an unadjusted quoted price in an active market for identical assets or liabilities. An active market is characterized by readily and regularly available quoted prices where the prices are representative of actual and regularly occurring market transactions to assure liquidity.

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98 Annual Report 2025 Suncor Energy Inc.

●

Level 2 consists of instruments with a fair value that is determined by quoted prices in an inactive market, prices with observable inputs, or prices with insignificant non-observable inputs. The fair value of these positions is determined using observable inputs from exchanges, pricing services, third-party independent broker quotes, and published transportation tolls. The observable inputs may be adjusted using certain methods, which include extrapolation over the quoted price term and quotes for comparable assets and liabilities.

●

Level 3 consists of instruments with a fair value that is determined by prices with significant unobservable inputs. As at December 31, 2025, the company does not have any derivative instruments measured at fair value Level 3.

---

In forming estimates, the company utilizes the most observable inputs available for valuation purposes. If a fair value measurement reflects inputs of different levels within the hierarchy, the measurement is categorized based upon the lowest level of input that is significant to the fair value measurement.

The following table presents the company’s derivative financial instrument assets and liabilities measured at fair value for each hierarchy level as at December 31, 2025 and 2024.


($ millions)		Level 1		Level 2		Level 3		Total Fair Value
Accounts receivable		70		83		—		153
Accounts payable		(43)		(28)		—		(71)
Balance at December 31, 2024		27		55		—		82
Accounts receivable	****	212		55		—		267
Accounts payable	****	(38)		(36)		—		(74)
Balance at December 31, 2025	****	174	****	19	****	—	****	193

During the year ended December 31, 2025, there were no transfers between Level 1 and Level 2 fair value measurements.

Offsetting Financial Assets and Liabilities

The company enters into arrangements that allow for offsetting of derivative financial instruments and accounts receivable (payable), which are presented on a net basis on the balance sheet, as shown in the table below as at December 31, 2025 and 2024.

Financial Assets


		Gross
	Gross	Liabilities	Net Amounts
($ millions)	Assets	Offset	Presented
Fair value of derivative assets	5 222	(5 069)	153
Accounts receivable	7 621	(4 632)	2 989
Balance at December 31, 2024	12 843	(9 701)	3 142
Fair value of derivative assets	3 839	(3 572)	267
Accounts receivable	6 891	(4 090)	2 801
Balance at December 31, 2025	10 730	(7 662)	3 068

Financial Liabilities


		Gross
	Gross	Assets	Net Amounts
($ millions)	Liabilities	Offset	Presented
Fair value of derivative liabilities	(5 140)	5 069	(71)
Accounts payable	(7 210)	4 632	(2 578)
Balance at December 31, 2024	(12 350)	9 701	(2 649)
Fair value of derivative liabilities	(3 646)	3 572	(74)
Accounts payable	(6 169)	4 090	(2 079)
Balance at December 31, 2025	(9 815)	7 662	(2 153)

Risk Management

The company is exposed to a number of different risks arising from financial instruments. These risk factors include market risks as well as liquidity risk and credit risk.

A formal governance process, overseen by the Commodity Risk Management Committee (CRMC) under the Board of Directors, monitors limits, ensures policy compliance and reviews risk methodologies.


Annual Report 2025 Suncor Energy Inc. 99

Notes to the Consolidated Financial Statements 1) Market Risk

Market risk is the risk or uncertainty arising from market price movements that could adversely affect the value of the company’s financial assets, liabilities and expected future cash flows.

(a) Commodity Price Risk

Suncor’s financial performance is closely linked to crude oil and refined product prices (including pricing differentials for various product types) and, to a lesser extent, natural gas and electricity prices. The company may reduce its exposure to commodity price risk through various strategies including the use of derivative contracts to limit exposure to fluctuations in crude oil and refined product prices during transportation.

An increase or decrease of US$10/bbl of crude oil as at December 31, 2025, would increase or decrease pre-tax earnings for the company’s outstanding derivative financial instruments by approximately $328 million (2024 – $316 million increase or decrease).

(b) Foreign Currency Exchange Risk

The company is exposed to foreign currency exchange risk on revenues, capital expenditures or financial instruments that are denominated in a currency other than the company’s functional currency (Canadian dollars).

To manage the company’s exposure to foreign exchange rate volatility, the company may periodically enter into foreign exchange rate derivative contracts to fix the foreign exchange rate. As at December 31, 2025, the company had no outstanding foreign exchange derivative contracts.

As crude oil is priced in U.S. dollars, fluctuations in US$/Cdn$ exchange rates may have a significant impact on revenues. This exposure is partially offset through the issuance of U.S. dollar denominated debt. A $0.01 strengthening in the Cdn$ relative to the US$ exchange rate as at December 31, 2025, would increase pre-tax earnings related to the company’s U.S. dollar denominated long-term debt by approximately $100 million (2024 – $105 million).

The company is exposed to interest rate risk as changes in interest rates may affect future cash flows and the fair values of its financial instruments. The primary exposure is related to its revolving-term debt of commercial paper and future debt issuances.

The company’s net earnings are sensitive to changes in interest rates on the floating rate portion of the company’s debt, which are offset by cash balances. To the extent interest expense is not capitalized, if interest rates applicable to floating rate instruments increased by 1%, it is estimated that the company’s pre-tax earnings would increase by approximately $37 million primarily due to a slight increase in cash balances and the reduction in long-term debt (2024 – approximately $35 million increase). This assumes that the amount and mix of fixed and floating rate debt remains unchanged from December 31, 2025.

2) Liquidity Risk

Liquidity risk is the risk that Suncor will not be able to meet its financial obligations when due. The company mitigates this risk by forecasting spending requirements as well as cash flow from operating activities, and maintaining sufficient cash, credit facilities, and debt shelf prospectuses to meet these requirements. The company believes it has sufficient funding through the use of these facilities and access to capital markets to meet its future capital requirements.

Surplus cash is invested into a range of short-dated money market securities. Investments are only permitted in high credit quality government or corporate securities. Diversification of these investments is managed through counterparty credit limits.

The following table shows the timing of cash outflows related to trade and other payables and debt.


	December 31, 2024
	Trade and	Gross Derivative		Lease
($ millions)	Other Payables^(1)^	Liabilities^(2)^	Debt^(3)^	Liabilities
Within one year	8 090	4 084	1 587	852
2 to 3 years	—	1 056	2 037	1 404
4 to 5 years	—	—	1 330	943
Over 5 years	—	—	12 425	3 674
	8 090	5 140	17 379	6 873


		December 31, 2025
		Trade and	Gross Derivative		Lease
($ millions)		Other Payables^(1)^	Liabilities^(2)^	Debt^(3)^	Liabilities
Within one year		7 449	3 077	1 500	888
2 to 3 years		—	569	1 846	1 346
4 to 5 years		—	—	1 591	938
Over 5 years		—	—	11 355	3 871
		7 449	3 646	16 292	7 043
(1)	Trade and other payables exclude net derivative liabilities of $74 million (2024 – $71 million).
---	---
(2)	Gross derivative liabilities of $3.646 billion (2024 – $5.140 billion) are offset by gross derivative assets of $3.572 billion (2024 – $5.069 billion), resulting in a net amount of $74 million (2024 – $71 million).
---	---
(3)	Debt includes long-term debt and interest payments on fixed-term debt.
---	---

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100 Annual Report 2025 Suncor Energy Inc.

3) Credit Risk

Credit risk is the chance a customer or counterparty fails to meet its obligations. The company assesses each new party’s creditworthiness, assigns limits, and continuously monitors exposures. Credit limits are reduced if risk increases, and regular reporting plus quarterly Credit Committee reviews ensure compliance with the credit policy.

A substantial portion of the company’s accounts receivable are with customers in the oil and gas industry and are subject to normal industry credit risk. At December 31, 2025, substantially all of the company’s trade receivables were current.

The company may be exposed to certain losses in the event that counterparties to derivative financial instruments are unable to meet the terms of the contracts. The company’s exposure is limited to those counterparties holding derivative contracts owing to the company at the reporting date. At December 31, 2025, the company’s net exposure was $267 million (December 31, 2024 – $153 million).

27. Capital Structure Financial Policies

The company’s primary capital management strategy is to maintain a conservative balance sheet, which supports a solid investment grade credit rating profile. This objective affords the company the financial flexibility and access to the capital it requires to maximize shareholder returns.

The company’s capital is primarily monitored by reviewing the ratios of net debt and lease liabilities to adjusted funds from operations^(2)^ and total debt and lease liabilities to total debt and lease liabilities plus shareholders’ equity.

Net debt and lease liabilities to adjusted funds from operations^(2)^ is calculated as short-term debt plus total long-term debt less cash and cash equivalents, divided by adjusted funds from operations for the year then ended.

Total debt and lease liabilities to total debt and lease liabilities plus shareholders’ equity is calculated as short-term debt plus total long-term debt divided by short-term debt plus total long-term debt plus shareholders’ equity. This financial covenant under the company’s various banking and debt agreements shall not be greater than 65%.

The company’s financial covenant is reviewed regularly, and controls are in place to maintain compliance with the covenant. The company complied with financial covenants for the years ended December 31, 2025 and 2024. The company’s financial measures, as set out in the following schedule, were unchanged from 2024. The company believes that achieving its capital target helps to provide the company with access to capital at a reasonable cost by maintaining solid investment grade credit ratings. Total debt and lease liabilities to total debt and lease liabilities plus shareholders’ equity was 24.3% at December 31, 2025 and slightly decreased primarily due to lower debt levels. The company operates in a fluctuating business environment and ratios may periodically fall outside of management’s targets. The company addresses these fluctuations by capital expenditure reductions and sales of non-core assets to ensure net debt achieves management’s targets.


	Capital
	Measure	December 31	December 31
($ millions)	Target	2025	2024
Components of ratios
Short-term debt		—	—
Current portion of long-term debt		973	997
Long-term debt		9 014	9 348
Total debt^(1)^		9 987	10 345
Current portion of long-term lease liabilities		638	599
Long-term lease liabilities		3 879	3 745
Total debt and lease liabilities^(1)^		14 504	14 689
Less: Cash and cash equivalents		3 650	3 484
Net debt and lease liabilities^(1)^		10 854	11 205
Net debt^(1)^		6 337	6 861
Shareholders’ equity		45 124	44 514
Total capitalization (total debt and lease liabilities plus shareholders’ equity)		59 628	59 203
Adjusted funds from operations^(2)^		12 783	13 846
Net debt and lease liabilities to adjusted funds from operations		0.8	0.8
Total debt and lease liabilities to total debt and lease liabilities plus shareholders’ equity	20% – 35%	24.3%	24.8%

(1)	Total debt, total debt and lease liabilities, net debt and lease liabilities and net debt are non-GAAP financial measures.
(2)	Adjusted funds from operations is calculated as cash flow from operating activities before changes in non-cash working capital, and is a non-GAAP financial measure.
---	---

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Annual Report 2025 Suncor Energy Inc. 101

Notes to the Consolidated Financial Statements 28. Joint Arrangements

Joint Operations

The company’s material joint operations as at December 31 are set out below:


		Country of
		Incorporation and
		Principal Place of	Ownership %	Ownership %
Material Joint Operations	Principal Activity	Business	2025	2024
Oil Sands
Operated by Suncor:
Syncrude	Oil sands development	Canada	58.74	58.74
Exploration and Production
Operated by Suncor:
Terra Nova	Oil and gas production	Canada	48.00	48.00
Non-operated:
Hibernia and the Hibernia South Extension Unit	Oil and gas production	Canada	19.48 - 20.00	19.48-20.00
Hebron	Oil and gas production	Canada	21.03	21.03
White Rose and the White Rose Extensions	Oil and gas production	Canada	38.625 - 40.00	38.625-40.00

Joint Ventures and Associates

The company does not have any joint ventures or associates that are considered individually material. Summarized aggregate financial information of the joint ventures and associates, which are all included in the company’s Refining and Marketing operations and Corporate segment, are shown below:


	Joint ventures		Associates
($ millions)	2025	2024	2025	2024
Net earnings	68	55	4	6
Total comprehensive earnings	68	55	4	6
Carrying amount as at December 31	200	138	34	65

29. Subsidiaries

Material wholly owned subsidiaries, either directly or indirectly, by the company as at December 31, 2025 are shown below:


Material Subsidiaries		Principal Activity
Canadian Operations
Suncor Energy Oil Sands Limited Partnership		This partnership holds most of the company’s Oil Sands operations assets.
Suncor Energy Products Partnership		This partnership holds substantially all of the company’s Canadian refining and marketing assets.
Suncor Energy Marketing Inc.		This subsidiary markets production from the company’s upstream Canadian operations, manages energy trading activities, and markets and procures select products for the downstream business.
Canadian Oil Sands Partnership #1		This partnership holds the 58.74% ownership in the Syncrude joint operation.
Fort Hills Energy Limited Partnership		This partnership holds the company’s Fort Hills operations assets.
U.S. Operations
Suncor Energy (U.S.A.) Marketing Inc.		A subsidiary that procures, markets and trades crude oil, in addition to procuring crude oil feedstock for the company’s refining operations.
Suncor Energy (U.S.A.) Inc.		A subsidiary through which the company’s U.S. refining and marketing operations are conducted.

The table does not include wholly owned subsidiaries that are immediate holding companies of the operating subsidiaries. For certain foreign operations of the company, there are restrictions on the sale or transfer of production licences, which would require approval of the applicable foreign government.


102 Annual Report 2025 Suncor Energy Inc.

30. Related Party Disclosures

Related Party Transactions

The company enters into transactions with related parties in the normal course of business, which includes purchases of feedstock, distribution of refined products, and the sale of refined products and byproducts. These transactions are with joint ventures and associated entities in the company’s Refining and Marketing operations, including pipeline, refined product and petrochemical companies. A summary of the significant related party transactions as at and for the years ended December 31, 2025 and 2024 are as follows:


($ millions)	2025	2024
Sales^(1)^	1 468	1 504
Purchases	109	130
Accounts receivable	40	41
Accounts payable and accrued liabilities	—	—

(1)	Includes sales to Petroles Cadeko Inc. of $809 million (2024 – $823 million).

Compensation of Key Management Personnel

Compensation of the company’s Board of Directors and members of the Executive Leadership Team for the years ended December 31 is as follows:


($ millions)		2025	2024
Salaries and other short-term benefits		17	12
Pension and other post-retirement benefits		2	2
Share based compensation		76	63
		95	77

31. Commitments, Contingencies and Guarantees

(a) Commitments

Future payments under the company’s commitments, including service arrangements for pipeline transportation agreements and for other property and equipment, are as follows:


		Payment Due by Period
($ millions)		2026		2027		2028		2029		2030		Thereafter		Total
Commitments
Product transportation and storage		1 855		1 658		1 600		1 493		1 346		9 971		17 923
Energy services & other long-term contracts		393		280		185		172		173		150		1 353
Exploration work commitments		—		—		—		—		—		477		477
		2 248		1 938		1 785		1 665		1 519		10 598		19 753

In addition to the commitments in the above table, the company has other obligations for goods and services and raw materials entered into in the normal course of business, which may terminate on short notice. Such obligations include commodity purchase obligations which are transacted at market prices.

(b) Contingencies

Legal and Environmental Contingent Liabilities and Assets

The company is defendant and plaintiff in a number of legal actions that arise in the normal course of business. The company believes that any liabilities or assets that might arise pertaining to such matters would not have a material effect on its consolidated financial position.

The company may also have environmental contingent liabilities, beyond decommissioning and restoration liabilities (recognized in note 23), which are reviewed individually and are reflected in the company’s consolidated financial statements if material and more likely than not to be incurred. These contingent environmental liabilities primarily relate to the mitigation of contamination at sites where the company has had operations. For any unrecognized environmental contingencies, the company believes that any liabilities that might arise pertaining to such matters would not have a material effect on its consolidated financial position.


Annual Report 2025 Suncor Energy Inc. 103

Notes to the Consolidated Financial Statements Costs attributable to these commitments and contingencies are expected to be incurred over an extended period of time and to be funded from the company’s cash flow from operating activities. Although the ultimate impact of these matters on net earnings cannot be determined at this time, the impact is not expected to be material.

At December 31, 2025, the company has provided loan guarantees to certain retail licensees and wholesale marketers. Suncor’s maximum potential amount payable under these loan guarantees is $125 million.

The company has also agreed to indemnify holders of all notes and debentures and the company’s credit facility lenders (see note 20) for added costs relating to withholding taxes. Similar indemnity terms apply to certain facility and equipment leases. There is no limit to the maximum amount payable under these indemnification agreements. The company is unable to determine the maximum potential amount payable as government regulations and legislation are subject to change without notice. Under these agreements, the company has the option to redeem or terminate these contracts if additional costs are incurred.

The company also has guaranteed its working-interest share of certain joint operation undertakings related to transportation services agreements entered into with third parties. The guaranteed amount is limited to the company’s share in the joint arrangement. As at December 31, 2025, the probability is remote that these guarantee commitments will impact the company.


104 Annual Report 2025 Suncor Energy Inc.

Management’s Discussion and Analysis

February 25, 2026

This Management’s Discussion and Analysis (MD&A) should be read in conjunction with Suncor’s December 31, 2025 audited Consolidated Financial Statements and the accompanying notes. 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, even if referred to in this MD&A, does not constitute part of this MD&A and is not incorporated by reference into this MD&A.

References to “we”, “our”, “Suncor” or “the company” means Suncor Energy Inc., its subsidiaries, partnerships and joint arrangements, unless otherwise specified or the context otherwise requires. For a list of abbreviations that may be used in this MD&A, refer to the Advisories – Common Abbreviations section of this MD&A.


10 Annual Report 2025 Suncor Energy Inc.

MD&A – Table of Contents
12	Consolidated Financial and Operating Summary
15	Suncor Overview
17	Financial Information
21	Segment Results and Analysis
32	Income Tax
33	Fourth Quarter 2025 Analysis
36	Quarterly Financial Data
38	Capital Investment Update
40	Financial Condition and Liquidity
45	Material Accounting Policies and Critical Accounting Estimates
47	Risk Factors
54	Other Items
55	Advisories

Basis of Presentation

Unless otherwise noted, all financial information contained herein has been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

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 interests in Syncrude.


Annual Report 2025 Suncor Energy Inc. 11

1. Consolidated Financial and Operating Summary

Financial Summary


Year ended December 31 ($ millions, except per share amounts)		2025	2024	2023
Gross revenues		52 377	54 881	52 206
Net earnings		5 918	6 016	8 295
Per common share – basic (dollars)		4.85	4.72	6.34
Per common share – diluted (dollars)		4.85	4.72	6.33
Adjusted operating earnings^(1)^		5 621	6 884	6 677
Per common share^(1)(2)^		4.61	5.40	5.10
Adjusted funds from operations^(1)^		12 783	13 846	13 325
Per common share^(1)(2)^		10.49	10.87	10.19
Cash flow provided by operating activities		12 781	15 960	12 344
Per common share^(2)^		10.48	12.53	9.44
Dividends paid on common shares		2 809	2 803	2 749
Per common share^(2)^		2.31	2.22	2.11
Share repurchases		3 025	2 908	2 233
Per common share^(2)^		2.48	2.28	1.71
Returns to shareholders^(3)^		5 834	5 711	4 982
Weighted average number of common shares in millions – basic		1 219	1 274	1 308
Weighted average number of common shares in millions – diluted		1 220	1 276	1 310
Capital expenditures^(4)(5)^		5 658	6 166	5 573
Asset sustainment and maintenance		3 162	3 185	3 543
Economic investment		2 496	2 981	2 030
Free funds flow^(1)^		6 927	7 363	7 497
Balance sheet (at December 31)
Total assets		89 913	89 784	88 539
Net debt^(1)(6)^		6 337	6 861	9 852
Total long-term liabilities^(7)^		34 579	34 523	35 663

(1)	Non-GAAP financial measures or contains non-GAAP financial measures. See the Advisories – Non-GAAP and Other Financial Measures section of this MD&A.
(2)	Presented on a basic per share basis.
---	---
(3)	Includes dividends paid on common shares and repurchases of common shares; excludes taxes paid on common share repurchases.
---	---
(4)	Excludes capitalized interest of $198 million in 2025, $317 million in 2024 and $255 million in 2023.
---	---
(5)	Excludes capital expenditures related to assets previously held for sale of nil in 2025 and 2024 and $108 million in 2023.
---	---
(6)	Beginning in 2024, the company revised the definition of net debt to exclude lease liabilities to better align with how management and industry monitor capital structure. Prior period comparatives have been restated to reflect this change.
---	---
(7)	Includes long-term debt, long-term lease liabilities, other long-term liabilities, provisions and deferred income taxes.
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12 Annual Report 2025 Suncor Energy Inc.

Operating Summary


Year ended December 31	2025	2024	2023
Upstream
Production volumes
Oil Sands – Total bitumen production	937.5	907.0	819.8
Oil Sands – Upgraded – net SCO and diesel (mbbls/d)	519.1	516.1	487.0
Oil Sands – Non-upgraded bitumen (mbbls/d)	280.3	257.7	202.6
Total Oil Sands production volumes (mbbls/d)	799.4	773.8	689.6
Exploration and Production (bbls/d)	60.8	53.8	56.1
Total upstream production (bbls/d)	860.2	827.6	745.7
Combined upgrader utilization (%)	99	98	92
Average price realizations(1)(2) (/bbl)
Upgraded – net SCO and diesel	87.79	97.91	99.40
Non-upgraded bitumen	62.02	72.65	67.97
Oil Sands weighted average crude	78.80	89.41	90.27
Exploration and Production Canada	92.70	107.38	107.62
Exploration and Production International(3)	—	—	109.00
Downstream
Refinery crude oil processed (mbbls/d)	480.3	465.0	420.7
Refinery utilization(4) (%)	103	100	90
Refining and marketing gross margin – FIFO(1) (/bbl)	37.60	36.40	45.00
Refining and marketing gross margin – LIFO(1) (/bbl)	39.50	37.00	47.00

All values are in US Dollars.

