APC on Nasdaq

Anadarko Petroleum

American energy company (1959–2019)

Anadarko Petroleum Corporation was a company engaged in hydrocarbon exploration. It was organized in Delaware and headquartered in two skyscrapers in The Woodlands, Texas: the Allison Tower and the Hackett Tower, both named after former CEOs of the company. In 2019, the company was acquired by Occidental Petroleum.3 It employed 6,100 people.1 Its shares trade on Nasdaq under the symbol APC.1 Wikipedia text CC BY-SA 4.0

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Last updated Oct 21, 2026.

Overview

1959Founded1

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  • TickerAPC on Nasdaq1
  • Industrypetroleum industry1
  • HeadquartersThe Woodlands1
  • Websitewww.anadarko.com
  • Legal formDelaware corporation1
  • Incorporated inDE5
  • Business address8565 Magellan Pkwy., Ste 400, Richmond, Va 232275
  • Filer categoryNon-accelerated filer5
  • LEIB78FQ7XBQFLP4AYJ6F794
  • StatusActive4
  • LEI statusLapsed (not renewed)4
  • Registered addressC/O CORPORATION SERVICE COMPANY, 19808 Wilmington, United States4
  • Registered withDivision of Corporations, Department of State, 20639914
Anadarko Tower at Sunrise
Photo: Trey Perry, CC BY 3.0, via Wikimedia Commons8

Anadarko Petroleum Corporation was a company engaged in hydrocarbon exploration. It was organized in Delaware and headquartered in two skyscrapers in The Woodlands, Texas: the Allison Tower and the Hackett Tower, both named after former CEOs of the company. In 2019, the company was acquired by Occidental Petroleum.3

Corporate structure

Anadarko Petroleum is part of a group headed by Occidental Petroleum. 407 entities, 16 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Anadarko Petroleum

  • Occidental Petroleum Houston, Texas, United States
    • Anadarko Petroleum Houston, Texas, United States
      • GPM Empire, LLC Subsidiary · Delaware, United States
      • GPM Petroleum GP, LLC Subsidiary · Delaware, United States
      • GPM Petroleum LP Subsidiary · Delaware, United States
      • GPM RE LP Subsidiary · Delaware, United States
      • GPM Transportation Company LLC Subsidiary · Delaware, United States
      • Pine Belt Oil Company, LLC Subsidiary · Mississippi, United States
      • RAMCO, LLC Subsidiary · Mississippi, United States
    • 1PointFive Asia Pte. Ltd. Subsidiary · Singapore
    • 1PointFive International G.K. Subsidiary · Japan
    • 1PointFive International, LLC Subsidiary · Delaware, United States
    • 1PointFive Magnolia Holdco, LLC Subsidiary · Delaware, United States
    • 1PointFive Magnolia Opco, LLC Subsidiary · Delaware, United States
    • 1PointFive Marketing, LLC Subsidiary · Delaware, United States
    • 1PointFive P1 Sequestration, LLC Subsidiary · Delaware, United States
    • 1PointFive P2, LLC Subsidiary · Delaware, United States
    • 1PointFive Pelican Holdco, LLC Subsidiary · Delaware, United States
    • 1PointFive Pelican Opco, LLC Subsidiary · Delaware, United States
    • 1PointFive Sequestration, LLC Subsidiary · Delaware, United States
    • 1PointFive Stratos Holdings, LLC Subsidiary · Delaware, United States
    • 1PointFive Stratos II, LLC Subsidiary · Delaware, United States
    • 1PointFive Stratos Investment, LLC Subsidiary · Delaware, United States
    • 1PointFive Stratos Marketing, LLC Subsidiary · Delaware, United States
    • 1PointFive Stratos RWTU, LLC Subsidiary · Delaware, United States
    • 1PointFive Stratos, LLC Subsidiary · Delaware, United States
    • 1PointFive USA, LLC Subsidiary · Delaware, United States
    • 1PointFive, LLC Subsidiary · Delaware, United States
    • 4374607 Nova Scotia Company Subsidiary · Nova Scotia, Canada
    • Amarok Gathering, LLC Subsidiary · Delaware, United States
    • Anadarko 20-25 Company Subsidiary · Cayman Islands
    • Anadarko 20-36 Company Subsidiary · Cayman Islands
    • Anadarko Algeria Block 406B Company Subsidiary · Cayman Islands
    • and 374 more

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Anadarko Petroleum reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Properties, in its own words

As of December 31, 2025, we owned 197 properties, including 52 consignment agent locations, 113 lessee-dealer sites and 32 fleet fueling locations. Additionally, we have long-term control over a leased property portfolio composed of 679 locations as of December 31, 2025. Of the leased properties, 136 were consignment agent locations, 387 were lessee-dealer locations and 156 were fleet fueling locations.

There are various agreements amongst us, ARKO Parent and its related entities, pursuant to which we lease certain of our sites from third parties, sublease from ARKO Parent, or act as cotenant with ARKO Parent under master leases. In connection with our IPO, an assignment, assumption, master sublease and bill of sale agreement assigned current subleases with operations from GPM (ARKO Parent) entities to GPM Empire, LLC, a Delaware limited liability company formed in 2020 and our wholly owned subsidiary (“GPME”), contains a bill of sale for the equipment moved from the GPM entities to GPME, and subleases properties from GPM parties to GPME for sites already dealerized. There are also lease agreements related to GPM RE LP-owned real property, wherein we lease the real property to GPM (for certain current ARKO Retail Sites). Lastly, there are sublease agreements for single site deals between various GPM entities as sublessor and GPME as sublessee relating to leased sites that will be dealerized in the future. Such lease/sublease agreements provide that if more than one person or entity (e.g., shareholders or partners) constitute or comprise lessee or sublessee under such agreements, the obligations of lessee or sublessee, as applicable, shall be joint and several. Additionally, upon a default, the lessor/sublessor may terminate the applicable lease or sublease, reenter and repossess the premises that are the subject of such agreement and lease to any other person, or exercise any other rights and remedies available to it. All of the foregoing agreements contain general indemnity obligations of the parties thereto and are governed by the laws of the state in which the relevant property subject to the agreement is located. See “Item 1A. Risk Factors—We lease certain of our sites from third parties; are jointly and severally liable under certain master leases; and our dealers control other sites, all of which could result in increased costs and disruptions to our operations” for more information on the risks these agreements present to us.

Item 2 of the 10-K filed Mar 30, 2026.11

The story

Anadarko was formed in 1959 as a subsidiary of Panhandle Eastern Corporation Pipe Line Company after the discovery of large amounts of natural gas in the Anadarko Basin, which underlies the western part of the state of Oklahoma and the Texas Panhandle, and extending into