(1)	Contains non-GAAP financial measures. See the Advisories – Non-GAAP and Other Financial Measures section of this MD&A.
(2)	Net of transportation costs, but before royalties.
---	---
(3)	Exploration and Production (E&P) International price realizations exclude Libya for all periods presented.
---	---
(4)	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.
---	---

---
Annual Report 2025 Suncor Energy Inc. 13

Consolidated Financial and Operating Summary Segment Summary


Year ended December 31 ($ millions)		2025	2024	2023
Earnings (loss) before income taxes
Oil Sands		5 277	6 607	6 811
Exploration and Production		526	867	1 691
Refining and Marketing		2 822	2 596	3 383
Corporate and Eliminations		(677)	(1 883)	(1 296)
Income tax expense		(2 030)	(2 171)	(2 294)
Net earnings		5 918	6 016	8 295
Adjusted operating earnings (loss)^(1)^
Oil Sands		5 302	6 505	5 967
Exploration and Production		526	867	1 084
Refining and Marketing		2 858	2 600	3 367
Corporate and Eliminations		(1 051)	(813)	(1 349)
Income tax expense included in adjusted operating earnings		(2 014)	(2 275)	(2 392)
Total		5 621	6 884	6 677
Adjusted funds from (used in) operations^(1)^
Oil Sands		10 515	11 842	10 725
Exploration and Production		1 195	1 610	1 612
Refining and Marketing		3 907	3 538	4 268
Corporate and Eliminations		(894)	(679)	(1 546)
Current income tax expense		(1 940)	(2 465)	(1 734)
Total		12 783	13 846	13 325
Change in non-cash working capital		(2)	2 114	(981)
Cash flow provided by operating activities		12 781	15 960	12 344

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


14 Annual Report 2025 Suncor Energy Inc.

2. Suncor Overview

For a description of Suncor’s business segments, refer to the Segment Results and Analysis section of this MD&A.

Suncor’s Strategy

Suncor aims to be Canada’s leading energy provider, respected for its people, performance, sustainability and relationships that together create value-added contributions to society, communities, customers and shareholders. Suncor is well positioned to execute on its strategy through the company’s competitive advantages that include its unparalleled, integrated upstream and downstream asset base and business model, underpinned by its large-scale, long-life oil sands resources.

Key components of Suncor’s strategy include the following:

●	Deliver industry-leading performance in safety, operational excellence and reliability: Suncor is focused on driving industry-leading safe and reliable performance through operational excellence and aligning its asset base with its competencies and competitive advantages to maximize value.
●	Achieve a cost structure that provides financial resiliency in a less than $45 US WTI business environment: At Suncor, every barrel and every dollar matters, and the company remains focused on driving down costs, increasing product margins and growing production while maintaining its commitment to capital discipline.
---	---
●	Leverage integration to maximize value from upstream production to downstream customers: From the ground to the gas station, Suncor seeks to maximize profit along each step of the value chain through its unparalleled asset integration. This includes Suncor’s unique, extensive, low decline resource base, regionally integrated industrial asset complex of Oil Sands assets and structurally advantaged downstream assets.
---	---
●	Decarbonize base business and capture new opportunities to reduce greenhouse gas (GHG) emissions: The company is taking tangible actions to decarbonize its existing hydrocarbon business, while investing in other areas aligned with its core competencies, including operating lower-carbon intensity power production through cogeneration and investing in renewable fuels.
---	---
●	Grow free cash flow per share and deliver industry-leading financial returns to investors: The execution of Suncor’s strategy and key priorities is expected to continue to grow free funds flow per share and enable the company to deliver industry-leading shareholder returns.
---	---

2025 Highlights

Record personnel and process safety performance for the third consecutive year.

●	Delivered record safety performance for the third consecutive year, with lost time and process safety events down 70% over the last three years.

Generated adjusted funds from operations^(^^1^^)^^^of $12.8 billion and adjusted operating earnings^(1)^ of $5.6 billion.

●	Generated $12.783 billion in adjusted funds from operations^(1)^ in 2025, or $10.49 per common share, compared to $13.846 billion, or $10.87 per common share, in the prior year. Cash flow provided by operating activities, which includes changes in non-cash working capital, was $12.781 billion, or $10.48 per common share in 2025, compared to $15.960 billion, or $12.53 per common share, in the prior year.
●	Generated annual adjusted operating earnings^(1)^ of $5.621 billion in 2025, or $4.61 per common share, compared to $6.884 billion, or $5.40 per common share, in the prior year. Net earnings were $5.918 billion in 2025, or $4.85 per common share, compared to $6.016 billion, or $4.72 per common share in the prior year.
---	---
●	Operating, selling and corporate costs remained flat compared to 2024 despite higher production and sales volumes in both upstream and downstream.
---	---

Returned over $5.8 billion to shareholders in 2025, which included a quarterly dividend increase of approximately 5% in the fourth quarter and a 10% increase to share repurchases beginning in December of 2025.

●	Returned $5.834 billion of value to shareholders in 2025, through $3.025 billion in share repurchases and $2.809 billion of dividends paid. In 2025, the company repurchased 55.3 million common shares at an average price of $54.68 per common share, or 4.4% of its outstanding shares as at December 31, 2024.

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


Annual Report 2025 Suncor Energy Inc. 15

Suncor Overview

●	Leveraging the strength of Suncor’s integrated model, the company is targeting stable and predictable share repurchases of $275 million per month in 2026, a 10% increase from $250 million per month in 2025.
●	Suncor increased its dividend per share by approximately 5% to $0.60 per common share in the fourth quarter of 2025.
---	---

Record production achieved in the upstream, where the company unlocked incremental capacity and leveraged its unique regional integration to maximize value

●	Delivered record upstream production of 860,200 bbls/d in 2025, compared to 827,600 bbls/d in 2024.
●	The company leveraged its regional physical integration and continued strong reliability to maximize upgrader throughput, resulting in record synthetic crude oil (SCO) production of 519,100 bbls/d and upgrader utilization^(^^1^^)^ of 99% in 2025, compared to 516,100 bbls/d and 98% in 2024.
---	---
●	Achieved record non-upgraded bitumen production of 280,300 bbls/d in 2025 compared to 257,700 bbls/d in 2024, supported by record Firebag production following a series of incremental capacity additions, and record Fort Hills production, which achieved 90% of nameplate capacity in 2025.
---	---
●	Suncor successfully completed the Upgrader 1 coke drum replacement project and turnaround.
---	---
●	Syncrude reached a significant milestone at the Mildred Lake Mine Extension West by achieving first ore extraction, the extension is expected to sustain existing bitumen production levels.
---	---

Record production and sales in the downstream, as refinery reliability and premium branded sales channels continue to drive value.

●	The addition of incremental throughput capacity and strong, reliable operating performance delivered record refinery crude throughput of 480,300 bbls/d and refinery utilization of 103% in 2025, compared to 465,000 bbls/d and 100% in 2024.
●	Achieved record refined product sales of 623,300 bbls/d in 2025, compared to 600,400 bbls/d in 2024 as the company’s continued investment in retail growth and strategic partnerships generated higher value volume uplift.
---	---
●	Suncor generated industry leading margins across the value chain, leveraging its supply and trading capabilities to adjust refinery production mix and capture the highest value regional demand, resulting in refining and marketing margin capture^(^^2^^)^ of 96% relative to Suncor’s 5-2-2-1 index.
---	---

Suncor achieved its ambitious 2024 Investor Day three-year targets a full year ahead of schedule.

●	Suncor’s ability to meet its ambitious three-year targets in just two years is a testament to the company’s renewed focus, disciplined execution, and commitment to delivering value.

(1) Upgrader utilization is calculated using gross upgraded production, inclusive of internally consumed products and inter-asset transfers, and gross upgrader nameplate capacities, on an average basis of Oil Sands Base and Syncrude.

(2) Contains non-GAAP financial measures. See the Advisories – Non-GAAP and Other Financial Measures section of this MD&A.


16 Annual Report 2025 Suncor Energy Inc.

3. Financial Information

Net Earnings and Adjusted Operating Earnings

Consolidated Adjusted Operating Earnings Reconciliation^(1)^


Year ended December 31 ($ millions)		2025	2024	2023
Net earnings	****	5 918	6 016	8 295
Unrealized foreign exchange (gain) loss on U.S. dollar denominated debt	****	(403)	714	(184)
Unrealized loss (gain) on risk management activities	****	20	(98)	12
Net write-down of equity investments		70	212	158
Loss on early repayment of long-term debt	****	—	144	—
Asset derecognition	****	—	—	253
Gain on significant disposals and acquisitions	****	—	—	(2 034)
Restructuring charge	****	—	—	275
Income tax expense (recovery) on adjusted operating earnings adjustments	****	16	(104)	(98)
Adjusted operating earnings^(1)^	****	5 621	6 884	6 677

(1)	Non-GAAP financial measure. All reconciling items are presented on a before-tax basis and adjusted for income taxes in the income tax expense (recovery) on adjusted operating earnings adjustments line. See the Advisories – Non-GAAP and Other Financial Measures section of this MD&A.

Suncor’s net earnings in 2025 were $5.918 billion, compared to $6.016 billion in 2024. Net earnings were impacted by the same factors that influenced adjusted operating earnings discussed below. Other items affecting net earnings in 2025 and 2024 included:

●	An unrealized foreign exchange gain on the revaluation of U.S. dollar denominated debt of $403 million recorded in financing expenses in the Corporate and Eliminations segment in 2025, compared to a loss of $714 million in 2024.
●	An unrealized loss on risk management activities of $20 million recorded in other income in 2025, compared to an unrealized gain of $98 million in 2024.
---	---
●	In 2025, Suncor recorded equity investment write‑downs of $41 million in the R&M segment and $95 million, partially offset by a $66 million provision reversal related to the write-down of an equity investment, in Corporate and Eliminations.
---	---
●	In 2024, Suncor recorded a write-down of an equity investment of $212 million in the Corporate and Eliminations segment.
---	---
●	In 2024, the company recorded a loss on extinguishment of long-term debt of $144 million in the Corporate and Eliminations segment as a result of the early repayment of a series of its outstanding notes.
---	---
●	An income tax expense related to the items noted above of $16 million in 2025, compared to a recovery of $104 million in 2024.
---	---
●	In 2023, Suncor recorded a write-down of an equity investment of $158 million in the Corporate and Eliminations segment.
---	---
●	In 2023, the company recorded derecognition charges of $253 million on its development properties in the Oil Sands segment.
---	---
●	In 2023, Suncor recorded a gain of $607 million on the sale of its U.K. E&P portfolio and a gain of $302 million on the sale of its wind and solar assets in the Corporate and Eliminations segment. Also in 2023, the company recorded a non-cash gain of $1.125 billion in the Oil Sands segment as a result of acquiring the remaining working interest in Fort Hills, via the purchase of TotalEnergies EP Canada Ltd. (TotalEnergies Canada).
---	---
●	In 2023, the company recorded a restructuring charge of $275 million in operating, selling and general (OS&G) expenses in the Corporate and Eliminations segment related to the company’s workforce reductions.
---	---

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Annual Report 2025 Suncor Energy Inc. 17

Financial Information Bridge Analysis of Adjusted Operating Earnings ($ millions)^(1)^

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

Suncor’s consolidated adjusted operating earnings were $5.621 billion in 2025, compared to $6.884 billion in the prior year. The decrease in adjusted operating earnings in 2025 was primarily due to lower upstream price realizations net of decreased royalties, in line with the decrease in benchmark crude oil pricing, a foreign exchange loss on working capital items compared to a gain in the prior year and increased operating and transportation expenses, partially offset by increased upstream and downstream production and sales volumes, and increased downstream refinery margins.

Adjusted Funds from Operations and Cash Flow Provided by Operating Activities

Adjusted funds from operations were $12.783 billion in 2025, compared to $13.846 billion in 2024, and were primarily influenced by the same factors impacting adjusted operating earnings in 2025 compared to 2024.

Cash flow provided by operating activities, which includes changes in non-cash working capital, was $12.781 billion in 2025, compared to $15.960 billion in 2024. Working capital is subject to fluctuations based on commodity prices, the timing of transactions and seasonal factors. In 2025, the change in non-cash working capital did not materially impact cash flow, as a decrease in accounts payable and accrued liabilities, which includes the timing impact of commodity tax payable, largely offset a decrease in accounts receivable balances and the timing of tax instalment payments.

Results for 2024 Compared with 2023

Suncor’s consolidated adjusted operating earnings were $6.884 billion in 2024, compared to $6.677 billion in the prior year. The increase in adjusted operating earnings in 2024 was primarily due to increased sales volumes in Oil Sands and E&P and increased production in R&M, partially offset by lower benchmark crack spreads and lower SCO realizations, increased royalties due to higher heavy crude price realizations and increased DD&A expense.

Adjusted funds from operations increased to $13.846 billion in 2024, compared to $13.325 billion in 2023, and were primarily influenced by the same factors impacting adjusted operating earnings in 2024 compared to 2023, excluding DD&A expenses. The increase was partially offset by a larger tax benefit relating to the acquisition of TotalEnergies Canada in the prior year compared to the current year.

Cash flow provided by operating activities, which includes changes in non-cash working capital, was $15.960 billion in 2024, compared to $12.344 billion in 2023. In addition to the factors discussed above, cash flow provided by operating activities was impacted by a source of cash associated with the company’s working capital balances in 2024, compared to a use of cash in 2023. The source of cash in 2024 was primarily due to an increase in accounts payable and accrued liabilities, which includes the timing impact of commodity tax payable, a decrease in accounts receivable balances, in line with the decrease in benchmark commodity prices in 2024, and a draw on inventory due to increased sales volumes.


18 Annual Report 2025 Suncor Energy Inc.

Business Environment

Commodity prices, refining crack spreads and foreign exchange rates are important factors that affect the results of Suncor’s operations.


Average for the year ended December 31	2025	2024	2023
WTI crude oil at Cushing (US/bbl)	64.75	75.70	77.60
Dated Brent Crude (US/bbl)	69.05	80.75	82.60
Dated Brent/Maya crude oil FOB price differential (US/bbl)	9.90	12.95	14.19
MSW at Edmonton (Cdn/bbl)	85.60	97.60	100.45
WCS at Hardisty (US/bbl)	53.65	61.00	59.00
WCS-WTI light/heavy differential (US/bbl)	(11.10)	(14.70)	(18.60)
SYN-WTI (differential) premium (US/bbl)	(0.30)	(0.60)	2.00
Condensate at Edmonton (US/bbl)	63.35	72.95	76.60
Natural gas (Alberta spot) at AECO (Cdn/GJ)	1.60	1.35	2.50
Alberta Power Pool Price (Cdn/MWh)	43.65	62.80	133.65
New York Harbor 2-1-1 crack(1) (US/bbl)	26.75	22.90	34.40
Chicago 2-1-1 crack(1) (US/bbl)	21.15	17.95	26.15
Portland 2-1-1 crack(1) (US/bbl)	33.60	24.35	40.00
Gulf Coast 2-1-1 crack(1) (US/bbl)	24.60	21.45	32.20
U.S. Renewable Volume Obligation (US/bbl)	5.85	3.75	7.00
Suncor custom 5-2-2-1 index(2) (US/bbl)	29.45	28.20	36.60
Exchange rate (average) (US/Cdn)	0.72	0.73	0.74
Exchange rate (end of period) (US/Cdn)	0.72	0.69	0.76

All values are in US Dollars.

(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.
---	---

Suncor’s sweet SCO price realizations are influenced primarily by the price of WTI at Cushing and by the supply and demand for sweet SCO from Western Canada. Sweet SCO price realizations in 2025 reflected a decrease in WTI at Cushing, partially offset by narrowing SYN-WTI differentials.

Suncor also produces sour SCO, the price of which is influenced by various crude benchmarks, including, but not limited to, MSW at Edmonton and WCS at Hardisty. Prices for MSW at Edmonton and WCS at Hardisty both decreased in 2025 compared to 2024.

Non-upgraded bitumen is blended with diluent or SCO to facilitate delivery through pipeline systems. Net bitumen price realizations are therefore influenced by both prices for Canadian heavy crude oil (WCS at Hardisty is a common reference), prices for diluent (condensate at Edmonton) and SCO.

Suncor’s price realizations for production from E&P Canada and E&P International assets are influenced primarily by the price for Brent crude, which decreased in 2025 compared to 2024.

Suncor’s margins are primarily influenced by 2-1-1 benchmark crack spreads, which are industry indicators approximating the gross margin on a barrel of crude oil that is refined to produce gasoline and distillates at a specific location. Market crack spreads are based on quoted near-month contracts for WTI and spot prices for gasoline and diesel, and do not necessarily reflect the margins at a specific refinery. Suncor’s realized refining and marketing gross margins are influenced by crude mix, actual crude oil feedstock costs, refinery configuration, product mix and realized market prices unique to Suncor’s refining and marketing (R&M) business. In addition, U.S. regulatory renewable blending obligations influence the benchmark cracks, which may increase their volatility. The cost of regulatory compliance is not deducted in calculating the benchmark cracks.

Suncor has developed an indicative 5-2-2-1 index based on publicly available pricing data to reflect the company’s refining and marketing gross margin more accurately. This custom index is a single value representing a notional five barrels of crude oil of varying grades refined to produce two barrels each of gasoline and distillate and one barrel of secondary product to approximate Suncor’s unique set of refinery configurations, overall crude slate and product mix, location, quality and grade differentials, and the benefits of its marketing margins. The custom index is calculated by taking the product value of refined products less the crude value of refinery feedstock excluding the impact of FIFO inventory accounting methodology. The product value incorporates the New York Harbor 2-1-1 crack, Chicago 2-1-1 crack, WTI benchmarks and a seasonal factor. The seasonal factor applies an incremental US$6.50/bbl in the first and fourth quarters and US$5.00/bbl in the second and third quarters. The crude value incorporates the SYN, WCS and WTI benchmarks.

Crack spreads are based on current crude feedstock prices, whereas actual earnings are accounted for on a FIFO basis in accordance with IFRS where a delay exists between the time that feedstock is purchased to when it is processed and when products are sold to a third party. A FIFO loss normally reflects a declining price environment for crude oil and finished products, whereas FIFO gains reflect an increasing price environment for crude oil and finished products. The company’s realized refining and marketing gross margins are also presented on a last-in,


Annual Report 2025 Suncor Energy Inc. 19

Financial Information first-out (LIFO) basis, which is consistent with how industry benchmarks and the Suncor 5-2-2-1 index are calculated and with how management evaluates performance.

In 2025, 2-1-1 benchmark crack spreads increased compared to 2024 and the Suncor 5-2-2-1 index was US$29.45/bbl in 2025 compared to US$28.20/bbl in 2024.

The cost of natural gas used in Suncor’s Oil Sands and Refining operations is primarily referenced to Alberta spot prices at AECO. The average AECO benchmark increased in 2025 compared to the prior year.

Excess electricity produced at Suncor’s Oil Sands assets is sold to the Alberta Electric System Operator, with the proceeds netted against the applicable cash operating cost per barrel metric. The Alberta power pool price decreased in 2025 compared to the prior year.

The majority of Suncor’s revenues from the sale of commodities are based on prices that are determined by or referenced to U.S. dollar benchmark prices, while the majority of Suncor’s expenditures are realized in Canadian dollars, therefore a decrease in the value of the Canadian dollar relative to the U.S. dollar will increase revenues. In 2025, the Canadian dollar weakened in relation to the U.S. dollar. Suncor also has assets and liabilities, including approximately 54% of the company’s debt, that are denominated in U.S. dollars and translated to Suncor’s reporting currency (Canadian dollars) at each balance sheet date.

Economic Sensitivities^(1)(2)^

The following table illustrates the estimated effects that changes in certain factors would have had on 2025 net earnings and adjusted funds from operations^(3)^ if the listed changes had occurred.


	Impact on 2025	Impact on 2025
(Estimated change, in millions)	Net Earnings	Adjusted Funds from Operations^(3)^
Crude oil +US1.00/bbl	210	210
Natural gas +Cdn1.00/GJ(4)	(230)	(230)
Alberta Power +Cdn20/MWh	135	135
2-1-1 crack spreads +US1.00/bbl	170	170
Foreign exchange +0.01 US/Cdn related to operating activities(5)	(240)	(240)
Foreign exchange on U.S. dollar denominated debt +0.01 US/Cdn	100	—

All values are in US Dollars.

(1)	Each line item in this table shows the effects of a change in that variable only, with other variables being held consistent.
(2)	Changes for a variable imply that all such similar variables are impacted, such that Suncor’s average price realizations increase uniformly. For instance, “Crude oil +US$1.00/bbl” implies that price realizations influenced by WTI, Brent, SCO, WCS, par crude at Edmonton and condensate all increase by US$1.00/bbl.
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(3)	Non-GAAP financial measure. See the Advisories – Non-GAAP and Other Financial Measures section of this MD&A.
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(4)	The company’s exposure to natural gas costs is partially mitigated by revenue from power sales.
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(5)	Excludes the foreign exchange impact on U.S. dollar denominated debt.
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20 Annual Report 2025 Suncor Energy Inc.

4. Segment Results and Analysis

Oil Sands

Suncor’s Oil Sands segment produces bitumen from mining and in situ operations in northern Alberta. Bitumen is either upgraded into SCO or blended with diluent for refinery feedstock or direct sale to market. The segment includes the marketing, supply, transportation and risk management of crude oil, power and byproducts.

The Oil Sands segment includes:

●	Oil Sands operations refer to Suncor’s owned and operated mining, extraction, upgrading, in situ and related logistics, blending and storage assets. Oil Sands operations consist of: Oil Sands Base operations, which include the Millennium and North Steepbank mines, integrated upgrading facilities Upgrader 1 and Upgrader 2, and the associated infrastructure for these assets, as well as interests in future mining development opportunities; and In Situ operations, which include oil sands bitumen production from Firebag and MacKay River and supporting infrastructure, as well as development opportunities that may support future in situ production.
●	Fort Hills includes Suncor’s wholly owned and operated Fort Hills mining and extraction operation, and the East Tank Farm Development, which Suncor operates and holds a 51% interest. In 2023, Suncor completed two separate acquisitions of additional working interests in the Fort Hills mining and extraction operation, increasing its ownership from 54.11% to 100%.
---	---
●	Syncrude refers to Suncor’s 58.74% operated working interest in Syncrude’s two producing oil sands mines, Mildred Lake, including the Mildred Lake Mine Extension West, and Aurora North, and integrated upgrading facilities. Syncrude also includes development opportunities that may support future production, including the Mildred Lake Mine Extension East.
---	---

Exploration and Production

Suncor’s E&P segment consists of offshore operations off the East Coast of Canada, and onshore assets in Libya and Syria. This segment also includes the marketing and risk management of crude oil.

●

E&P Canada operations include Suncor’s 48% working interest in Terra Nova, which Suncor operates, and non-operated interests in the White Rose assets (40% in the base project and 38.6% in the extensions), Hibernia (20% in the base project and 19.485% in the Hibernia Southern Extension Unit) and Hebron (21.034%). In addition, the company holds interests in several exploration licences and significant discovery licences offshore Newfoundland and Labrador.

●

E&P International operations include Suncor’s working interests in the exploration and development of oilfields in the Sirte Basin in Libya, pursuant to exploration and production sharing agreements. Suncor also owns, pursuant to a production sharing contract, an interest in the Ebla gas development in Syria, which has been suspended indefinitely since 2011 due to political unrest in the country. E&P International previously included Suncor’s U.K. portfolio which was divested in 2023.

---

Refining and Marketing

Suncor’s R&M segment consists of two primary operations, discussed below. This segment also includes the trading of crude oil, refined products, natural gas and power.

●

Refining and Supply operations refine crude oil and intermediate feedstock into a wide range of petroleum and petrochemical products. Refining and Supply consists of: Eastern North America operations, which include a refinery located in Montreal, Quebec, and a refinery located in Sarnia, Ontario; and Western North America operations, which include a refinery located in Edmonton, Alberta, and two refineries in Commerce City, Colorado. Other Refining and Supply assets include product pipelines and terminals throughout Canada and the U.S., and the St. Clair ethanol plant in Ontario.

●

Marketing operations sell refined petroleum products to retail customers primarily through a combination of company-owned Petro-Canada™ locations, branded dealers in Canada and company-owned locations in the U.S. marketed under other international brands. This includes Canada’s Electric Highway™, a coast-to-coast network of fast-charging electric vehicle stations. The company’s marketing operations also sells refined petroleum products through a nationwide commercial road transportation network in Canada, and to other commercial and industrial customers, including other retail sellers, in Canada and the U.S.

---

Corporate and Eliminations

The Corporate and Eliminations segment includes activities not directly attributable to any other operating segment. This segment previously included Suncor’s renewable energy assets, which were sold in the first quarter of 2023.

●	Corporate activities include Suncor’s debt and borrowing costs, expenses not allocated to the company’s businesses, and investments in certain clean energy technologies.
●	Intersegment revenues and expenses are removed from consolidated results in Eliminations. Intersegment activity includes the sale of product between the company’s segments, primarily relating to crude refining feedstock sold from Oil Sands to R&M.
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Annual Report 2025 Suncor Energy Inc. 21

Segment Results and Analysis Oil Sands

Strategy and Investment Updates

●	The company will continue to drive higher upgrader utilization and unlock incremental capacity through the following initiatives.
o	The company-wide application of an industrial engineering mindset, supported by key initiatives like Suncor’s enhanced Operational Excellence Management System (OEMS), will continue to unlock incremental processing capacity and advance reliability and productivity in 2026 and beyond.
---	---
o	Suncor continues to progress the phased implementation of Autonomous Haulage Systems (AHS) at its mines to lower costs and improve productivity and safety performance. AHS has been deployed at Oil Sands Base mine and is expected to be deployed at Syncrude Mildred Lake in 2026, with Fort Hills to follow.
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o	As a result of improved maintenance and turnaround practices, Suncor has increased reliability and extended future turnaround intervals. Interval extensions translate into lower costs, higher utilization rates and more production between turnarounds and Suncor intends to replicate this successful initiative by implementing interval extensions at additional assets in 2026.
---	---
●	The three-year mine plan at Fort Hills has been completed, achieving 90% of nameplate capacity in 2025. The company will continue to work towards increasing plant capacity.
---	---
●	Suncor will continue the Mildred Lake Mine Extension East (MLX-E) project in 2026.
---	---

Financial Highlights


Year ended December 31 ($ millions)		2025	2024	2023
Operating revenues		27 324	29 260	26 035
Less: Royalties		(2 911)	(3 645)	(2 623)
Operating revenues, net of royalties		24 413	25 615	23 412
Earnings before income taxes		5 277	6 607	6 811
Adjusted for:
Unrealized loss (gain) on risk management activities		25	(102)	28
Gain on significant acquisition^(1)^		—	—	(1 125)
Asset derecognition^(2)^		—	—	253
Adjusted operating earnings^(3)^		5 302	6 505	5 967
Adjusted funds from operations^(3)^		10 515	11 842	10 725
Free funds flow^(3)^		6 646	7 502	6 629

(1)	In 2023, a non-cash gain of $1.125 billion as a result of the acquisition of the remaining working interest in Fort Hills, via the purchase of TotalEnergies Canada.
(2)	In 2023, derecognition charges of $253 million on the company’s development properties.
---	---
(3)	Non-GAAP financial measures. See the Advisories – Non-GAAP and Other Financial Measures section of this MD&A.
---	---

---
22 Annual Report 2025 Suncor Energy Inc.

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

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

The Oil Sands segment had adjusted operating earnings of $5.302 billion in 2025, compared to $6.505 billion in 2024. The decrease was primarily due to lower crude oil price realizations as a result of lower benchmark pricing, net of decreased royalties, partially offset by increased sales volumes net of the associated increase in operating and transportation expenses.

Oil Sands earnings before income taxes were $5.277 billion in 2025, compared to $6.607 billion in 2024. In addition to the factors impacting adjusted operating earnings, earnings before income taxes in 2025 were impacted by an unrealized loss on risk management activities, compared to a gain in 2024.

Adjusted funds from operations for the Oil Sands segment were $10.515 billion in 2025, compared to $11.842 billion in 2024, and were influenced by the same factors that impacted adjusted operating earnings, excluding DD&A expenses.

Production Volumes^(1)^


Year ended December 31
(mbbls/d)		2025		2024	2023
Total Oil Sands bitumen production		937.5		907.0	819.8
Upgraded – net SCO and diesel
Oil Sands operations^(1)(2)^		343.7		345.8	314.9
Syncrude^(1)(2)^		204.8		198.4	190.9
Inter-asset transfers and consumption^(3)(4)^		(29.4)		(28.1)	(18.8)
Upgraded – net SCO and diesel production		519.1		516.1	487.0
Non-upgraded bitumen
Oil Sands operations		160.9		141.8	123.4
Fort Hills		175.4		168.0	106.4
Syncrude		2.3		1.1	1.7
Inter-asset transfers^(5)^		(58.3)		(53.2)	(28.9)
Non-upgraded bitumen production		280.3		257.7	202.6
Oil Sands production volumes to market
Upgraded – net SCO and diesel		519.1		516.1	487.0
Non-upgraded bitumen		280.3		257.7	202.6
Total Oil Sands production volumes		799.4		773.8	689.6

(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 2025, Oil Sands operations production volumes included 16,000 bbls/d of internally consumed products, of which 8,300 bbls/d was consumed at Oil Sands operations, 6,500 bbls/d was consumed at Fort Hills and 1,200 bbls/d was consumed at Syncrude. Syncrude production volumes included 3,700 bbls/d of internally consumed products.
---	---
(4)	In 2025, upgraded inter-asset transfers consist of 9,700 bbls/d of sour SCO that was transferred from Oil Sands operations to Syncrude.
---	---
(5)	In 2025, non-upgraded inter-asset transfers consist of 46,500 bbls/d of bitumen that was transferred from Fort Hills to Oil Sands Base, 9,500 bbls/d of bitumen that was transferred from Firebag to Syncrude and 2,300 bbls/d of bitumen that was transferred from Syncrude to Oil Sands operations.
---	---

---
Annual Report 2025 Suncor Energy Inc. 23

Segment Results and Analysis Total Oil Sands bitumen production increased to a record 937,500 bbls/d in 2025 compared to 907,000 bbls/d in 2024, primarily due to strong mining performance, including record production at Fort Hills, which achieved 90% of nameplate capacity in 2025 delivering on the three-year mine improvement plan, and record production at Firebag.

The company’s net SCO production increased to a record 519,100 bbls/d in 2025, compared to 516,100 bbls/d in 2024 and included record upgrader utilization at Syncrude of 100%, compared to 97% in the prior year, and second highest ever utilization at Oil Sands Base of 98%, compared to 99% in the prior year. The increase in net SCO production was primarily due to fewer maintenance activities in 2025 and continued strong upgrader reliability.

Non-upgraded bitumen production increased to 280,300 bbls/d in 2025, compared to 257,700 bbls/d in 2024. The increase was primarily due to record bitumen production in 2025, partially offset by higher upgrader availability in the current year compared to the prior year.

Sales Volumes


Year ended December 31
(mbbls/d)		2025		2024	2023
Upgraded – net SCO and diesel		520.4		513.2	486.6
Non-upgraded bitumen		278.6		260.8	199.4
Total		799.0		774.0	686.0

SCO and diesel sales volumes increased to 520,400 bbls/d in 2025, compared to 513,200 bbls/d in 2024, primarily due to the increase in production.

Non-upgraded bitumen sales volumes increased to 278,600 bbls/d in 2025, from 260,800 bbls/d in 2024, primarily due to the increase in production, partially offset by a build of inventory in 2025 compared to a draw in 2024.

Price Realizations^(1)^


Year ended December 31
Net of transportation costs, but before royalties ($/bbl)		2025	2024	2023
Upgraded – net SCO and diesel		87.79	97.91	99.40
Non-upgraded bitumen		62.02	72.65	67.97
Weighted average		78.80	89.41	90.27
Weighted average crude, relative to WTI		(11.67)	(14.28)	(14.44)

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

Oil Sands price realizations decreased in 2025 compared to 2024, primarily due to weaker crude oil benchmark prices, partially offset by narrower heavy crude oil and SYN-WTI differentials.

Royalties

Royalties for the Oil Sands segment decreased in 2025 compared to 2024, primarily due to lower bitumen pricing.

Expenses and Other Factors

Total Oil Sands operating expenses increased in 2025 compared to 2024, primarily due to higher commodity input costs, increased mining activities and higher sales volumes. See the Cash Operating Costs section below for additional details regarding cash operating costs and a breakdown of non-production costs by asset.

Transportation expenses increased in 2025 compared to 2024, primarily due to increased sales volumes, which included increased exports to the U.S. Gulf Coast.

In 2025, DD&A expenses were lower than 2024, primarily due to decreased depreciation related to the company’s asset retirement obligation asset, partially offset by commissioning of new assets and new leases entered into during 2025.

Financing expense and other, which includes other income, decreased in 2025 compared to 2024, primarily due to an increase in other income and decreased accretion expense resulting from asset retirement obligations.


24 Annual Report 2025 Suncor Energy Inc.

Cash Operating Costs


Year ended December 31	2025	2024	2023
Oil Sands OS&G(1)	9 625	9 428	9 329
Oil Sands operations cash operating costs reconciliation
Oil Sands operations OS&G	4 929	4 797	5 174
Non-production costs(3)	302	246	(35)
Excess power capacity and other(4)	(339)	(245)	(388)
Oil Sands operations cash operating costs(2) ( millions)	4 892	4 798	4 751
Oil Sands operations production volumes (mbbls/d)	504.6	487.6	438.3
Oil Sands operations cash operating costs(2) (/bbl)	26.55	26.90	29.70
Fort Hills cash operating costs reconciliation
Fort Hills OS&G	2 505	2 315	1 607
Non-production costs(3)	(360)	(267)	(220)
Excess power capacity(4)	(25)	(32)	(52)
Fort Hills cash operating costs(2) ( millions)	2 120	2 016	1 335
Fort Hills production volumes (mbbls/d)	175.4	168.0	106.4
Fort Hills cash operating costs(2) (/bbl)	33.10	32.80	34.40
Syncrude cash operating costs reconciliation
Syncrude OS&G	2 601	2 604	2 837
Non-production costs(3)	(43)	(22)	(202)
Excess power capacity(4)	(12)	(17)	(24)
Syncrude cash operating costs(2) ( millions)	2 546	2 565	2 611
Syncrude production volumes (mbbls/d)	207.1	199.5	192.6
Syncrude cash operating costs(2) (/bbl)	33.70	35.15	37.15

All values are in US Dollars.

(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 2025, Oil Sands OS&G included ($410) million of inventory changes and internal transfers. In 2024, Oil Sands OS&G included ($288) million of inventory changes and internal transfers. In 2023, Oil Sands OS&G included ($289) million of inventory changes and internal transfers.
(2)	Non-GAAP financial measures. Related per barrel amounts contain non-GAAP financial measures. See the Advisories – Non-GAAP and Other Financial Measures section of this MD&A
---	---
(3)	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.
---	---
(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^^)^ decreased to $26.55 in 2025 compared to $26.90 in 2024, primarily due to increased production volumes and increased power sales volumes, partially offset by higher natural gas volumes related to increased consumption at the new co-generation facility, higher natural gas prices and a higher proportion of Fort Hills bitumen being directed to upgrading at Oil Sands Base.

Fort Hills cash operating costs per barrel^(1)^ increased to $33.10 in 2025 compared to $32.80 in 2024, primarily due to increased mining activities and higher commodity input costs, partially offset by increased production volumes.

Syncrude cash operating costs per barrel^(1)^ decreased to $33.70 in 2025 compared to $35.15 in 2024, primarily due to increased production volumes and a lower proportion of Oil Sands Base sour SCO and Firebag bitumen being directed to upgrading at Syncrude, partially offset by increased maintenance costs and higher commodity input costs.

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


Annual Report 2025 Suncor Energy Inc. 25

Segment Results and Analysis Planned Maintenance

The anticipated impact of these maintenance activities has been reflected in the company’s 2026 guidance.

●	Planned maintenance at Firebag is commencing in the first quarter. A planned turnaround is scheduled in the second quarter with completion expected in the third quarter.
●	Planned maintenance at the Oil Sands Base Plant is commencing in the first quarter. Planned maintenance is also scheduled in the second quarter with completion expected in the third quarter, with an additional event scheduled in the fourth quarter.
---	---
●	Planned maintenance at the Oil Sands Base Mine is commencing in the first quarter, with completion expected in the second quarter. Additional planned maintenance is scheduled in the fourth quarter.
---	---
●	Planned maintenance at the Syncrude Plant is commencing in the first quarter, with completion expected in the second quarter.
---	---
●	Planned maintenance at the Syncrude Mine is commencing in the first quarter and the second quarter.
---	---
●	Planned maintenance at Fort Hills is scheduled in the second quarter.
---	---
●	Planned maintenance at MacKay River is scheduled in the third quarter.
---	---

Exploration and Production

Strategy and Investment Updates

●	Suncor will continue investment in development drilling and other activities expected to extend the productive life of the existing fields at Hebron and Hibernia in 2026.
●	Production at White Rose returned to normal operations in 2025 and investment will continue in the West White Rose Extension Project, with production expected to commence in 2026.
---	---

Financial Highlights


Year ended December 31 ($ millions)		2025	2024	2023
Operating revenues^(1)^		2 509	2 798	2 689
Less: Royalties^(1)^		(558)	(547)	(491)
Operating revenues, net of royalties		1 951	2 251	2 198
Earnings before income taxes		526	867	1 691
Adjusted for:
Gain on significant disposals^(2)^		—	—	(607)
Adjusted operating earnings^(3)^		526	867	1 084
Adjusted funds from operations^(3)^		1 195	1 610	1 612
Free funds flow^(3)^		398	703	944

(1)	Production from the company’s Libya operations has been presented on an economic basis. In the Financial Statements, revenue and royalties from the company’s Libya operations are presented on a working-interest basis, which is required for presentation purposes. See the E&P price realizations table in the Advisories – Non-GAAP and Other Financial Measures section of this MD&A.
(2)	In 2023, a gain of $607 million on the sale of the company’s U.K. E&P portfolio.
---	---
(3)	Non-GAAP financial measures. See the Advisories – Non-GAAP and Other Financial Measures section of this MD&A.
---	---

---
26 Annual Report 2025 Suncor Energy Inc.

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

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

Adjusted operating earnings were $526 million for E&P in 2025, compared to $867 million in 2024, with the decrease primarily due to lower price realizations, as a result of lower benchmark pricing, and increased royalties, partially offset by increased sales volumes.

Earnings before income taxes for E&P were $526 million in 2025, compared to $867 million in 2024.

Adjusted funds from operations were $1.195 billion in 2025, compared to $1.610 billion in 2024, and were influenced by the same factors that impacted adjusted operating earnings.

Volumes


Year ended December 31		2025	2024	2023
E&P Canada (mbbls/d)		57.5	49.7	44.4
E&P International (mbbls/d)		3.3	4.1	11.7
Total production (mbbls/d)		60.8	53.8	56.1
Total sales volumes (mbbls/d)		59.8	56.2	52.9

E&P production volumes averaged 60,800 bbls/d in 2025, compared to 53,800 bbls/d the prior year, with the increase primarily due to higher production at Hebron and the addition of production at White Rose, which restarted in the first quarter of 2025. Production was comparable between 2025 and 2024 at Terra Nova, which returned to normal operations following the completion of its asset life extension project.

E&P sales volumes averaged 59,800 bbls/d in 2025, compared to 56,200 bbls/d in the prior year, with the increase primarily due to the increase in production volumes.

Price Realizations^(1)^


Year ended December 31
Net of transportation costs, but before royalties	2025		2024	2023
E&P Canada (/bbl)	92.70		107.38	107.62
E&P International(2) (/bbl)	—		—	109.00

All values are in US Dollars.

(1)	Contains non-GAAP financial measures. See the Advisories – Non-GAAP and Other Financial Measures section of this MD&A.
(2)	E&P International price realizations exclude Libya for all periods presented.
---	---

E&P price realizations decreased in 2025 compared to 2024, reflecting the decrease in benchmark prices for Brent crude.

Royalties

E&P royalties, excluding the impact of Libya, were higher in 2025 than the prior year primarily due to higher royalty rates and increased sales volumes.

Expenses and Other Factors

Operating and transportation expenses for 2025 increased slightly compared to the prior year, primarily due to increased sales volumes.

DD&A and exploration expenses for 2025 were comparable to the prior year.


Annual Report 2025 Suncor Energy Inc. 27

Segment Results and Analysis Planned Maintenance of Operated Assets

There are no planned maintenance activities scheduled for Suncor’s operated E&P assets in 2026.

Refining and Marketing

Strategy and Investment Updates

●	2025 refinery utilization rates averaged over 100%, demonstrating Suncor’s ability to add low-cost incremental throughput capacity at its refineries, and the company anticipates continuing with this strategy in 2026.
●	Suncor has increased reliability and extended future turnaround intervals by improving maintenance and turnaround practices. Interval extensions translate into lower costs, higher utilization rates and more production between turnarounds and Suncor intends to replicate this successful initiative by implementing interval extensions at additional assets in 2026.
---	---
●	Suncor plans to further grow market share of its branded retail and wholesale network in 2026 by leveraging strategic partnerships and the value of its premium Petro-Canada^TM^ brand. This includes rebranding partner sites and enhancing select company‑owned locations to drive higher‑value sales.
---	---

Financial Highlights^^


Year ended December 31 ($ millions)		2025	2024	2023
Operating revenues	****	30 671	31 341	31 068
Earnings before income taxes	****	2 822	2 596	3 383
Adjusted for:	****
Unrealized (gain) loss on risk management activities		(5)	4	(16)
Write-down of equity investment^(1)^	****	41	—	—
Adjusted operating earnings^(2)^	****	2 858	2 600	3 367
Adjusted funds from operations^(2)^	****	3 907	3 538	4 268
Free funds flow^(2)^	****	2 759	2 348	3 266

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

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

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

R&M adjusted operating earnings were $2.858 billion in 2025, compared with $2.600 billion in 2024. The increase in adjusted operating earnings was primarily due to higher benchmark crack spreads and increased refinery production volumes, partially offset by a larger FIFO inventory valuation loss in 2025 compared to 2024 as benchmark crude prices weakened in the fourth quarter of 2025.

R&M earnings before income taxes in 2025 were $2.822 billion compared to $2.596 billion in 2024. In addition to the factors impacting adjusted operating earnings, earnings before income taxes in 2025 were impacted by an unrealized gain on risk management activities, compared to a loss in 2024. Earnings before income taxes in 2025 were also impacted by a write-down of an equity investment of $41 million.


28 Annual Report 2025 Suncor Energy Inc.

R&M achieved annual adjusted funds from operations of $3.907 billion in 2025, compared to $3.538 billion in 2024, with the increase primarily due to the same factors that impacted adjusted operating earnings, excluding DD&A expenses.

Volumes


Year ended December 31	2025	2024	2023
Crude oil processed (mbbls/d)
Eastern North America	238.5	213.6	212.4
Western North America	241.8	251.4	208.3
Total	480.3	465.0	420.7
Refinery utilization(1) (%)
Eastern North America	107	96	96
Western North America	99	103	85
Average	103	100	90
Refined product sales (mbbls/d)
Gasoline	262.5	253.3	228.0
Distillate	273.8	261.9	243.9
Other	87.0	85.2	81.2
Total	623.3	600.4	553.1
Refinery production(2) (mbbls)	185 497	180 356	163 895
Refining and marketing gross margin – First-in, first-out (FIFO)(3) (/bbl)	37.60	36.40	45.00
Refining and marketing gross margin – Last-in, first-out (LIFO)(3) (/bbl)	39.50	37.00	47.00
Refining operating expense(3) (/bbl)	6.50	6.60	7.45

All values are in US Dollars.

(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.
(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 Advisories – Non-GAAP and Other Financial Measures section of this MD&A.
---	---

Refinery crude throughput was a record 480,300 bbls/d and refinery utilization averaged 103% in 2025, compared to refinery crude throughput of 465,000 bbls/d and refinery utilization of 100% in 2024. The increase was primarily due to incremental capacity additions and strong, reliable operating performance in 2025.

Total refined product sales were a record 623,300 bbls/d in 2025, compared to 600,400 bbls/d in 2024, with the increase primarily due to higher refinery production and continued investment in retail growth and strategic partnerships.


Annual Report 2025 Suncor Energy Inc. 29

Segment Results and Analysis 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 $39.50/bbl in 2025 from $37.00/bbl in 2024. The increase was primarily due to higher benchmark crack spreads compared to the prior year and higher location differentials associated with the company’s regional markets. On a LIFO basis, Suncor’s refining and marketing margin capture^(1)^ was 96% of Suncor’s 5-2-2-1 index in 2025, compared to 96% in 2024.

●

On a FIFO basis, Suncor’s refining and marketing gross margin increased to $37.60/bbl in 2025, from $36.40/bbl in 2024 due to the same factors discussed above, in addition to FIFO inventory valuation impacts. In 2025, the impact of the FIFO method of inventory valuation, relative to an estimated LIFO^(2)^ method, resulted in a loss of $352 million. In 2024, the FIFO method resulted in a loss of $107 million, for an overall unfavourable year-over-year impact of $245 million.

---

Expenses and Other Factors

R&M operating expenses, decreased in 2025 compared to the prior year due to lower maintenance costs, partially offset by higher commodity input costs.

DD&A expenses increased in 2025 compared to the prior year, primarily due to the commissioning of assets and new leases entered into in 2025.

R&M transportation expenses in 2025 were comparable to the prior year period.

Refining operating expense per barrel^(1)^ of $6.50 in 2025 was comparable to $6.60 in the prior year, as increased production and decreased maintenance costs offset higher commodity input costs.

Planned Maintenance

The anticipated impact of these maintenance activities has been reflected in the company’s 2026 guidance.

●	Planned maintenance at the Commerce City refinery commencing in the first quarter, with completion expected in the second quarter.
●	Planned maintenance at the Sarnia refinery in the second quarter.
---	---
●	Planned maintenance at the Montreal refinery in the third quarter.
---	---
●	Planned maintenance at the Edmonton refinery in the third quarter.
---	---

Corporate and Eliminations

Strategy and Investment Updates

●	The company remains committed to its capital allocation framework, managing its balance sheet at current debt levels and returning 100% of excess funds to shareholders.
●	The company remains focused on continuing to execute organizational efficiency improvements and generating structural cost savings.
---	---

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


30 Annual Report 2025 Suncor Energy Inc.

Financial Highlights


Year ended December 31 ($ millions)		2025	2024	2023
Loss before income taxes	****	(677)	(1 883)	(1 296)
Adjusted for:	****
Unrealized foreign exchange (gain) loss on U.S. dollar denominated debt	****	(403)	714	(184)
Write-down of equity investment^(1)^		29	212	158
Loss on early repayment of long-term debt^(2)^	****	—	144	—
Restructuring charge^(3)^	****	—	—	275
Gain on significant disposal^(4)^	****	—	—	(302)
Adjusted operating loss^(5)^	****	(1 051)	(813)	(1 349)
Corporate and Renewables		(1 236)	(695)	(1 405)
Eliminations – Intersegment profit realized (eliminated)		185	(118)	56
Adjusted funds used in operations^(5)^	****	(894)	(679)	(1 546)
Free funds deficit^(5)^	****	(936)	(725)	(1 608)

(1)	Net write-down of equity investments of $29 million in 2025, $212 million in 2024 and $158 million in 2023.
(2)	In 2024, a loss on extinguishment of long-term debt of $144 million as a result of the early repayment of certain series of the company’s outstanding notes.
---	---
(3)	In 2023, a restructuring charge of $275 million in OS&G expenses related to the company’s workforce reductions.
---	---
(4)	In 2023, a gain of $302 million on the sale of the company’s wind and solar assets.
---	---
(5)	Non-GAAP financial measures. See the Advisories – Non-GAAP and Other Financial Measures section of this MD&A.
---	---

Corporate

The adjusted operating loss for Corporate was $1.236 billion in 2025, compared to $695 million in 2024. The increase in adjusted operating loss was primarily due to an operational foreign exchange loss in 2025, compared to a gain in 2024, partially offset by a decrease in share-based compensation expense in 2025.

Eliminations – Intersegment Profit

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 produced from internal purchases of crude feedstock have been sold to third parties. In 2025, the company realized $185 million of intersegment profit, compared to a deferral of profit of $118 million in the prior year. The realization of profit in 2025 was primarily driven by a weakening in crude benchmark pricing compared to the prior year.

Adjusted funds used in operations for the Corporate and Eliminations segment were $894 million in 2025, compared to $679 million in 2024, and were influenced by the same factors that impacted adjusted operating loss, excluding the impact of the non-cash component of share-based compensation expense.


Annual Report 2025 Suncor Energy Inc. 31

5. Income Tax


Year ended December 31
($ millions)		2025	2024	2023
Current income tax expense	****	1 940	2 465	1 734
Deferred income tax expense (recovery)	****	90	(294)	560
Income tax expense included in net earnings	****	2 030	2 171	2 294
Less: Income tax expense (recovery) on adjusted operating earnings adjustments	****	16	(104)	(98)
Income tax expense included in adjusted operating earnings	****	2 014	2 275	2 392
Effective tax rate	****	25.5%	26.5%	21.7%

The provision for income taxes in 2025 decreased to $2.030 billion, compared to $2.171 billion in 2024, primarily due to lower taxable earnings. In 2025, the company's effective tax rate on net earnings decreased compared to 2024, primarily due to the impact of non-taxable foreign exchange gains on the revaluation of U.S. dollar denominated debt and other permanent items impacting total tax expense in the current year.


32 Annual Report 2025 Suncor Energy Inc.

6. Fourth Quarter 2025 Analysis

Financial and Operational Highlights


Three months ended December 31
($ millions, except as noted)		2025		2024
Earnings (loss) before income taxes	****
Oil Sands	****	1 120		1 625
Exploration and Production	****	61		125
Refining and Marketing	****	895		410
Corporate and Eliminations	****	(69)		(1 070)
Income tax expense	****	(531)		(272)
Net earnings	****	1 476		818
Adjusted operating earnings (loss)^(1)^	****
Oil Sands	****	1 129		1 609
Exploration and Production	****	61		125
Refining and Marketing	****	893		410
Corporate and Eliminations	****	(249)		(200)
Income tax expense included in adjusted operating earnings	****	(509)		(378)
Total	****	1 325		1 566
Adjusted funds from (used in) operations^(1)^	****
Oil Sands	****	2 406		3 126
Exploration and Production	****	214		274
Refining and Marketing	****	1 174		638
Corporate and Eliminations	****	(108)		(131)
Current income tax expense	****	(468)		(414)
Total adjusted funds from operations	****	3 218		3 493
Changes in non-cash working capital	****	703		1 590
Cash flow provided by operating activities	****	3 921		5 083
Free funds flow^(1)^	****	1 699		1 923
Upstream production volumes	****
Oil Sands – Upgraded – net SCO and diesel (mbbls/d)	****	557.0		543.6
Oil Sands – Non-upgraded bitumen (mbbls/d)	****	288.4		273.9
Total Oil Sands production volumes (mbbls/d)	****	845.4		817.5
Exploration and Production (mbbls/d)	****	63.6		57.5
Total upstream production (mbbls/d)	****	909.0		875.0
Downstream volumes	****
Refinery crude oil processed (mbbls/d)	****	504.2		486.2
Refinery utilization (%)		108		104
Refined product sales	****	640.4		613.3

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

Net Earnings

Suncor’s consolidated net earnings for the fourth quarter of 2025 were $1.476 billion, compared to $818 million 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 include:

Ÿ	An unrealized foreign exchange gain on the revaluation of U.S. dollar denominated debt of $114 million recorded in financing expenses in the Corporate and Eliminations segment in the fourth quarter of 2025, compared to a loss of $514 million in the fourth quarter of 2024.

---
Annual Report 2025 Suncor Energy Inc. 33

Fourth Quarter 2025 Analysis

Ÿ	An unrealized loss on risk management activities of $7 million recorded in other income in the fourth quarter of 2025, compared to an unrealized gain of $16 million in the fourth quarter of 2024.
Ÿ	During the fourth quarter of 2025, the company reversed a provision related to an equity investment of $66 million in the Corporate and Eliminations segment, compared to a write-down of an equity investment of $212 million in the Corporate and Eliminations segment in the fourth quarter of 2024.
---	---
Ÿ	During the fourth quarter of 2024, the company recorded a loss on extinguishment of long-term debt of $144 million in the Corporate and Eliminations segment as a result of the early repayment of certain series of its outstanding notes.
---	---
Ÿ	An income tax expense related to the items noted above of $22 million in the fourth quarter of 2025, compared to a recovery of $106 million in the fourth quarter of 2024.
---	---

Adjusted Operating Earnings

Suncor’s adjusted operating earnings were $1.325 billion ($1.10 per common share) in the fourth quarter of 2025, compared to $1.566 billion ($1.25 per common share) in the prior year quarter, with the decrease primarily due to lower upstream price realizations net of decreased royalties, and a foreign exchange loss on working capital items compared to a gain in the prior year quarter, partially offset by increased refinery margins and increased upstream production, downstream throughput and sales volumes.

Adjusted Funds from Operations and Cash Flow Provided by Operating Activities

Adjusted funds from operations were $3.218 billion ($2.68 per common share) in the fourth quarter of 2025, compared to $3.493 billion ($2.78 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, was $3.921 billion ($3.27 per common share) in the fourth quarter of 2025, compared to $5.083 billion ($4.05 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 smaller source of cash associated with the company’s working capital balances in the fourth quarter of 2025, compared to the prior year quarter. Working capital is subject to fluctuations based on commodity prices, the timing of transactions and seasonal factors. The source of cash in the fourth quarter of 2025 was primarily due to an increase in accounts payable and accrued liabilities and the timing of tax instalment payments.

Segmented Analysis

Oil Sands

Oil Sands segment adjusted operating earnings were $1.129 billion in the fourth quarter of 2025, compared to $1.609 billion in the prior year quarter, with the decrease primarily due to lower crude oil price realizations as a result of lower benchmark pricing, net of decreased royalties, partially offset by increased sales volumes.

Total Oil Sands bitumen production increased to a quarterly record of 992,700 bbls/d, compared to 951,500 bbls/d in the prior year quarter, primarily due to strong mining performance, and included record fourth quarter production at Fort Hills.

The company’s net SCO production increased to a quarterly record of 557,000 bbls/d, compared to 543,600 bbls/d in the prior year quarter. The increase in net SCO production was primarily due to higher upgrader availability in the current period related to decreased planned maintenance activities in the current quarter and continued strong upgrader reliability.

Non-upgraded bitumen production increased to 288,400 bbls/d in the fourth quarter of 2025, compared to 273,900 bbls/d in the prior year quarter, primarily due to record bitumen production, partially offset by increased upgrader availability.

Exploration and Production

Adjusted operating earnings for the E&P segment in the fourth quarter of 2025 were $61 million, compared to $125 million in the prior year quarter, with the decrease primarily due to lower price realizations as a result of lower benchmark pricing, net of decreased royalties, partially offset by increased sales volumes.

E&P production increased to 63,600 bbls/d in the fourth quarter of 2025 compared to 57,500 bbls/d in the prior year quarter, and included increased production at Hebron and the addition of production at White Rose, which restarted in the first quarter of 2025.

Total E&P sales volumes increased to 51,500 bbls/d in the fourth quarter of 2025, compared to 44,800 bbls/d in the prior year quarter, primarily due to the timing of cargo sales in E&P Canada.

Refining and Marketing

R&M adjusted operating earnings in the fourth quarter of 2025 increased to $893 million, compared to $410 million in the prior year quarter. The increase in adjusted operating earnings was primarily due to higher benchmark crack spreads and increased refinery production, partially offset by an increased first-in, first-out (FIFO) inventory valuation loss in the fourth quarter of 2025 compared to the prior year quarter.

Refining throughput increased to a quarterly record of 504,200 bbls/d with refinery utilization of 108%, compared to 486,200 bbls/d and 104%, respectively in the prior year quarter. The increase was primarily due to continued strong operating performance through the current quarter, which saw all four refineries exceed 100% utilization.


34 Annual Report 2025 Suncor Energy Inc.

Refined product sales increased to a fourth quarter record of 640,400 bbls/d, compared to 613,300 bbls/d in the prior year quarter, primarily due to higher refinery production and continued investment in retail growth, as well as leveraging strategic partnerships.

Corporate and Eliminations

Corporate incurred an adjusted operating loss of $307 million in the fourth quarter of 2025, compared to an adjusted operating loss of $92 million in the prior year quarter. The increased loss was primarily attributable to an operational foreign exchange loss in the current quarter compared to a gain in the prior year quarter, partially offset by a decrease in share-based compensation expense 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 fourth quarter of 2025, the company realized $58 million of intersegment profit compared to a deferral of $108 million in the prior year quarter. The realization of intersegment profit in the fourth quarter of 2025 was primarily driven by lower refinery feedstock costs in the quarter.


Annual Report 2025 Suncor Energy Inc. 35

7. Quarterly Financial Data

Financial Summary


Three months ended	Dec 31		Sept 30		June 30		Mar 31		Dec 31		Sept 30		June 30		Mar 31
( millions, unless otherwise noted)	2025		2025		2025		2025		2024		2024		2024		2024
Total production (mbbls/d)
Oil Sands	845.4		812.2		748.4		790.9		817.5		776.0		716.0		785.0
Exploration and Production	63.6		57.8		59.7		62.3		57.5		52.6		54.6		50.3
Total upstream production	909.0		870.0	****	808.1	****	853.2		875.0		828.6		770.6		835.3
Revenues and other income				****		****
Operating revenues, net of royalties	12 042		12 552		11 991		12 323		12 531		12 888		12 889		12 381
Other income (loss)	254		115		(97)		130		(28)		174		151		148
	12 296		12 667	****	11 894	****	12 453		12 503		13 062		13 040		12 529
Net earnings	1 476		1 619		1 134		1 689		818		2 020		1 568		1 610
Per common share – basic (dollars)	1.23		1.34		0.93		1.36		0.65		1.59		1.22		1.25
Adjusted operating earnings(1)	1 325		1 794		873		1 629		1 566		1 875		1 626		1 817
Per common share(1)(2) (dollars)	1.10		1.48		0.71		1.31		1.25		1.48		1.27		1.41
Adjusted funds from operations(1)	3 218		3 831		2 689		3 045		3 493		3 787		3 397		3 169
Per common share(1)(2) (dollars)	2.68		3.16		2.20		2.46		2.78		2.98		2.65		2.46
Cash flow provided by operating activities	3 921		3 785		2 919		2 156		5 083		4 261		3 829		2 787
Per common share(2) (dollars)	3.27		3.13		2.38		1.74		4.05		3.36		2.98		2.16
Free funds flow(1)	1 699		2 347		981		1 900		1 923		2 232		1 350		1 858
Per common share(1)(2) (dollars)	1.42		1.94		0.80		1.53		1.53		1.76		1.05		1.44
Return on Capital Employed (ROCE)(1)(3) (%) for the twelve months ended	11.3		11.0		11.1		12.8		13.0		15.6		15.6		15.7
Net debt(1)(4)	6 337		7 147		7 673		7 559		6 861		7 968		9 054		9 552
Common share information (dollars)
Dividend per common share(2)	0.60		0.57		0.57		0.57		0.57		0.55		0.55		0.55
Share price at the end of trading
Toronto Stock Exchange (Cdn)	60.92		58.24		51.01		55.72		51.31		49.92		52.15		49.99
New York Stock Exchange (US)	44.36		41.81		37.45		38.72		35.68		36.92		38.10		36.91

All values are in US Dollars.

(1)	Such financial measure is a non-GAAP financial measure or contains a non-GAAP financial measure. See the Advisories Non-GAAP and Other Financial Measures section of this MD&A. Adjusted operating earnings, adjusted funds from operations, net debt, free funds flow and ROCE are defined in the Advisories- Non-GAAP and Other Financial Measures section and reconciled to GAAP measures in the Consolidated Financial Information and the Segment Results and Analysis section in the respective Management’s Discussion & Analysis for such quarter or year end (Applicable MD&A), which information is incorporated by reference herein and available on SEDAR+ at www.sedarplus.ca.
(2)	Presented on a basic per share basis.
---	---
(3)	Beginning in the second quarter of 2024, the company revised the definition of ROCE to exclude lease liabilities from the calculation of average capital employed and interest on lease liabilities from net interest expense to better align with how management and industry monitor capital structure. Prior period comparatives have been restated to reflect this change.
---	---
(4)	Beginning in the second quarter of 2024, the company revised the definition of net debt to exclude lease liabilities to better align with how management and industry monitor capital structure. Prior period comparatives have been restated to reflect this change.
---	---

---
36 Annual Report 2025 Suncor Energy Inc.

Business Environment


Three months ended		Dec 31	****	Sept 30	****	June 30	****	Mar 31	****	Dec 31	****	Sept 30	****	June 30	****	Mar 31
(average for the period ended, except as noted)		2025		2025		2025		2025		2024		2024		2024		2024
WTI crude oil at Cushing	US/bbl	59.15		64.95		63.70		71.40		70.30		75.15		80.55		76.95
Dated Brent crude	US/bbl	63.70		69.10		67.80		75.70		74.70		80.25		84.90		83.25
Dated Brent/Maya FOB price differential	US/bbl	9.70		8.80		10.10		11.10		11.85		13.90		12.05		14.10
MSW at Edmonton	Cdn/bbl	76.55		86.40		84.25		95.30		94.95		98.00		105.25		92.20
WCS at Hardisty	US/bbl	47.95		54.55		53.50		58.75		57.75		61.65		67.00		57.60
WCS-WTI light/heavy differential	US/bbl	(11.20)		(10.40)		(10.20)		(12.65)		(12.55)		(13.50)		(13.55)		(19.35)
SYN-WTI (differential) premium	US/bbl	(1.30)		1.35		1.00		(2.35)		0.85		1.30		2.80		(7.40)
Condensate at Edmonton	US/bbl	57.00		63.10		63.50		69.90		70.65		71.30		77.15		72.80
Natural gas (Alberta spot) at AECO	Cdn/GJ	2.20		0.60		1.65		2.05		1.45		0.65		1.10		2.20
Alberta Power Pool Price	Cdn/MWh	43.00		51.30		40.50		39.80		51.50		55.35		45.15		99.30
New York Harbor 2-1-1 crack^(1)^	US/bbl	29.90		29.95		25.90		21.05		18.80		21.05		24.75		27.05
Chicago 2-1-1 crack^(1)^	US/bbl	21.50		26.40		22.05		14.65		13.85		19.35		18.85		19.80
Portland 2-1-1 crack^(1)^	US/bbl	31.75		42.05		38.20		22.30		20.95		20.35		29.30		26.85
Gulf Coast 2-1-1 crack^(1)^	US/bbl	27.15		27.10		23.20		20.85		17.00		18.90		22.10		27.95
U.S. Renewable Volume Obligation	US/bbl	6.10		6.40		6.15		4.75		4.05		3.90		3.40		3.70
Suncor custom 5-2-2-1 index^(2)^	US/bbl	32.00		31.20		27.85		26.80		24.25		26.05		26.70		35.95
Exchange rate (average)	US/Cdn	0.72		0.73		0.72		0.70		0.71		0.73		0.73		0.74
Exchange rate (end of period)	US/Cdn	0.72		0.72		0.73		0.69		0.69		0.74		0.73		0.74

All values are in US Dollars.

(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.
---	---

Significant or Unusual Items Impacting Net Earnings

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

In addition to the impacts of changes in production volumes and business environment, net earnings over the last eight quarters were affected by the following events or significant adjustments:

●	During the fourth quarter of 2025, the company reversed a provision related to an equity investment of $66 million in the Corporate and Eliminations segment.
●	During the second quarter of 2025, Suncor recorded a write-down of an equity investment of $95 million in the Corporate and Eliminations segment and $41 million in the R&M segment.
---	---
●	During the fourth quarter of 2024, the company recorded a loss on extinguishment of long-term debt of $144 million in the Corporate and Eliminations segment as a result of the early repayment of certain series of its outstanding notes.
---	---
●	During the fourth quarter of 2024, Suncor recorded a write-down of an equity investment of $212 million in the Corporate and Eliminations segment.
---	---


Annual Report 2025 Suncor Energy Inc. 37

8. Capital Investment Update

Capital Expenditures by Type, Excluding Capitalized Interest


		Year ended
		December 31, 2025					December 31, 2024
		Asset Sustainment		Economic
($ millions)		and Maintenance^(1)^		Investment^(2)^		Total	Total
Oil Sands					****
Oil Sands Base		919		444		1 363	1 852
In Situ		200		373		573	498
Fort Hills		296		456		752	760
Syncrude		820		237		1 057	962
E&P		—		723	****	723	862
R&M		887		261	****	1 148	1 186
Corporate and Eliminations		40		2	****	42	46
		3 162	****	2 496	****	5 658	6 166
Capitalized interest on debt						198	317
Total capital expenditures						5 856	6 483
(1)	Asset sustainment and maintenance capital expenditures include capital investments that are intended to deliver on existing value by ensuring compliance or maintaining relations 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.
---	---

Capital activity in 2025:

During 2025, the company incurred $5.658 billion of capital expenditures, excluding capitalized interest, compared to $6.166 billion in the prior year. Suncor capitalized $198 million of its borrowing costs in 2025 as part of the cost of major development assets and construction projects in progress, compared to $317 million in the prior year.

Economic investment capital expenditures in 2025 were primarily related to:

●	The completion of the Upgrader 1 coke drum replacement project at Oil Sands Base.
●	The ongoing design and construction of well pads to develop additional reserves that are intended to maintain existing production and initiatives to add incremental capacity at In Situ.
---	---
●	Mine equipment purchases and commencing the second opening at the Fort Hills North Pit mine.
---	---
●	The completion of the Mildred Lake Mine Extension West project and the progression of the Mildred Lake Mine Extension East project, as well as preparation for autonomous haul system conversion at Syncrude.
---	---
●	Progressing the West White Rose project within the E&P segment.
---	---
●	Enhancing the R&M sales and marketing business, including continued strategic investment in specific company-owned retail sites and rebranding partner sites.
---	---

Asset sustainment and maintenance capital expenditures in 2025 were primarily related to:

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


38 Annual Report 2025 Suncor Energy Inc.

Planned activity in 2026:

Planned economic investment capital expenditures in 2026 primarily relate to:

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

Planned asset sustainment and maintenance capital expenditures in 2026 primarily relate to:

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


Annual Report 2025 Suncor Energy Inc. 39

9. Financial Condition and Liquidity

Liquidity and Capital Resources


At December 31 ($ millions, except as noted)		2025	2024	2023
Cash flow provided by (used in)	****
Operating activities	****	12 781	15 960	12 344
Investing activities	****	(6 022)	(6 472)	(6 511)
Financing activities	****	(6 468)	(7 882)	(5 990)
Foreign exchange (gain) loss on cash and cash equivalents	****	(125)	149	(94)
Increase (decrease) in cash and cash equivalents	****	166	1 755	(251)
Cash and cash equivalents, end of year	****	3 650	3 484	1 729
ROCE^(1)(2)(3)^(%)		11.3	13.0	16.3
Net debt to adjusted funds from operations^(1)(4)^ (times)		0.5	0.5	0.7
Total debt to total debt plus shareholders’ equity^(1)(4)^ (%)		18.1	18.9	21.1
Net debt to net debt plus shareholders’ equity^(1)(4)^ (%)		12.3	13.4	18.5

(1)	Non-GAAP financial measures or contains non-GAAP financial measures. See the Advisories – Non-GAAP and Other Financial Measures section of this MD&A.
(2)	For the twelve months ended December 31, 2025, the twelve months ended December 31, 2024, and the twelve months ended December 31, 2023 there were no impairments or impairment reversals. As a result, ROCE excluding impairments was equal to ROCE. ROCE would have been 13.6% for the twelve months ended December 31, 2023, excluding the impact of the $1.125 billion non-cash gain on acquisition of TotalEnergies Canada.
---	---
(3)	Beginning in 2024, the company revised the definition of ROCE to exclude lease liabilities from the calculation of average capital employed and interest on lease liabilities from net interest expense to better align with how management and industry monitor capital structure. Prior period comparatives have been restated to reflect this change.
---	---
(4)	Beginning in 2024, the company revised the definition of net debt and total debt to exclude lease liabilities to better align with how management and industry monitor capital structure. Prior period comparatives have been restated to reflect this change.
---	---

Cash Flow Provided by Operating Activities

Cash flow provided by operating activities was $12.781 billion in 2025, compared to $15.960 billion in 2024. The decrease was primarily due to lower upstream price realizations net of decreased royalties, in line with the decrease in benchmark crude oil pricing, a foreign exchange loss on working capital items compared to a gain in the prior year and increased operating and transportation expenses, partially offset by increased upstream and downstream production and sales volumes, and increased downstream refinery margins.

The current period cash flow provided by operating activities was not impacted by a material change in non-cash working capital, as a decrease in accounts payable and accrued liabilities, which includes the timing impact of commodity tax payable, largely offset a decrease in accounts receivable balances and the timing of tax instalment payments. The prior period cash flow provided by operating activities reflects a source of cash in working capital, primarily due to an increase in accounts payable and accrued liabilities, which includes the timing impact of commodity tax payable, a decrease in accounts receivable balances, in line with the decrease in benchmark commodity prices in 2024, and a draw on inventory due to increased sales volumes.

Cash Flow Used in Investing Activities

Cash flow used in investing activities was $6.022 billion in 2025, compared to $6.472 billion in 2024. The decrease was primarily due to decreased capital expenditures in 2025, partially offset by an increase in non-cash investing working capital in 2025 compared to a decrease in 2024.

Cash Flow Used in Financing Activities

Cash flow used in financing activities was $6.468 billion **** in 2025, compared to $7.882 billion in 2024. The decrease was primarily due to the repayment of long-term debt and a decrease in short-term debt in the prior year, partially offset by an increase in share repurchases and lease principal payments in 2025.

Capital Resources

Suncor’s capital resources consist primarily of cash flow provided by operating activities, cash and cash equivalents, and available credit facilities, including commercial paper. 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 current and future 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 margins, operating expenses, taxes, royalties and foreign exchange rates.


40 Annual Report 2025 Suncor Energy Inc.

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

Cash and Cash Equivalents

Included in cash and cash equivalents of $3.650 billion at December 31, 2025, are short-term investments with weighted average days to maturity of approximately 12 days. In 2025, the company earned approximately $10.5 million of interest income on these investments.

Financing Activities

Suncor’s interest on debt and lease liabilities (before capitalized interest) in 2025 was $896 million, compared to $940 million in 2024, with interest expense on debt decreasing as a result of debt repayments made in 2024, offset by an increase in interest on leases.

Available lines of credit at December 31, 2025, decreased to $5.219 billion compared to $5.475 billion as at December 31, 2024. In the fourth quarter of 2025, the company extended the maturity of its syndicated credit facilities from October 2027 and October 2028 to December 2028 and December 2029, respectively.

A summary of total and unutilized credit facilities at December 31, 2025, is as follows:


($ millions)		2025
Fully revolving and expiring in 2029		2 750
Fully revolving and expiring in 2028		2 469
Can be terminated at any time at the option of the lenders		1 070
Total credit facilities		6 289
Credit facilities supporting standby letters of credit		(725)
Total unutilized credit facilities^(1)^		5 564

(1)	Available credit facilities for liquidity purposes were $5.219 billion at December 31, 2025 (December 31, 2024 – $5.475 billion).

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. At December 31, 2025, total debt and lease liabilities to total debt and lease liabilities plus shareholders’ equity was 24.3% (December 31, 2024 – 24.8%), a decrease from the prior year primarily due to higher shareholders’ equity and a decrease in long-term debt. The company is currently in compliance with all operating covenants as at December 31, 2025.

Change in Debt


($ millions)		2025
Total debt^(1)^ – December 31, 2024		10 345
Decrease in long-term debt		(4)
Decrease in short-term debt		—
Foreign exchange on debt, and other		(354)
Total debt^(1)^ – December 31, 2025		9 987
Less: Cash and cash equivalents – December 31, 2025		3 650
Net debt^(1)^ – December 31, 2025		6 337

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

The company’s total debt decreased in the twelve months ended December 31, 2025, primarily due to favourable foreign exchange rates on U.S. dollar denominated debt compared to December 31, 2024.


Annual Report 2025 Suncor Energy Inc. 41

Financial Condition and Liquidity carrying amount of the debt and amortized using the effective interest method. Net proceeds of approximately $1 billion from the issuance were utilized to repay the 5.60% Series 9 Medium Term Notes, due 2025, with a principal amount of $1 billion.

As at December 31, 2025, Suncor’s net debt was $6.337 billion, compared to $6.861 billion at December 31, 2024. The change in net debt was primarily due to the factors discussed above, and an increase in cash and cash equivalents.

For the year ended December 31, 2025, the company’s net debt to adjusted funds from operations measure was 0.5 times.

Credit Ratings

The company’s credit ratings affect its cost of funds and liquidity. In particular, the company’s ability to access unsecured funding markets and to engage in certain activities on a cost-effective basis is primarily dependent upon maintaining a strong credit rating. A lowering of the company’s credit rating may also have potentially adverse consequences for the company’s funding capacity or access to the capital markets, may affect the company’s ability, and the cost, to enter into normal course derivative or hedging transactions, and may require the company to post additional collateral under certain contracts.

For a description of Suncor’s current credit ratings refer to the Description of Capital Structure – Credit Ratings section of Suncor’s 2025 AIF.

Common Shares

Outstanding Shares


(thousands)		December 31, 2025
Common shares		1 193 520
Common share options – exercisable		2 577
Common share options – non-exercisable		2 177

As at February 24, 2026, the total number of common shares outstanding was 1,186,910,947 and the total number of exercisable and non-exercisable common share options outstanding was 3,579,577. Once vested, each outstanding common share option is exercisable for one common share.

Share Repurchases


(thousands of common shares)	Commencement Date	Expiry	Maximum Shares for Repurchase	Maximum Shares for Repurchase (%)	Number of Shares Repurchased
2023 NCIB	February 17, 2023	February 16, 2024	132 900	10	47 107
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	—

The TSX has accepted a notice filed by Suncor to renew its NCIB to purchase the company's common shares through the facilities of the TSX, NYSE and/or alternative trading systems. The notice provides that, beginning March 3, 2026, and ending March 2, 2027, Suncor may purchase for cancellation up to 118,700,000 common shares, which is equal to approximately 10% of Suncor's public float as of February 18, 2026.

Between March 3, 2025, and February 24, 2026, pursuant to Suncor’s previous NCIB, Suncor repurchased 54,150,911 common shares on the open market, representing the equivalent of 4.4% of its common shares as at February 18, 2025, for $3.075 billion, at a weighted average price of $56.79 per share.

The actual number of common shares that may be repurchased under the NCIB and the timing of any such purchases will be determined by Suncor. The company believes that, depending on the trading price of its common shares and other relevant factors, repurchasing its common 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 its common shares will affect its long-term strategy.


At December 31
($ millions, except as noted)		2025	2024	2023
Share repurchase activities (thousands of common shares)	****	55 322	55 564	51 982
Weighted average repurchase price per share (dollars per share)	****	54.68	52.33	42.96
Share repurchase cost	****	3 025	2 908	2 233


42 Annual Report 2025 Suncor Energy Inc.

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

In addition to the enforceable and legally binding obligations in the table below, Suncor has other obligations for goods and services that were entered into in the normal course of business, which may terminate on short notice, including commitments for the purchase of commodities for which an active, highly liquid market exists, and which are expected to be resold shortly after purchase.

The company 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 condition or financial performance, including liquidity and capital resources.

In the normal course of business, the company is obligated to make future payments, including contractual obligations and non-cancellable commitments.


	Payment due by period

($ millions)	2026		2027		2028		2029	2030	Thereafter	Total
Product transportation and storage	1 855		1 658		1 600		1 493	1 346	9 971	17 923
Energy services & other long term contracts	393		280		185		172	173	150	1 353
Exploration work commitments	—		—		—		—	—	477	477
Total commitments	2 248		1 938		1 785		1 665	1 519	10 598	19 753
Long term debt^(1)^	1 500		1 040		806		504	1 087	11 355	16 292
Lease obligations^(2)^	888		721		625		538	400	3 871	7 043
Decommissioning and restoration costs^(3)^	624		658		491		468	497	19 507	22 245
Total commitments and obligations	7 508	****	6 295	****	5 492	****	4 840	5 022	55 929	65 333

(1)	Includes long-term debt and interest payments on long-term debt. Refer to note 20 and note 26 of Suncor’s 2025 audited Consolidated Financial Statements.
(2)	Includes interest payments on lease liabilities.
---	---
(3)	Represents the undiscounted and uninflated amount of decommissioning and restoration costs. Refer to note 23 of Suncor’s 2025 audited Consolidated Financial Statements.
---	---

Transactions with Related Parties

Suncor enters into transactions with related parties in the normal course of business, which includes purchases of feedstock, distribution of refined products and the sale of refined products and byproducts. These transactions are with joint ventures and associated entities in the company’s R&M operations, including pipeline, refined product and petrochemical companies. For more information on these transactions and for a summary of Compensation of Key Management Personnel, refer to note 30 of the 2025 audited Consolidated Financial Statements.

Financial Instruments

The company uses derivative financial instruments, such as physical and financial contracts, to manage certain exposures to fluctuations in interest rates, commodity prices and foreign currency exchange rates as part of its overall risk management program, as well as for trading purposes. For the year ended December 31, 2025, the pre-tax earnings impact of risk management and trading activities was $161 million (2024 – pre-tax earnings of $114 million).

Gains or losses related to derivatives are recorded as Other Income in the Consolidated Statements of Comprehensive Income.



($ millions)		2025		2024
Fair value outstanding, beginning of year		82		(20)
Changes in fair value recognized in earnings during the year		161		114
Cash settlements – received during the year	****	(50)		(12)
Fair value outstanding, end of year	****	193	****	82

The fair value of derivative financial instruments is recorded on the Consolidated Balance Sheets.


Fair value of derivative contracts at
December 31 ($ millions)		2025	2024
Accounts receivable		267	153
Accounts payable		(74)	(71)
		193	82


Annual Report 2025 Suncor Energy Inc. 43

Financial Condition and Liquidity Risks Associated with Derivative Financial Instruments

Suncor may be exposed to certain losses in the event that counterparties to derivative financial instruments are unable to fulfil their obligations under these contracts. The company minimizes this risk by entering into agreements with investment grade counterparties. Risk is also minimized through regular management review of the potential exposure to and credit ratings of such counterparties. Suncor’s exposure is limited to those counterparties holding derivative contracts with net positive fair values at a reporting date.

Suncor’s risk management activities are subject to periodic reviews by management to determine appropriate hedging requirements based on the company’s tolerance for exposure to market volatility, as well as the need for stable cash flow to finance future growth. Commodity risk management and trading activities are governed by a separate risk management group that reviews and monitors practices and policies and provides independent verification and valuation of these activities.

For further details on our derivative financial instruments, including assumptions made in the calculation of fair value, a sensitivity analysis of the effect of changes in commodity prices on our derivative financial instruments, and additional discussion of exposure to risks and mitigation activities, refer to note 26 of the company’s 2025 audited Consolidated Financial Statements.


44 Annual Report 2025 Suncor Energy Inc.

10. Material Accounting Policies and Critical Accounting Estimates

Suncor’s material accounting policies are described in note 3 of the audited Consolidated Financial Statements for the year ended December 31, 2025.

Recently Announced Accounting Pronouncements

In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements, which will replace IAS 1 Presentation of Financial Statements. The new standard introduces two new mandatory subtotals and defined categories of income and expenses in the consolidated statements of comprehensive income, along with enhanced requirements for the grouping of information in the consolidated financial statements. Management-defined performance measures will also be required to be disclosed within the notes to the consolidated financial statements.

Significant and Other Accounting Estimates and Judgments

Oil and Gas Reserves

Exploration and Evaluation Costs

Determination of Cash Generating Units (CGUs)

Asset Impairment


Annual Report 2025 Suncor Energy Inc. 45

Material Accounting Policies and Critical Accounting Estimates Decommissioning and Restoration Costs

Climate Change

Tariffs

Employee Future Benefits

The company provides benefits to employees, including pensions and other post retirement benefits. The cost of defined benefit pension plans and other post retirement benefits received by employees is estimated based on actuarial valuation methods that require professional judgment. Estimates typically used in determining these amounts include, as applicable, rates of employee turnover, future claim costs, discount rates, future salary and benefit levels, the return on plan assets, mortality rates and future medical costs. Changes to these estimates may have a material impact on the amounts presented.


46 Annual Report 2025 Suncor Energy Inc.

11. Risk Factors

Suncor is committed to a proactive program of enterprise risk management intended to enable decision making through consistent identification and assessment of the risks inherent to its assets, activities and operations. Some of these risks are common to operations in the oil and gas industry as a whole, while some are unique to Suncor. The realization of any of the following risks could have a material adverse effect on Suncor’s business, financial condition, reserves and results of operations.

Financial Risk Factors

Commodity Price Exposure

Suncor’s financial results are sensitive to prices for crude oil, refined petroleum products and, to a lesser extent, natural gas and electricity prices. These are driven by global and regional supply and demand factors which are beyond the company’s control. Prolonged low or volatile prices or transportation/storage constraints could reduce production and refinery utilization rates, impair assets and delay growth projects.

Crude oil prices are also affected by, among other things, global economic health (particularly in emerging markets), market access constraints, regional and international supply and demand imbalances, political developments and government action, geopolitical conflict, decisions by OPEC+ regarding quotas on its members, compliance or non-compliance with quotas agreed upon by OPEC+ members and other countries, the impact of changes to U.S. government economic policy (including the imposition of additional tariffs) and weather. These factors impact the various types of crude oil and refined products differently and can impact differentials between light and heavy grades of crude oil (including blended bitumen) and between conventional oil and SCO.

Refined petroleum product prices and refining margins are also affected by, among other things, crude oil prices, the availability of crude oil and other feedstock, levels of refined product inventories, regional refinery availability, market access, marketplace competitiveness, regulatory compliance costs and other local market factors. Natural gas prices in North America are affected by, among other things, supply and demand, inventory levels, weather and prices for alternative energy sources.

In addition, oil producers in North America, and particularly in Canada, may receive discounted prices for their production relative to certain international prices, due in part to constraints on the ability to transport and sell such products to international markets. A failure to resolve such constraints may result in continued discounted or reduced commodity prices realized by oil producers. Suncor’s production from Oil Sands includes significant quantities of bitumen and SCO that may trade at a discount to light and medium crude oil. Bitumen and SCO are typically more expensive to produce and process. In addition, the market prices for these products may differ from the established market indices for light and medium grades of crude oil. As a result, the price received for bitumen and SCO may differ from the benchmark they are priced against.

All commodity prices discussed above could also be adversely affected by a prolonged period of decreased demand caused by the outbreak of epidemics, pandemics and other public health crises in geographic areas in which Suncor has operations, suppliers, customers or employees.

Access to Capital

Suncor expects that future capital expenditures will be financed out of cash flow, credit facilities and, if needed, accessing capital markets. Access depends on commodity prices, market conditions, and investor sentiment toward the energy industry generally, and the company’s securities in particular. Stricter decarbonization policies could limit financing availability or raise costs. Higher debt levels may impair flexibility and credit ratings. Suncor is required to comply with financial and operating covenants under existing credit facilities and debt securities, and if Suncor does not comply with such covenants there is a risk that repayment could be accelerated and/or the company’s access to capital could be restricted or only be available on unfavourable terms.

Rating agencies regularly evaluate the company, including its subsidiaries. Their ratings of Suncor’s long-term and short-term debt are based on a number of factors, including factors not entirely within the company’s control. There is a risk that one or more of Suncor’s credit ratings could be downgraded, which could potentially limit its access to private and public credit markets and increase the company’s cost of borrowing.

Inflation

Persistent inflation can raise structural costs and impact business plans. Governmental action, such as the imposition of higher interest rates, an increase or imposition of tariffs on goods imported from or exported to the U.S., could further increase costs and amplify other risks identified in this Risk Factors section of the MD&A.

Interest Rate Risk

The company is exposed to fluctuations in short-term Canadian and U.S. interest rates as Suncor maintains a portion of its debt capacity in revolving and floating rate credit facilities and commercial paper and invests surplus cash in short-term debt instruments and money market instruments, which are off-setting exposures to some degree. Suncor may also be exposed to higher interest rates when debt instruments are maturing and require refinancing, or when new debt capital needs to be raised. The company is also exposed to changes in interest rates if derivative instruments are used to manage the debt portfolio.

Exchange Rate Fluctuations

The majority of Suncor’s revenues from the sale of oil and natural gas commodities are based on prices that are determined by, or referenced to, U.S. dollar benchmark prices, while the majority of Suncor’s expenditures are realized in Canadian dollars. Suncor also has assets and liabilities, that are denominated in U.S. dollars and translated (Canadian dollars) at each balance sheet date. Suncor’s financial results, therefore, can be affected significantly by the exchange rates between the Canadian dollar and the U.S. dollar.

Royalties, Taxes and Tariffs

Suncor is subject to royalties and taxes imposed by governments in numerous jurisdictions and the potential for increased tariffs. Royalties may vary with changes in crude oil and natural gas prices, production, volumes, and capital and operating costs; and amendments to legislation or


Annual Report 2025 Suncor Energy Inc. 47

Risk Factors production sharing contracts. In addition, regulatory audits of prior year filings may affect the final determination of royalties payable and could result in material impact on the company’s royalties expense.

A failure to fully realize anticipated tax benefits, including the expected tax benefit relating to the acquisition of TotalEnergies Canada, income taxes, property taxes, carbon taxes, levies, tariffs, duties, quotas, border taxes, other taxes and other government-imposed compliance costs could adversely affect the company’s cost structure, cash flows and overall financial performance.

In February 2025, the U.S. government announced plans for new tariffs on, among other things, Canadian imports to the United States. In response, the Canadian government indicated it would implement retaliatory tariffs on certain goods imported from the U.S. A portion of the company’s crude oil is exported to the U.S. and tariffs could have a negative impact on commodity prices and increase volatility, which could have an adverse effect on the company's business, financial condition, results of operations and cash flows from operations. Additionally, certain goods used by the company in its operations are procured from the U.S. and the tariffs proposed by the Canadian government could increase certain costs of the company, which could have an adverse effect on the company's business, financial condition and cash flows from operations.

The timing and scope of the U.S. and Canadian tariffs remain subject to significant uncertainty and the associated financial impacts cannot be reliably quantified at this time. Suncor continues to monitor proposed tariffs and will assess potential implications as further information becomes available.

Energy Trading and Risk Management Activities and the Exposure to Counterparties

The nature of Suncor’s energy trading and risk management activities, which may make use of derivative financial instruments or other physical positions to create incremental value to Suncor and to manage its exposure to commodity price and other market risks, creates exposure to financial risks, which include, but are not limited to, unfavourable movements in commodity prices, interest rates or foreign exchange that could result in a financial or opportunity loss to the company; a lack of counterparties, due to market conditions or other circumstances that could leave the company unable to liquidate or offset a position, or unable to do so at or near the previous market price; and counterparty default risk.

Dividends and Share Repurchases

Suncor’s payment of future dividends on its common shares and future share repurchases by Suncor of its common shares depends on, among other things, legislative and stock exchange requirements, the prevailing business environment, the company’s financial condition, results of operations, cash flow, the need for funds to finance ongoing operations and growth projects, debt covenants and other business considerations that the Board considers relevant. There can be no assurance that Suncor will continue to pay dividends or repurchase shares in the future.

Control Environment

Based on their inherent limitations, disclosure controls and procedures and internal controls 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. Failure to adequately prevent, detect and correct misstatements could have an impact on how Suncor’s business, financial condition and results of operations are reported.

Insurance Coverage

Suncor maintains insurance coverage as part of its risk management program. However, such insurance may not provide comprehensive coverage in all circumstances, nor are all such risks insurable. The company self-insures some risks, and the company’s insurance coverage does not cover all the costs arising out of the allocation of liabilities and risk of loss arising from Suncor operations.

In some instances, certain insurance may become unavailable or offer limited coverage. Significantly increased costs could lead the company to reduce, or possibly eliminate, coverage. In addition, insurance is purchased from a number of third-party insurers, often in layered insurance arrangements, some of whom may discontinue providing insurance coverage. Should any of these insurers refuse to continue to provide insurance coverage, the company’s overall risk exposure could be increased.

Government and Regulatory Risk Factors

Suncor operates within a complex framework of federal, provincial, territorial, state, municipal and international laws and regulations. The company’s activities are subject to regulation and intervention by governments in oil and gas industry matters, such as land tenure; royalties; taxes (including income taxes); production rates; environmental protection; health and safety; emissions reduction; approval of infrastructure; the imposition of specific drilling obligations; control over the development, reclamation and abandonment of fields and mine sites; Mine Financial Security Program requirements; and export activities. As part of ongoing operations, the company is also required to comply with a significant number of environmental, health and safety regulations under a variety of Canadian, U.S. and other foreign, federal, provincial, territorial, state and municipal laws and regulations. Non-compliance with applicable laws and regulations may result in fines and penalties, operational disruptions or shutdowns, reputational damage, delays, increased costs, permit or licence denials or losses and potential legal liabilities.

Suncor must obtain and maintain numerous permits, regulatory approvals and licences to operate its assets and advance projects. These processes can involve Indigenous and stakeholder consultation, environmental impact assessments, public hearings and ongoing compliance obligations such as financial securities and reclamation commitments. Failure to comply with existing processes or obtain regulatory approval for future projects could impact future growth opportunities and production rates. Compliance can be affected by external factors, including the actions of third parties operating shared or interdependent infrastructure.

Failure to obtain, maintain or comply with required approvals or conditions could result fines, penalties, operational delays, shutdowns, reputational damage, increased costs, or loss of licences and permits. Changes in government policies, laws, or regulatory interpretations could materially affect the company’s operations, profitability and future growth opportunities.

Tailings Management and Water Release

Fluid tailings management plans must be approved by the Alberta Energy Regulator. If a Suncor mine fails to meet a condition of its approved plan, the company could be subject to enforcement actions, including production curtailment and other financial consequences, such as compliance levies or being required to post additional security under the Mine Financial Security Program. Certain associated policy and regulation reviews and updates are still under development. Such updates could impact the technologies that the company plans to employ for


48 Annual Report 2025 Suncor Energy Inc.

tailings management and reclamation, which could adversely impact the company’s business plans. There could also be risks if the company’s tailings management operations fail to operate as anticipated.

Suncor uses an integrated mine water, tailings and closure management approach for effective operations, successful reclamation and mine closure. The inability to release treated mine water to the environment and the lack of an approval mechanism for pit lakes with tailings continues to result in an increase to both water quality concerns and water containment concerns at Suncor mine sites. This impacts current operations, and reclamation and closure plans. The absence of an effective regulatory framework in this area could adversely impact operations and the success and timing of closure and reclamation plans.

Carbon Regulations

Existing and future laws and regulations in support of a transition to lower carbon intensity energy and climate change action may impose significant constraints on fossil fuel development. Concerns over climate change, fossil fuel extraction, GHG emissions, and water and land-use practices could lead governments to enact additional or more stringent laws and regulations applicable to Suncor and other companies in the energy industry in general, and in the oil sands industry in particular.

Changes to environmental regulations, including regulations relating to climate change and uncertainty relating to the ability of the company to report on climate-related matters, could impact the demand for the company’s products or could require increased capital expenditures, operating expenses, abandonment and reclamation obligations, and distribution costs. These potential added costs may not be recoverable in the marketplace and may result in some current operations or growth projects becoming less profitable or uneconomic. Such regulatory changes could require significant Suncor investment into the development of technologies or other energy products. Suncor continues to monitor international and domestic efforts to address climate change.

These developments and future developments could adversely impact the demand for Suncor’s products, the ability of Suncor to maintain and grow its production and reserves, and Suncor’s reputation.

Decarbonizing Suncor’s base business could require significant capital expenditures and resources, with the potential that the costs required to lower Suncor’s carbon intensity may materially differ from our original estimates and expectations negatively impacting operating results.

Greenhouse Gas Emissions and Targets

Suncor’s ability to meet its objective to decarbonize its base business and reduce GHG emissions is subject to numerous risks and uncertainties. Actions taken to meet these objectives may also expose Suncor to certain additional and/or heightened financial and operational risks.

Reduction in GHG intensity relies on, among other things, Suncor’s ability to implement and improve energy efficiency at its facilities, future development and growth opportunities, development and deployment of new technologies, ability to sequester and capture carbon and investment in lower carbon intensity power, as well as a transition to lower carbon intensity fuels. Inability to deliver on these strategies and technologies, or in the event that such strategies or technologies do not perform as expected, Suncor may be unable to decarbonize its base business.

As GHG regulations and targets become more stringent, the absolute operational GHG emissions of the company may rise as a result of growth, merger and acquisition activities, and changes in the operation of assets by Suncor or affiliates. Increases in GHG emissions may impact the profitability of the company’s projects, as Suncor will be subject to incremental levies and taxes. There is also a risk that Suncor could face litigation initiated by third parties relating to climate change, including litigation pertaining to GHG emissions, the production, sale, or promotion of fossil fuels and petroleum products, and/or climate related disclosure.

Alberta’s Land Use Framework

The implementation of, and compliance with, the terms of Alberta’s Land-Use Framework through the Lower Athabasca Regional Plan (LARP) and ongoing development of sub-regional plans within it may adversely impact Suncor’s current properties and projects in northern Alberta due to, among other things, environmental limits and thresholds. The impact of the LARP on Suncor’s operations may be outside of the control of the company, as Suncor’s operations could be impacted as a result of restrictions imposed due to the cumulative impact of development by the other operators in the area and not solely in relation to Suncor’s direct impact.

Water Management Regulations

Suncor’s operations depend on water obtained under licences and permits issued by government and regulatory authorities. There can be no assurance that the licences to withdraw and use water will not be rescinded or restricted, or that additional conditions will not be added. It is also possible that regional water management approaches may require water-sharing agreements between stakeholders. In addition, any changes or expansions of the company’s projects may rely on securing licences and permits for additional water withdrawal and use, and there can be no assurance that these licences will be granted in a timely manner or that they will be granted on terms favourable to Suncor. There is also a risk that future laws or changes to existing laws or regulations relating to water access or water management could cause capital expenditures and operating expenses relating to water licence compliance to increase.

Biodiversity

Species at risk exist in the areas where Suncor conducts its operations. Current or future regulations to manage at risk species may impact Suncor’s operations. The development and implementation of sub-regional plans may have an impact on the pace and amount of development in these areas and could potentially increase costs due to restoration or offsetting requirements.

Pursuant to the Alberta Wetland Policy, future development that removes wetlands may be obligated to pay in lieu fees based on the hectares of wetlands removed; fees could total in the tens to hundreds of millions per site. Suncor operations and growth projects without established regulatory boundaries (e.g., Water Act) prior to 2016 will be affected. Wetland replacement costs are based on wetland value and may be especially high for future oil sands projects and expansions due to the limited opportunity to avoid or minimize impacts to wetlands.

Air and Water Quality Management

A number of air and water quality regulations and frameworks are currently in place and continue to be developed, amended, and implemented that impact the company. These measures could affect the company’s existing operations and planned projects by requiring additional capital


Annual Report 2025 Suncor Energy Inc. 49

Risk Factors investments or increased operating and compliance expenditures, and potentially requiring the company to retrofit equipment to meet new requirements and increase monitoring and mitigation plans. The full impact of these evolving regulations and frameworks is not yet known.

Operational Execution Risk Factors

Each of Suncor’s primary operating businesses carries economic risk associated with operating safety and reliably or enduring a protracted operational outage. The breadth and level of integration of Suncor’s operations adds complexity.

The company’s businesses also carry the risks associated with poor or substandard environmental and safety performance, which is closely scrutinized by governments, the public and the media, and could result in a suspension of or inability to obtain regulatory approvals and permits, or, in the case of a major environmental or safety incident, could result in delays in resuming normal operations, fines, civil suits or criminal charges against the company.

In general, Suncor’s operations are subject to operational hazards and risks such as, among others, fires (including forest fires), explosions, blow-outs, power outages, prolonged periods of extreme cold or extreme heat, severe winter climate conditions, flooding, droughts and other extreme weather conditions, railcar incidents or derailments, the migration of harmful substances such as, among others, oil spills, gaseous leaks or a release of deleterious substances, loss of tailings dam integrity, pollution and other environmental risks, and accidents, any of which can interrupt operations or cause personal injury or death, or damage to property, equipment (including information technology and related data and controls systems), and the environment.

The reliable operation of production and processing facilities at planned levels and Suncor’s ability to produce higher-value products can also be impacted by, among other things, failure to follow the company’s policies, standards and operating procedures or operate within established operating parameters, equipment failure through inadequate maintenance, unanticipated erosion or corrosion of facilities, manufacturing and engineering flaws, and labour shortage or interruption. The company is also subject to operational risks such as sabotage, terrorism, trespass, theft, and malicious software, network or cyberattacks.

In addition to the foregoing factors that affect Suncor’s business generally, each business unit is susceptible to additional risks due to the nature of its business, including, among others, the following:

●	Suncor’s Oil Sands business is susceptible to loss of production, slowdowns, shutdowns or restrictions on its ability to produce higher-value products, due to the failure of any one or more interdependent component systems, potential penalties, litigation or reputation damage related to an unintended release or a failure to contain tailings produced in operations, and other risks inherent to oil sands operations;
●	Suncor’s E&P businesses face risks and uncertainties associated with drilling for oil and natural gas to replace reserves, the operation and development of such properties and wells (including encountering unexpected formations, pressures or the presence of hydrogen sulphide), premature declines of reservoirs, sour gas releases, uncontrollable flows of crude oil, natural gas or well fluids. Additionally, offshore operations occur in the areas subject to extreme weather conditions, such as hurricanes, winter storms, pack ice, icebergs and fog. The occurrence of any of these events could result in production shut-ins, the suspension of drilling operations and damage to or destruction of the equipment involved. Harsh weather conditions, particularly in the winter season, may also impact the successful execution of maintenance and startup of operations. Offshore operations could be indirectly affected by catastrophic events occurring at other third-party offshore operations, including off-loading terminals, which could give rise to liability, damage to the company’s equipment, harm to individuals, force a shutdown of facilities or operations, a curtailment of production, or result in a shortage of appropriate equipment or specialists required to perform planned operations; and
---	---
●	Suncor’s R&M operations are subject to all of the risks normally inherent in the operation of refineries, terminals, pipelines and other distribution facilities and service stations, including, among others, loss of production, slowdowns or shutdowns due to equipment failures, unavailability of feedstock, price and quality of feedstock, or other incidents.
---	---

Suncor is also subject to risks relating to the health and safety of its people, and the potential for a slowdown or temporary suspension of its operations in locations impacted by an outbreak of an epidemic, pandemic or other public health crisis. This could negatively impact Suncor’s production or refined product volumes and refinery utilization rates for a sustained period of time.

Security and Terrorist Threats

Security threats and terrorist or activist activities may impact Suncor’s personnel, which could result in injury, death, extortion, hostage situations and/or kidnapping, including unlawful confinement. A security threat, terrorist attack or activist incident targeted at a facility or office owned or operated by Suncor could also result in the interruption or cessation of key elements of Suncor's operations and may result in property damage.

Information Technology

The efficient operation of Suncor’s business is dependent on computer hardware, software and a large and complex information framework, including the systems of cloud providers and third parties with which Suncor conducts business. Digital transformation continues to increase the number of, and complexity of, such systems. In the ordinary course of Suncor’s business, Suncor collects and stores sensitive data, including intellectual property, proprietary business information and personal information of the company’s employees and retail customers. Suncor relies on industry-accepted security measures, controls and technology to protect Suncor’s information systems and securely maintain confidential and proprietary information stored on the company’s information systems, and has adopted a continuous process to identify, assess and manage threats to the company’s information systems.

As a result of the critical nature of the energy supply chain and Suncor’s use of information systems and other digital technologies to control its assets, Suncor faces a heightened risk of cyber-attacks. Additionally, the increasing adoption and use of artificial intelligence (AI) systems by Suncor and/or by third parties may increase the prevalence and efficacy of cyberattacks. Suncor has an information and cybersecurity program in place, however, the measures, controls and technology on which the company relies are constantly evolving, and therefore they may not be adequate due to the increasing volume, sophistication and rapidly evolving nature of cyber threats. Suncor’s information technology and infrastructure, including process control systems, has and will likely continue to face attacks by malicious persons or entities motivated by, among other things, geopolitical, financial or activist reasons, or may be breached due to employee error or malfeasance, or otherwise vulnerable due to other disruptions. The company maintains a risk management program, which includes an insurance component that may provide coverage for the operational impacts from an attack to, or breach of, Suncor’s information technology and infrastructure, including process control systems,


50 Annual Report 2025 Suncor Energy Inc.

however, the company does not maintain standalone cyber insurance. Furthermore, not all cyber risks are insurable. As a result, Suncor’s existing insurance may not provide adequate coverage for losses stemming from a cyberattack to, or breach of, its information technology and infrastructure.

A cyber attack or breach could compromise Suncor’s networks, and the information Suncor stores could be accessed, publicly disclosed, lost, stolen or compromised. Any such attack, breach, access, disclosure or loss of information could result in legal claims or proceedings, liability under laws that protect the privacy of personal information, regulatory penalties, disruptions to Suncor’s operations, decreased performance and production, increased costs, damage to Suncor’s reputation, physical harm to people or the environment or other negative consequences to Suncor or third parties.

General Risk Factors

Competition

The global petroleum industry is highly competitive in many aspects, including the exploration for and the development of new sources of supply, the acquisition of crude oil and natural gas interests, and the refining, distribution and marketing of refined petroleum products. Suncor competes in virtually every aspect of its business with other energy companies. The petroleum industry also competes with other industries in supplying energy, fuel and related products to consumers. The increasing volatility of the political and social landscape adds complexity.

For Suncor’s Oil Sands and E&P businesses, it is difficult to assess the number, level of production and ultimate timing of all potential new projects or when existing production levels of competitors may increase. An increase in the level of activity may have an impact on regional infrastructure, including pipelines, and could place stress on the availability and cost of all resources required to build and run new and existing oil sands operations.

For Suncor’s R&M business, management expects that fluctuations in demand for refined products, margin volatility and overall marketplace competitiveness will continue.

There is a risk that increased competition could cause costs to increase, put further strain on existing infrastructure, cause margins for refined and unrefined products to be volatile, and impact demand for Suncor’s products.

Technology Risk

There are risks associated with sustainability, growth and capital projects that rely largely or partly on new technologies and the incorporation of such technologies into new or existing operations, including that the results of the application of new technologies may differ from simulated, test or pilot environments, or that third-party intellectual property protections may impede the development and implementation of new technology. The success of projects incorporating new technologies cannot be assured and advantages accrue to companies that can develop and adopt emerging technologies in advance of competitors. The inability to develop, implement and monitor new technologies may impact the company’s ability to develop its new or existing operations in a profitable manner or comply with regulatory requirements.

The increasing use of AI systems both by Suncor and third parties presents risks associated with the company’s adoption, development and incorporation of AI systems. AI systems provided with incorrect or incomplete data may generate erroneous insights leading to flawed decisions that potentially compromise safety, productivity and profitability. The amount of data and the speed of AI systems can create privacy, governance and accountability risks with respect to the use of AI and protection of confidential information. Successful use of AI systems can provide the company with competitive advantages but cannot be assured, and the inability to successfully adopt, develop and/or incorporate AI systems may impact the company’s profitability, and ability to compete with peers.

Skills, Resource Shortage and Reliance on Key Personnel

The successful operation of Suncor’s businesses depends on the availability of, and competition for, skilled labour and materials supply. There is a risk that the company may have difficulty sourcing and retaining the skilled labour in certain talent segments for current and future operations. The availability of competent and skilled contractors for current and future operations is also a risk depending on market conditions and continued cost reduction initiatives. Suncor’s ability to operate safely and effectively and complete all projects on time and on budget has the potential to be adversely impacted by a shortage of skilled labour and material supply risks. The company’s success also depends in large measure on certain key personnel.

Labour Relations

Hourly employees at certain of Suncor’s oil sands facilities, the company’s refineries and the majority of the company’s terminal and distribution operations and certain of the company’s E&P operations are represented by labour unions or employee associations. Any work interruptions involving the company’s employees, contract trades utilized in the company’s projects or operations, or any jointly owned facilities operated by another entity present a risk to the continued operations of the areas of the company that are affected by such interruptions.

Joint Arrangement Risk

Suncor has entered into joint arrangements and other contractual arrangements with third parties, including arrangements where other entities operate assets in which Suncor has ownership or other interests and arrangements where Suncor operates assets in which other entities have ownership or other interests. The success and timing of activities relating to assets and projects operated by others, or developed jointly with others, depend upon a number of factors that are outside of Suncor’s control, including, among others, the timing and amount of capital expenditures, operational and maintenance expenditures; misalignment of partner interests, the operator’s expertise, financial resources and risk management practices; the approval of other participants; and the selection of technology.

E&P Reserves Replacement

Suncor’s future E&P production, and therefore its cash flows and results of operations from E&P, are highly dependent upon success in exploiting its current reserves base and acquiring or discovering additional reserves. Without additions to its E&P reserves through exploration, acquisition or development activities, Suncor’s production from its E&P assets will decline over time as reserves are depleted. The business of exploring for, developing or acquiring reserves is capital intensive. To the extent Suncor’s cash flows are insufficient to fund capital expenditures and external


Annual Report 2025 Suncor Energy Inc. 51

Risk Factors sources of capital become limited or unavailable, Suncor’s ability to make the necessary capital investments to maintain and expand its reserves will be impaired. In addition, Suncor may be unable to develop or acquire additional reserves to replace its crude oil production at acceptable costs.

Uncertainties Affecting Reserves Estimates

There are numerous uncertainties inherent in estimating quantities of reserves, including many factors beyond the company’s control. Suncor’s actual production, revenues, royalties, taxes and development and operating expenditures will vary from its reserves estimates, and such variances could be material.

Reserves evaluation is subject to revisions based on newly acquired technical data, technology improvements or changes in performance, pricing, economic conditions, market availability or regulatory requirements. Geological and engineering assessments – including additional technical information regarding geology, hydrogeology, reservoir properties and reservoir fluid properties is obtained through seismic programs, drilling programs, updated reservoir performance studies and analysis and production history, and may result in revisions to reserves.

Reserves estimates depend on numerous assumptions, including production forecasts, pricing, regulatory regimes, capital and operating costs, royalties, and reclamation obligations. These assumptions involve interpretation and judgment and may vary among evaluators or over time. Changes in economic conditions, political events, technological advances or regulatory developments can affect the classification or profitability of reserves.

Reserves evaluations are based in part on the assumed success of activities the company intends to undertake in future years. Estimated reserves and associated cash flows may change to the extent that such activities do or do not achieve the level of success assumed in the reserves evaluations.

Third-Party Service Providers

Suncor’s businesses are reliant on the operational integrity of a large number of third party service providers, including input and output commodity transport (pipelines, rail, trucking, marine) and utilities associated with various Suncor and jointly owned facilities. A disruption in service or limited availability by one of these third parties can have a dramatic impact on Suncor’s operations and growth plans. Pipeline constraints that affect takeaway capacity or supply of inputs, such as hydrogen and power, could impact the company’s ability to produce at capacity levels. Disruptions in pipeline service could adversely affect commodity prices, Suncor’s price realizations, refining operations and sales volumes, or limit the company’s ability to produce and deliver production.

Foreign Operations

The company has operations in countries with different political, economic and social systems. As a result, the company’s operations and related assets are subject to a number of risks and other uncertainties arising from foreign government sovereignty over the company’s international operations, which may include, among other things, currency restrictions and restrictions on repatriation of funds; loss of revenue, property and equipment as a result of expropriation, nationalization, terrorism, war, insurrection, and geopolitical and other political risks; increases in taxes, tariffs and government royalties; compliance with existing and emerging anti-corruption laws, including the Corruption of Foreign Public Officials Act (Canada) and the Foreign Corrupt Practices Act (United States); renegotiation of contracts with government entities and quasi-government agencies; changes in laws and policies governing operations of foreign-based companies; and economic and legal sanctions (such as restrictions against countries experiencing political violence, or countries that other governments may deem to sponsor terrorism).

If a dispute arises in the company’s foreign operations, the company may be subject to the exclusive jurisdiction of foreign courts or may not be able to subject foreign persons to the jurisdiction of a court in Canada or the U.S. In addition, as a result of activities in these areas and a continuing evolution of an international framework for corporate responsibility and accountability for international crimes, there is a risk the company could be exposed to potential claims for alleged breaches of international or local law. The inability of Suncor to fulfil its exploration commitments and other contractual obligations in Libya due to ongoing political instability, civil unrest and security concerns could result in significant expenses and/or the payment of penalties, and the quantum of such could have an adverse effect on the company’s financial condition.

The impact that future potential terrorist attacks, regional hostilities or political violence, may have on, and on Suncor’s operations, is not known. Suncor may be required to incur significant costs in the future to safeguard its assets against terrorist activities or to remediate potential damage to its facilities. There can be no assurance that Suncor will be successful in protecting itself against these risks and the related safety and financial consequences.

Despite Suncor’s training and policies around bribery and other forms of corruption, there is a risk that Suncor, or some of its employees or contractors, could be charged with bribery or corruption. Any of these violations could result in onerous penalties. Even allegations of such behaviour could impair Suncor’s ability to work with governments or non government organizations and could result in the formal exclusion of Suncor from a country or area, sanctions, fines, project cancellations or delays, the inability to raise or borrow capital, reputational impacts and increased investor concern.

Land Claims and Indigenous Consultation

Indigenous Peoples have claimed Indigenous title and rights to portions of Western Canada. In addition, Indigenous Peoples have filed claims against industry participants relating in part to land claims, which may affect the company’s business.

Consulting requirements with Indigenous Peoples in respect of oil and gas projects and related infrastructure have increased in recent years, and the Canadian federal government and the provincial government in Alberta have committed to renew their relationships with the Indigenous Peoples of Canada. In particular, on June 21, 2021, Canada’s United Nations Declaration on the Rights of Indigenous Peoples Act (the UNDRIP Act) received Royal Assent and came into force. It is unknown how the UNDRIP Act will ultimately be implemented and interpreted as a part of Canadian law, and it therefore also remains unclear what its corresponding impact will be on the Crown’s duty to consult with and accommodate Indigenous Peoples.

At this point Suncor is unable to assess the effect, if any, that any such land claims, consultation requirements with Indigenous Peoples or the implementation of the UNDRIP Act may have on Suncor’s business.


52 Annual Report 2025 Suncor Energy Inc.

Litigation Risk

There is a risk that Suncor or entities in which it has an interest may be subject to litigation and claims under such litigation may be material. Various types of claims may be raised in these proceedings, including, but not limited to, environmental damage, climate change and the impacts thereof, breach of contract, common law duties, product liability, antitrust, bribery and other forms of corruption, tax, regulatory enforcement actions, Competition Act enforcement actions, patent infringement, disclosure, employment matters and in relation to an attack, breach or unauthorized access to Suncor’s information technology and infrastructure. Litigation is subject to uncertainty, and it is possible that there could be adverse developments in pending or future cases. Unfavourable outcomes or settlements of litigation could encourage the commencement of additional litigation. Suncor may also be subject to adverse publicity and reputational impacts associated with such matters, regardless of whether Suncor is ultimately found liable or at fault. There is a risk that the outcome of such litigation may be adverse to the company and/or the company may be required to incur significant expenses or devote significant resources in defence against such litigation, the success of which cannot be guaranteed.


Annual Report 2025 Suncor Energy Inc. 53

12. Other Items

Control Environment

Based on their evaluation as of December 31, 2025, 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. 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 period ended December 31, 2025, 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 from time to time as deemed necessary.

The effectiveness of our internal control over financial reporting as at December 31, 2025, was audited by KPMG LLP, an independent registered public accounting firm, as stated in their report, which is included in our audited Consolidated Financial Statements for the year ended December 31, 2025.

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 corporate guidance ranges previously issued on December 11, 2025. For further details and advisories regarding Suncor’s 2026 corporate guidance, see www.suncor.com/guidance.


54 Annual Report 2025 Suncor Energy Inc.

13. Advisories

Non-GAAP and Other Financial Measures

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 and impairment reversals, price realizations, free funds flow, Oil Sands operations cash operating costs, Fort Hills cash operating costs, Syncrude cash operating costs, refining and marketing margin, refining and marketing margin capture, refining operating expense, 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, 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.

(a)	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. For the years ended December 31, 2025, December 31, 2024, and December 31, 2023, consolidated adjusted operating earnings (loss) are reconciled to net earnings (loss) in the Financial Information section of this MD&A and adjusted operating earnings (loss) for each segment are reconciled to net earnings (loss) in the Segment Results and Analysis section of this MD&A. Adjusted operating earnings (loss) for the three months ended December 31, 2025, and December 31, 2024, are reconciled to net earnings (loss) in the Applicable MD&A, which is incorporated by reference herein and available on SEDAR+ at www.sedarplus.ca.

(b)	Bridge Analyses of Adjusted Operating Earnings (Loss)

Throughout this MD&A, the company presents charts that illustrate 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 analyses in specific sections of this MD&A. These bridge analyses are 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 Libya, which is net of royalties, and upstream marketing and logistics. Also included are refining and marketing 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 Libya, as royalties in Libya are taken into account 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.
---	---

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Annual Report 2025 Suncor Energy Inc. 55

Advisories

(c)	Return on Capital Employed (ROCE) and ROCE Excluding Impairments and Impairment Reversals

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 is 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.


Year ended December 31
($ millions, except as noted)			2025	2024	2023
Adjustments to net earnings
Net earnings			5 918	6 016	8 295
(Deduct) add after-tax amounts for:
Unrealized foreign exchange (gain) loss on U.S. dollar denominated debt			(353)	615	(179)
Net interest expense			327	279	401
Adjusted net earnings^(1)^	A		5 892	6 910	8 517
Capital employed – beginning of twelve-month period
Net debt^(2)(4)^			6 861	9 852	10 627
Shareholders’ equity			44 514	43 279	39 367
			51 375	53 131	49 994
Capital employed – end of twelve-month period
Net debt^(2)(4)^			6 337	6 861	9 852
Shareholders’ equity			45 124	44 514	43 279
			51 461	51 375	53 131
Average capital employed	B		52 048	52 972	52 119
ROCE (%)^(3)(5)^	A/B		11.3	13.0	16.3

(1)	Total before-tax impact of adjustments is $61 million for the year ended December 31, 2025, $1.042 billion for the year ended December 31, 2024, and $344 million for the year ended December 31, 2023.
(2)	Net debt is a non-GAAP financial measure.
---	---
(3)	For the twelve months ended December 31, 2025, the twelve months ended December 31, 2024, and the twelve months ended December 31, 2023 there were no impairments or impairment reversals. As a result, ROCE excluding impairments was equal to ROCE. ROCE would have been 13.6% for the twelve months ended December 31, 2023, excluding the impact of the $1.125 billion non-cash gain on acquisition of TotalEnergies Canada.
---	---
(4)	Beginning in 2024, the company revised the definition of net debt to exclude lease liabilities to better align with how management and industry monitor capital structure. Prior period comparatives have been restated to reflect this change.
---	---
(5)	Beginning in 2024, the company revised the definition of ROCE to exclude lease liabilities from the calculation of average capital employed and interest on lease liabilities from net interest expense to better align with how management and industry monitor capital structure. Prior period comparatives have been restated to reflect this change.
---	---

---
56 Annual Report 2025 Suncor Energy Inc.

(d)	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, 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 that management believe reduces comparability between periods.


							Exploration and
	Oil Sands						Production						Refining and Marketing
Year ended December 31 ($ millions)	2025		2024		2023		2025		2024		2023		2025		2024		2023
Earnings (loss) before income taxes	5 277		6 607		6 811	****	526		867		1 691	****	2 822		2 596		3 383
Adjustments for:
Depreciation, depletion and amortization	5 047		5 134		4 902	****	649		707		483	****	1 082		996		934
Accretion	498		514		460	****	65		67		64	****	13		11		8
Unrealized foreign exchange (gain) loss on U.S. dollar denominated debt	—		—		—	****	—		—		—	****	—		—		—
Change in fair value of financial instruments and trading inventory	(111)		(117)		27	****	(3)		3		(3)	****	8		(8)		(29)
Bargain purchase gain and revaluations	—		—		(1 125)		—		—		—		—		—		—
Gain on disposal of assets	(36)		(15)		(39)	****	—		—		(600)	****	(19)		(8)		(28)
Loss on extinguishment of long-term debt	—		—		—		—		—		—		—		—		—
Share-based compensation	37		(47)		71	****	1		12		12	****	17		(20)		25
Settlement of decommissioning and restoration liabilities	(385)		(385)		(326)	****	(47)		(47)		(29)	****	(73)		(56)		(35)
Other	188		151		(56)	****	4		1		(6)	****	57		27		10
Current income tax expense	—		—		—		—		—		—		—		—		—
Adjusted funds from (used in) operations	10 515		11 842		10 725	****	1 195		1 610		1 612	****	3 907		3 538		4 268
Change in non-cash working capital
Cash flow provided by operating activities


	Corporate
	and Eliminations						Income Taxes						Total
Year ended December 31 ($ millions)	2025		2024		2023		2025		2024		2023		2025		2024		2023
Earnings (loss) before income taxes	(677)		(1 883)		(1 296)	****	—		—		—	****	7 948		8 187		10 589
Adjustments for:
Depreciation, depletion and amortization	138		117		116	****	—		—		—	****	6 916		6 954		6 435
Accretion	—		—		—	****	—		—		—	****	576		592		532
Unrealized foreign exchange (gain) loss on U.S. dollar denominated debt	(403)		714		(184)	****	—		—		—	****	(403)		714		(184)
Change in fair value of financial instruments and trading inventory	—		—		—	****	—		—		—	****	(106)		(122)		(5)
Bargain purchase gain and revaluations	—		—		—		—		—		—		—		—		(1 125)
Gain on disposal of assets	—		(2)		(325)	****	—		—		—	****	(55)		(25)		(992)
Loss on extinguishment of long-term debt	—		170		—		—		—		—		—		170		—
Share-based compensation	(47)		(2)		—	****	—		—		—	****	8		(57)		108
Settlement of decommissioning and restoration liabilities	—		—		—	****	—		—		—	****	(505)		(488)		(390)
Other	95		207		143	****	—		—		—	****	344		386		91
Current income tax expense	—		—		—		(1 940)		(2 465)		(1 734)		(1 940)		(2 465)		(1 734)
Adjusted funds from (used in) operations	(894)		(679)		(1 546)	****	(1 940)		(2 465)		(1 734)	****	12 783		13 846		13 325
Change in in non-cash working capital													(2)		2 114		(981)
Cash flow provided by operating activities													12 781		15 960		12 344


Annual Report 2025 Suncor Energy Inc. 57

Advisories

(e)	Free Funds Flow

Free funds flow 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
		Oil Sands						Production						Refining and Marketing
Year ended December 31 ($ millions)		2025		2024		2023		2025		2024		2023		2025		2024		2023
Adjusted funds from (used in) operations	****	10 515		11 842		10 725	****	1 195		1 610		1 612	****	3 907		3 538		4 268
Capital expenditures including capitalized interest^(1)^		(3 869)		(4 340)		(4 096)		(797)		(907)		(668)		(1 148)		(1 190)		(1 002)
Free funds flow (deficit)		6 646		7 502		6 629		398		703		944		2 759		2 348		3 266


		Corporate
		and Eliminations				Income Taxes				Total
Year ended December 31 ($ millions)		2025	2024	2023		2025	2024	2023		2025	2024	2023
Adjusted funds from (used in) operations	****	(894)	(679)	(1 546)	****	(1 940)	(2 465)	(1 734)	****	12 783	13 846	13 325
Capital expenditures including capitalized interest^(1)^		(42)	(46)	(62)		—	—	—		(5 856)	(6 483)	(5 828)
Free funds flow (deficit)		(936)	(725)	(1 608)		(1 940)	(2 465)	(1 734)		6 927	7 363	7 497

(1)	Excludes capital expenditures related to assets previously held for sale of nil in 2025, nil in 2024 and $108 million in 2023.
(f)	Oil Sands Operations, Fort Hills and Syncrude Cash Operating Costs
---	---

Cash operating costs are calculated by adjusting Oil Sands segment OS&G expense 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.

(g)	Refining and Marketing Gross Margin, Refining Operating Expense, and Refining and Marketing Margin Capture

Refining and marketing gross margins, refining operating expense and refining and marketing margin capture 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 and the impact of inventory write-downs recorded in purchases of crude oil and products. 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 short-term risk management activities recorded in other income (loss). Refinery operating expense is calculated by adjusting R&M segment OS&G 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. Management uses refining and marketing gross margin, refining operating expense and margin capture to measure operating performance on a production barrel basis.


58 Annual Report 2025 Suncor Energy Inc.


Year ended December 31
( millions, except as noted)	2025		2024		2023
Refining and marketing gross margin reconciliation
Operating revenues	30 671		31 341		31 068
Purchases of crude oil and products	(23 756)		(24 915)		(23 867)
	6 915		6 426		7 201
Other income	56		255		224
Non-refining and marketing margin	—		(112)		(50)
Refining and marketing gross margin – FIFO	6 971		6 569		7 375
Refinery production(1) (mbbls)	185 497		180 356		163 895
Refining and marketing gross margin – FIFO (/bbl)	37.60		36.40		45.00
FIFO and risk management activities adjustment	352		107		330
Refining and marketing gross margin – LIFO	7 323		6 676		7 705
Refining and marketing gross margin – LIFO (/bbl)	39.50		37.00		47.00
Refining operating expense reconciliation
Operating, selling and general expense	2 439		2 466		2 558
Non-refining costs	(1 231)		(1 277)		(1 340)
Refining operating expense	1 208		1 189		1 218
Refinery production(1)	185 497		180 356		163 895
Refining operating expense (/bbl)	6.50		6.60		7.45
Refining and Marketing margin capture reconciliation
Refining and marketing gross margin – LIFO (/bbl)	39.50		37.00		47.00
Suncor custom 5-2-2-1 index (/bbl)	41.15		38.65		49.40
Refining and marketing margin capture (%)	96		96		95

All values are in US Dollars.

(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.
(h)	Impact of FIFO Inventory Valuation on Refining and Marketing Net Earnings
---	---

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 when 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.


Annual Report 2025 Suncor Energy Inc. 59

Advisories

(i)	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).


At December 31
($ millions, except as noted)		2025	2024	2023
Short-term debt		—	—	494
Current portion of long-term debt		973	997	—
Long-term debt		9 014	9 348	11 087
Total debt^(1)^		9 987	10 345	11 581
Less: Cash and cash equivalents		3 650	3 484	1 729
Net debt^(1)^		6 337	6 861	9 852
Shareholders’ equity		45 124	44 514	43 279
Total debt plus shareholders’ equity^(1)^		55 111	54 859	54 860
Total debt to total debt plus shareholders’ equity (%)^(1)^		18.1	18.9	21.1
Net debt to net debt plus shareholders’ equity (%)^(1)^		12.3	13.4	18.5

(1)	Beginning in 2024, the company revised the definition of net debt and total debt to exclude lease liabilities to better align with how management and industry monitor capital structure. Prior period comparatives have been restated to reflect this change.
(j)	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.


60 Annual Report 2025 Suncor Energy Inc.

Oil Sands Price Realizations


	December 31, 2025			December 31, 2024
	Non-	Upgraded –		Non-	Upgraded –
	Upgraded	Net SCO and	Average	Upgraded	Net SCO and	Average
For the year ended ($ millions, except as noted)	Bitumen	Diesel	Crude	Bitumen	Diesel	Crude
Operating revenues	9 521	17 803	27 324	9 924	19 336	29 260
Other income	80	143	223	142	34	176
Purchases of crude oil and products	(2 412)	(158)	(2 570)	(2 371)	(188)	(2 559)
Gross realization adjustment^(1)^	(211)	(475)	(686)	(130)	(199)	(329)
Gross realizations	6 978	17 313	24 291	7 565	18 983	26 548
Transportation and distribution	(670)	(640)	(1 310)	(636)	(589)	(1 225)
Price realization	6 308	16 673	22 981	6 929	18 394	25 323
Sales volumes (mbbls)	101 699	189 950	291 649	95 447	187 844	283 291
Price realization per barrel	62.02	87.79	78.80	72.65	97.91	89.41

				December 31, 2023
				Non-	Upgraded –
				Upgraded	Net SCO and	Average
For the year ended ($ millions, except as noted)				Bitumen	Diesel	Crude
Operating revenues				7 218	18 817	26 035
Other income (loss)				1 519	(50)	1 469
Purchases of crude oil and products				(1 758)	(177)	(1 935)
Gross realization adjustment^(1)^				(1 463)	(294)	(1 757)
Gross realizations				5 516	18 296	23 812
Transportation and distribution				(567)	(646)	(1 213)
Price realization				4 949	17 650	22 599
Sales volumes (mbbls)				72 795	177 601	250 396
Price realization per barrel				67.97	99.40	90.27

(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.

E&P Price Realizations


	December 31, 2025				December 31, 2024
	E&P	E&P		E&P	E&P	E&P		E&P
For the year ended ($ millions, except as noted)	International	Canada	Other^(1)(2)^	Segment	International	Canada	Other^(1)(2)^	Segment
Operating revenues	—	2 018	491	2 509	—	2 127	671	2 798
Transportation and distribution	—	(107)	(11)	(118)	—	(81)	(8)	(89)
Price realization	—	1 911	480		—	2 046	663
Sales volumes (mbbls)	—	20 603			—	19 095
Price realization per barrel	—	92.70			—	107.38

					December 31, 2023
					E&P	E&P		E&P
For the year ended ($ millions, except as noted)					International	Canada	Other^(1)(2)^	Segment
Operating revenues					306	1 689	694	2 689
Transportation and distribution					(9)	(58)	(9)	(76)
Price realization					297	1 631	685
Sales volumes (mbbls)					2 729	15 149
Price realization per barrel					109.00	107.62

(1)	Reflects other E&P assets, such as Libya, for which price realizations are not provided.

---
Annual Report 2025 Suncor Energy Inc. 61

Advisories

(2)

Production from the company’s Libya operations has been presented on an economic basis. In the Financial Statements, revenue and royalties from the company’s Libya operations are presented on a working-interest basis, which is required for presentation purposes. In 2025, revenue included a gross-up amount of $374 million, with an offsetting amount of $220 million in royalties in the E&P segment and $154 million in income tax expense recorded at the consolidated level. In 2024, revenue included a gross-up amount of $510 million (2023 – $528 million), with an offsetting amount of $271 million (2023 – $282 million) in royalties and $239 million (2023 – $246 million) in income tax expense recorded at the consolidated level.

(k)

Adjusted Operating Earnings (Loss) Reconciliations – Fourth Quarter 2025 and 2024

---


						Exploration and				Refining and				Corporate
For the quarter ended December 31		Oil Sands				Production				Marketing				and Eliminations		Income Taxes			Total
($ millions)		2025		2024		2025		2024		2025		2024		2025	2024	2025	2024		2025	2024
Net earnings (loss)		1 120		1 625		61		125		895		410		(69)	(1 070)	(531)	(272)		1 476	818
Unrealized foreign exchange (gain) loss on U.S. dollar denominated debt		—		—		—		—		—		—		(114)	514	—	—		(114)	514
Unrealized loss (gain) on risk management activities		9		(16)		—		—		(2)		—		—	—	—	—		7	(16)
(Provision reversal) and write-down of equity investment		—		—		—		—		—		—		(66)	212	—	—		(66)	212
Loss on repayment of long-term debt		—		—		—		—		—		—		—	144	—	—		—	144
Income tax expense (recovery) on adjusted operating earnings adjustments		—		—		—		—		—		—		—	—	22	(106)		22	(106)
Adjusted operating earnings (loss)		1 129		1 609		61		125		893		410		(249)	(200)	(509)	(378)		1 325	1 566

(l)	Adjusted Funds from (Used in) Operations Reconciliations – Fourth Quarter 2025 and 2024


						Exploration and				Refining and				Corporate
For the quarter ended December 31		Oil Sands				Production				Marketing				and Eliminations				Income Taxes				Total
($ millions)		2025		2024		2025		2024		2025		2024		2025		2024		2025		2024		2025		2024
Earnings (loss) before income taxes		1 120		1 625		61		125		895		410		(69)		(1 070)		—		—		2 007		1 090
Adjustments for:
Depreciation, depletion and amortization		1 339		1 390		150		162		290		269		34		30		—		—		1 813		1 851
Accretion		124		128		17		17		3		3		—		—		—		—		144		148
Unrealized foreign exchange (gain) loss on U.S. dollar denominated debt		—		—		—		—		—		—		(114)		514		—		—		(114)		514
Change in fair value of financial instruments and trading inventory		(136)		1		(1)		(7)		(9)		(53)		—		—		—		—		(146)		(59)
(Gain) loss on disposal of assets		(36)		(6)		—		—		(3)		(5)		1		(1)		—		—		(38)		(12)
Loss on extinguishment of long-term debt		—		—		—		—		—		—		—		144		—		—		—		144
Share-based compensation		57		55		3		4		23		26		41		69		—		—		124		154
Settlement of decommissioning and restoration liabilities		(113)		(95)		(17)		(24)		(22)		(20)		—		—		—		—		(152)		(139)
Other		51		28		1		(3)		(3)		8		(1)		183		—		—		48		216
Current income tax expense		—		—		—		—		—		—		—		—		(468)		(414)		(468)		(414)
Adjusted funds from (used in) operations	****	2 406		3 126		214		274		1 174		638		(108)		(131)		(468)		(414)		3 218		3 493
Change in non-cash working capital																						703		1 590
Cash flow provided by operating activities																						3 921		5 083


62 Annual Report 2025 Suncor Energy Inc.

Measurement Conversions

Certain crude oil and natural gas liquids volumes have been converted to mcfe or mmcfe on the basis of one bbl to six mcf. Also, certain natural gas volumes have been converted to boe or mboe on the same basis. Any figure presented in mcfe, mmcfe, boe or mboe may be misleading, particularly if used in isolation. A conversion ratio of one bbl of crude oil or natural gas liquids to six mcf of natural gas is based on an energy-equivalency conversion method primarily applicable at the burner tip and does not necessarily represent value equivalency at the wellhead. Given that the value ratio based on the current price of crude oil as compared to natural gas is significantly different from the energy equivalency of 6:1, conversion on a 6:1 basis may be misleading as an indication of value.

Common Abbreviations

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


Measurement

bbl	barrel
bbls/d	barrels per day
mbbls/d	thousands of barrels per day
boe	barrels of oil equivalent
boe/d	barrels of oil equivalent per day

mboe	thousands of barrels of oil equivalent
mboe/d	thousands of barrels of oil equivalent per day
mcf	thousands of cubic feet of natural gas
mcfe	thousands of cubic feet of natural gas equivalent
mmcf	millions of cubic feet of natural gas
mmcf/d	millions of cubic feet of natural gas per day
mmcfe	millions of cubic feet of natural gas equivalent
mmcfe/d	millions of cubic feet of natural gas equivalent per day
m^3^	cubic metres

MW	megawatt
MWh	megawatt hour

Places and Currencies

U.S.	United States
U.K.	United Kingdom
B.C.	British Columbia

$ or Cdn$	Canadian dollars
US$	United States dollars
£	Pounds sterling
€	Euros

Financial and Business Environment

DD&A	Depreciation, depletion and amortization

WTI	West Texas Intermediate
WCS	Western Canadian Select
SCO	Synthetic crude oil
SYN<br><br>MSW	Synthetic crude oil benchmark<br><br>Mixed Sweet Blend
NYMEX	New York Mercantile Exchange


Annual Report 2025 Suncor Energy Inc. 63

Advisories Forward-Looking Statements

This MD&A contains certain forward-looking statements and forward-looking information (collectively, forward-looking statements) within the meaning of applicable Canadian and U.S. securities laws 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; 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 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”, “potential”, “future”, “opportunity”, “would”, “priority” and similar expressions.

Forward-looking statements in this MD&A include references to:

●	Suncor's strategy, including the key components thereof, its plans on how to achieve this strategy, and its expectation that execution of the company’s strategy and key priorities will grow free cash flow per share and enable the delivery of industry-leading financial returns;
●	Suncor’s Oil Sands strategy and investments in 2026, including the strategy to continue to drive higher upgrader utilization and unlock incremental capacity through the application of an industrial engineering mindset, supported by key initiatives like Suncor’s enhanced OEMS, phased implementation of AHS in its mines, including at Syncrude Mildred Lake in 2026 with Fort Hills to follow, and to replicate the initiative of improving turnarounds by implementing interval extensions at additional assets in 2026;
---	---
●	the expectation that MLX-W will sustain existing bitumen production levels;
---	---
●	Suncor’s targeting of stable and predictive share repurchases of $275 million per month in 2026;
---	---
●	the expectation that the company will continue to work towards increasing plant capacity at Fort Hills;
---	---
●	the intended progression of the Mildred Lake Mine Extension East (MLX-E) project and the expectation that the project may support future production;
---	---
●	Suncor’s E&P investments in 2026, including the expectation of continued investment in development drilling and other activities at Hebron and Hibernia and the expectation that such activities will extend the production life of the existing fields, continued investment in the West White Rose Extension Project and the expectations that production from the West White Rose Extension Project will commence in 2026;
---	---
●	Suncor’s R&M strategy and investments in 2026 including, the replication of the initiative to extend future turnaround intervals by implementing internal extensions at additional assets, the expansion of Suncor’s retail business by leveraging partnerships and the value of its premium Petro-Canada^TM^ brand, including rebranding partner sites and enhancing select company owned locations;
---	---
●	the commitment to execute its capital allocation framework, manage its balance sheet at current debt levels and return 100% of excess funds to shareholders; and
---	---
●	the anticipated timing, duration and impact of planned maintenance events at Oil Sands Base, Firebag, Syncrude, Fort Hills and MacKay River as well as the refineries in Commerce City, Sarnia, Montreal and Edmonton and the turnaround at Firebag.
---	---

Also:

●	economic sensitivities;
●	Suncor’s belief that its indicative 5-2-2-1 index will continue to be an appropriate measure against Suncor’s actual results;
---	---
●	statements about Suncor's share repurchase program, including its belief that, depending on the trading price of its common shares and other relevant factors, purchasing its own shares represents an attractive investment opportunity and is in the best interests of the company and its shareholders, and Suncor's expectation that the decision to allocate cash to repurchase shares will not affect its long-term strategy;
---	---
●	Suncor's expectations as to how its 2026 capital expenditures will be directed and the expected benefits therefrom;
---	---
●	Suncor’s planned 2026 capital spending program of $5.6 billion to $5.8 billion and the belief that the company will have the capital resources to fund its planned 2026 capital spending program and to meet current and future working capital requirements through cash and cash equivalents balances, cash flow provided by operating activities, available committed credit facilities, issuing commercial paper and accessing capital markets;
---	---
●	the objectives of the company’s short-term investment portfolio and the expectation that the maximum weighted average term to maturity of the company’s short-term investment portfolio will not exceed six months, and all investments will be with counterparties with investment grade debt ratings;
---	---
●	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 condition or financial performance, including liquidity and capital resources;
---	---
●	Suncor's intention to adopt certain accounting standards, amendments and interpretations when they become effective; and
---	---
●	expectations with respect to changes to law and government policy.
---	---


64 Annual Report 2025 Suncor Energy Inc.

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, 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 socio-economic 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 Suncor’s 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 in order 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 and currency exchange rates (including as a result of demand and supply effects resulting from the actions of OPEC+ or the impact of changes to U.S. government economic policy); 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 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, tariffs, quotas and other government-imposed compliance costs, and mandatory production curtailment orders and changes thereto; changes to laws and government policies that could impact the company’s business, including environmental (including climate change), royalty, tariff 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 reserves that can be developed economically; the accuracy of Suncor’s reserves and future production estimates; Suncor’s ability to access capital markets at acceptable rates or to issue other securities at acceptable prices; maintaining an optimal debt to cash flow ratio; the success of the company’s risk management 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; risks and uncertainties associated with closing a transaction for the purchase or sale of a business, asset or oil and gas property, including estimates of the final consideration to be paid or received; 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, including under the heading Risk Factors, and the company’s 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 documents that Suncor files from time to time with securities regulatory authorities. Copies of these documents 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.


Annual Report 2025 Suncor Energy Inc. 65

EXHIBIT 99-4

Consent of KPMG LLP

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors of Suncor Energy Inc.

We consent to the use of:

●

our report dated February 25, 2026, on the consolidated financial statements of Suncor Energy Inc. (the “Entity”) which comprise the consolidated balance sheets as at December 31, 2025 and December 31, 2024, the related consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the related notes (collectively the “consolidated financial statements”), and

●

our report dated February 25, 2026, on the effectiveness of the Entity’s internal control over financial reporting as of December 31, 2025

---

each of which is included in our combined report included in the Annual Report on Form 40-F of the Entity for the fiscal year ended December 31, 2025.

We also consent to the incorporation by reference of such report in the Registration Statements (No. 333-87604, 333-112234, 333-118648, 333-124415, 333-149532, 333-161021 and 333-161029) on Form S-8, and No. 333-279937 on Form F-10 of the Entity.

/s/ KPMG LLP

Chartered Professional Accountants

February 26, 2026

Calgary, Canada

EXHIBIT 99-5

Consent of GLJ Ltd.

LETTER OF CONSENT

TO:	Suncor Energy Inc.
	The Securities and Exchange Commission
	The Securities Regulatory Authorities of Each of the Provinces and Territories of Canada

Dear Sirs/Mesdames:

Re: Suncor Energy Inc. (“Suncor”)

We refer to the following reports (the “Reports”) prepared by GLJ Ltd. (“GLJ”):

·	Reserves Assessment and Evaluation of In Situ Oil Sands Properties – Corporate Summary dated February 18, 2026;
·	Reserves Assessment and Evaluation of Oil Sands Mining Properties – Corporate Summary dated February 18, 2026; and
---	---
·	Reserves Assessment and Evaluation of the P&NG Reserves of Suncor Energy Inc., Newfoundland Offshore Areas dated February 18, 2026,
---	---

which provide GLJ’s reports on proved and probable reserves evaluations of Suncor’s Canadian mining and in-situ leases, Canadian offshore conventional assets and international operations that were evaluated as at December 31, 2025.

We hereby consent to being named and to the use of, reference to and excerpts and information derived from the said Reports by Suncor in its:

1.	Annual Report on Form 40-F for the year ended December 31, 2025 (the “Form 40-F”) and the incorporation by reference in the registration statements on Form S-8 (File No. 333-87604), Form S-8 (File No. 333-112234), Form S-8 (File No. 333-118648), Form S-8 (File No. 333-124415), Form S-8 (File No. 333-149532), Form S-8 (File No. 333-161021), Form S-8 (File No. 333-161029) and Form F-10 (File No. 333-279937) of Suncor, of our Reports;
2.	Annual Report for the year ended December 31, 2025 (the “Annual Report”) to be filed with the securities regulatory authorities of each of the provinces and territories of Canada; and
---	---
3.	Annual Information Form dated February 25, 2026 (the “AIF”), which is incorporated by reference into the following prospectuses (collectively, the “Prospectuses”): (i) the short form base shelf prospectus of Suncor dated June 4, 2024 relating to the sale and issue of debt securities, common shares, preferred shares, subscription receipts, warrants, units, share purchase contracts and share purchase units from time to time, and (ii) the short form base shelf prospectus of Suncor dated June 4, 2024 relating to the sale and issue of medium term notes, from time to time.
---	---

We have read the Form 40-F, Annual Report, AIF and Prospectuses and have no reason to believe that there are any misrepresentations in the information contained therein that is derived from our Reports or that are within our knowledge as a result of the services which we performed in connection with the Reports.


		Yours very truly,
		GLJ LTD.

		“Tracy K. Bellingham”

		Tracy K. Bellingham, P. Eng.<br><br>Executive Vice-President & COO

Dated: February 26, 2026

Calgary, Alberta, Canada

EXHIBIT 99-6

CERTIFICATION

I, Richard M. Kruger, certify that:

1.	I have reviewed this annual report on Form 40-F of Suncor Energy Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
---	---
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report;
---	---
4.	The issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have:
---	---
(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
---	---
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
---	---
(c)	Evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
---	---
(d)	Disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting; and
---	---
5.	The issuer’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuer’s auditors and the audit committee of the issuer’s board of directors (or persons performing the equivalent functions):
---	---
(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and
---	---
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.
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DATE: February 26, 2026
		/s/ RICHARD M. KRUGER

		Richard M. Kruger
		President and Chief Executive Officer

EXHIBIT 99-7

CERTIFICATION

I, Troy W. Little, certify that:

1.	I have reviewed this annual report on Form 40-F of Suncor Energy Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
---	---
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report;
---	---
4.	The issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have:
---	---
(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
---	---
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)	Evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
---	---
(d)	Disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting; and
---	---
5.	The issuer’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuer’s auditors and the audit committee of the issuer’s board of directors (or persons performing the equivalent functions):
---	---
(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and
---	---
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.
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DATE: February 26, 2026
		/s/ TROY W. LITTLE

		Troy W. Little
		Chief Financial Officer

EXHIBIT 99-8

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ENACTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the annual report of Suncor Energy Inc. (the “Company”) on Form 40-F for the fiscal year ending December 31, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, RICHARD M. KRUGER, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

1.	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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	/s/ RICHARD M. KRUGER

	Richard M. Kruger
	President and Chief Executive Officer
	Suncor Energy Inc.
	DATE: February 26, 2026

EXHIBIT 99-9

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ENACTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the annual report of Suncor Energy Inc. (the “Company”) on Form 40-F for the fiscal year ending December 31, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, TROY W. LITTLE, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

1.	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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	/s/ TROY W. LITTLE

	Troy W. Little
	Chief Financial Officer
	Suncor Energy Inc.
	DATE: February 26, 2026

EXHIBIT 99-10

Supplementary Oil and Gas Disclosures (unaudited)

The following disclosures are presented in accordance with United States Financial Accounting Standards Board (“FASB”) Topic 932 — “Extractive Activities — Oil and Gas” and the U.S disclosure requirements of the Securities and Exchange Commission (“SEC”).

Disclosures pertaining to the audited consolidated financial statements of Suncor Energy Inc. (“Suncor” or the “company”) were prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). The 2025 Consolidated Financial Statements are attached as Exhibit 99.2 to Suncor’s annual report on Form 40-F for the year ended December 31, 2025 (the “Form 40-F”).

Reserves Data

Reserves data are estimates only and can be significantly impacted by a variety of internal and external factors. For more information on the risks involved when estimating reserves, see the discussion in the “Statement of Reserves Data and Other Oil and Gas Information — Advisories – Reserves Data” section in Suncor’s 2025 Annual Information Form (the “2025 AIF”), which is attached as Exhibit 99.1 to the Form 40-F. Readers should also see Suncor’s Management’s Discussion and Analysis for the year ended December 31, 2025, which is attached as Exhibit 99.3 to the Form 40-F (the “2025 Management’s Discussion and Analysis”).

The reserves data presented herein, with an effective date of December 31, 2025, may differ in relation to the format and the basis from which volumes are economically determined under National Instrument 51-101 — “Standards of Disclosure for Oil and Gas Activities” (“NI 51-101”), as disclosed in the 2025 AIF. SEC requires disclosure of net proved reserves, after royalties, using the average of the first-day-of-the-month prices for the twelve-month period prior to the end of the reporting period, whereas NI 51-101 requires disclosure of gross and net reserves, estimated using forecast prices and costs. In 2025, Suncor’s reserves were economic utilizing both constant pricing permitted by SEC, as well as forecast pricing permitted by NI 51-101.

Net Proved Oil and Gas Reserves ^(1) (2)^

To align with the company’s business segments, the company presents the following supplementary oil and gas disclosures by showing its Oil Sands segment, which is exclusively in Canada and produces synthetic crude oil (“SCO”) and bitumen, separate from other Canadian operations (collectively, “Exploration and Production”) which produce crude oil. Exploration and Production reserves are in offshore Canada.


	SCO		Bitumen		Crude Oil		Total
At December 31,	(mmbbls)		(mmbbls)		(mmbbls)		(mmbbls)
(net reserves, constant prices and costs)	2025	2024	2025	2024	2025	2024	2025	2024
Proved Developed
Oil Sands	1,809	1,494	916	1,037	—	—	2,725	2,531
Exploration and Production	—	—	—	—	65	59	65	59
	1,809	1,494	916	1,037	65	59	2,789	2,591
Proved Undeveloped
Oil Sands	932	983	362	358	—	—	1,294	1,341
Exploration and Production	—	—	—	—	58	54	58	54
	932	983	362	358	58	54	1,352	1,395
Proved
Oil Sands	2,741	2,477	1,278	1,395	—	—	4,019	3,872
Exploration and Production	—	—	—	—	123	114	123	114
	2,741	2,477	1,278	1,395	123	114	4,142	3,986

Reconciliation of Net Proved Oil and Gas Reserves


	Balance at		Revisions of						Extensions						Balance at
(net reserves,	December 31		Previous		Improved				and						December 31
constant prices and costs)	2023		Estimates^(3)^		Recovery^(4)^		Acquisitions^(5)^		Discoveries^(6)^		Production		Dispositions^(7)^		2024
Oil Sands
SCO (mmbbls)	2,558		84		—		—		—		(165)		—		2,477
Bitumen (mmbbls)	1,826		(360)		—		—		7		(79)		—		1,395
Exploration and Production
Crude oil (mmbbls)	116		12		—		—		—		(15)		—		114
Total (mmbbls)	4,500		(263)		—		—		7		(259)		—		3,986


	Balance at		Revisions of						Extensions						Balance at
(net reserves,	December 31		Previous		Improved				and						December 31
constant prices and costs)	2024		Estimates^(3)^		Recovery^(4)^		Acquisitions^(5)^		Discoveries^(6)^		Production		Dispositions^(7)^		2025
Oil Sands
SCO (mmbbls)	2,477		238		89		—		101		(163)		—		2,741
Bitumen (mmbbls)	1,395		(113)		44		—		45		(93)		—		1,278
Exploration and Production
Crude oil (mmbbls)	114		8		3		—		16		(18)		—		123
Total (mmbbls)	3,986		133		136		—		162		(274)		—		4,142

Notes to Reserves Data:

(1)	Definitions
a.	Net reserves, in relation to Suncor’s production and reserves, represents the company’s working interest share after deduction of royalty obligations, plus the company’s royalty interests in production and reserves.
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b.	Proved oil and gas reserves are those quantities of oil and gas, which, by analysis of geoscience and engineering data, can be estimated with reasonable certainty (at least a 90% probability that the quantities actually recovered will equal or exceed the estimate) to be economically producible, from a given date forward, from known reservoirs, and under existing economic conditions, operating methods and government regulations.
---	---
c.	Proved developed oil and gas reserves are those quantities that can be expected to be recovered through existing wells with existing equipment and operating methods or in which the cost of the required equipment is relatively minor compared to the cost of a new well; and can be expected to be recovered through extraction equipment and infrastructure installed and operational at the time of the reserves estimate for projects that extract oil by means not involving a well.
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d.	Proved undeveloped oil and gas reserves are those quantities that are expected to be recovered from new wells on undrilled acreage, or from existing wells where a relatively major expenditure is required for recompletion; and can be expected to be recovered through extraction equipment and infrastructure to be installed for projects that extract oil by means not involving a well.
---	---
(2)	Reserve data tables may not add due to rounding.
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(3)	Revisions of previous estimates include new information (except for an increase in proved acreage) normally obtained from development drilling and production history or resulting from a change in economic factors, changes in constant prices, and changes to upgrading volume forecasts. In 2025, there were negative technical revisions of bitumen and positive technical revisions of SCO in Mining and In Situ.
---	---
(4)	Improved recoveries relates to additions to reserves resulting from deployment of improved recovery schemes and technologies such as Steam Assisted Gravity Drainage in In Situ, waterflood and water-alternating-gas (WAG) in Exploration and Production.
---	---
(5)	There were no acquisitions in 2024 or 2025.
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(6)	Extensions and discoveries are additions to proved reserves from proved acreage of previously discovered reservoirs through additional drilling periods subsequent to discovery or discovery of new fields with proved reserves or of new reservoirs of proved reserves in old fields. Proved undeveloped reserves associated with In Situ assets were added in 2024. Proved reserves extensions associated with In Situ assets were added in 2025.
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(7)	There were no dispositions in 2024 or 2025.
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Capitalized Costs


	At December 31, 2025					At December 31, 2024
			Exploration					Exploration
			and					and
($ millions)	Oil Sands		Production		Total	Oil Sands		Production		Total
Exploration and evaluation assets^(1)^	1,742		—		1,742	1,742		—		1,742
Oil and gas properties^(2)(3)^	25,542		17,586		43,128	25,014		17,384		42,398
Plant and equipment^(2)(3)^	72,728		1,319		74,047	69,497		1,040		70,537
- accumulated provision^(2)^	(47,186)		(12,974)		(60,160)	(42,601)		(12,771)		(55,372)
Total	52,826		5,931		58,757	53,652		5,653		59,305

(1)	Exploration and evaluation assets largely represent amounts associated with unproved properties, but may include properties with proved reserves for which Suncor’s Board of Directors have not sanctioned development. See note 18 of the 2025 Consolidated Financial Statements.
(2)	Oil and Gas Properties, Plant and Equipment and the accumulated provision largely represent amounts associated with proved properties. See note 15 of the 2025 Consolidated Financial Statements. Includes amounts capitalized to Property, Plant and Equipment on the Consolidated Balance Sheets of the 2025 Consolidated Financial Statements that relate to the company’s right-of-use assets under IFRS 16. See note 17 of the 2025 Consolidated Financial Statements.
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(3)	Includes amounts capitalized to Property, Plant and Equipment on the Consolidated Balance Sheets of the 2025 Consolidated Financial Statements that include the company’s decommissioning and restoration assets.
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Costs Incurred for Property Acquisition, Exploration and Development Activities


	Year ended December 31, 2025					Year Ended December 31, 2024
			Exploration					Exploration
			and					and
($ millions)	Oil Sands		Production		Total	Oil Sands		Production		Total
Unproved property acquisition	—		—		—	—		—		—
Proved property acquisition^(1)^	—		—		—	—		—		—
Exploration^(2)^	104		55		159	86		7		93
Development^(3)^	4,271		827		5,098	5,224		907		6,131
Total	4,375		882		5,257	5,310		914		6,224

(1)	There were no proved property acquisitions in 2024 or 2025.
(2)	Includes amounts capitalized to Exploration and Evaluation on the Consolidated Balance Sheets as well as those charged to Exploration Expense on the Consolidated Statements of Comprehensive Income (Loss), of the 2025 Consolidated Financial Statements.
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(3)	Includes amounts capitalized to Property, Plant and Equipment on the Consolidated Balance Sheets of the 2025 Consolidated Financial Statements.
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Results of Operations for Oil and Gas Producing Activities


	Year ended December 31, 2025					Year Ended December 31, 2024
			Exploration					Exploration
			and					and
($ millions)	Oil Sands		Production		Total	Oil Sands		Production		Total
Operating revenues, net of royalties	24,413		1,951		26,364	25,615		2,251		27,866
Other income (loss)	223		(6)		217	176		16		192
	24,636		1,945		26,581	25,791		2,267		28,058
Purchases of crude oil and products	2,570		—		2,570	2,559		—		2,559
Operating, selling and general	9,625		521		10,146	9,428		524		9,952
Transportation and distribution	1,310		118		1,428	1,225		89		1,314
Depreciation, depletion and, amortization	5,047		649		5,696	5,134		707		5,841
Exploration	104		55		159	86		6		92
(Gain) loss on disposal of assets	(36)		—		(36)	(15)		—		(15)
Financing expenses	739		76		815	767		74		841
Earnings before income taxes	5,277		526		5,803	6,607		867		7,474
Income tax expense	1,283		266		1,549	1,595		335		1,930
Net earnings	3,994		260		4,254	5,012		532		5,544

Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves^(1)^

The standardized measure of discounted future net cash flows relating to Suncor’s proved oil and gas reserves are calculated in accordance with FASB Topic 932 — “Extractive Activities — Oil and Gas”. Future cash inflows are estimated using the average of the first-day-of-the-month prices for the twelve-month period prior to the end of the reporting period. The appropriate year-end statutory tax rates, with consideration of future tax rates already legislated, were applied to the future pretax net cash flows, less the tax basis of the properties involved. A prescribed rate of 10% is applied to discount the future net cash flows.

The calculation of the standardized measure of discounted future net cash flows is based upon information prepared by the company’s independent qualified reserves evaluator (which includes decommissioning and restoration activities), and adjusted for future income taxes.

It should not be assumed that the estimates of future net cash flows represent the fair market value of the reserves or the actual results of operations. Future changes to income tax, royalty and environmental regulations could also have a significant impact on the respective assumptions. The Company does not believe the standardized measure of discounted future net cash flows accurately represents actual future cash flows or the fair value of crude oil properties.


							Light
			WTI		WCS		Sweet		Pentanes Plus
	Brent		Cushing		Hardisty		Edmonton		Edmonton		AECO
Year	North Sea		Oklahoma		Alberta		Alberta		Alberta		Gas
	US$/bbl		US$/bbl		Cdn$/bbl		Cdn$/bbl		Cdn$/bbl		Cdn$/mmbtu
2025	68.59		65.68		76.48		88.41		90.62		1.83
2024	78.78		74.83		82.61		96.65		99.24		1.33


	At December 31, 2025					At December 31, 2024
			Exploration					Exploration
			and					and
($ millions)	Oil Sands		Production		Total	Oil Sands		Production		Total
Future cash inflows	327,869		11,728		339,597	337,455		12,098		349,553
Future production costs	(151,470)		(3,625)		(155,095)	(148,004)		(3,102)		(151,106)
Future development costs	(84,340)		(3,754)		(88,094)	(79,890)		(4,053)		(83,943)
Future income tax expenses	(22,731)		(859)		(23,590)	(25,864)		(1,039)		(26,903)
Future net cash flows	69,328		3,490		72,818	83,697		3,904		87,601
10% Discount Factor	(32,433)		(301)		(32,734)	(40,342)		(679)		(41,021)
Standardized measure of discounted future net cash flows	36,895		3,189		40,084	43,355		3,225		46,580

Changes in Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves


($ millions)	2025		2024
Standardized measure of discounted future net cash flows - beginning of year	46,580		49,222
Sales and transfers of oil and gas produced	(11,771)		(12,563)
Net changes in sales prices and operating costs related to future production	(13,189)		2,282
Net change due to extensions, discoveries and improved recovery	6,566		131
Net change due to acquisition and dispositions	0		0
Net change due to revisions in quantity estimates	1,302		(5,221)
Previously estimated development costs incurred during the period	4,819		5,249
Changes in estimated future development costs	(1,938)		767
Accretion of discount	5,597		5,902
Net change in income taxes	2,117		811
Standardized measure of discounted future net cash flows - end of year	40,084		46,580

(1)	Tables may not add due to rounding.

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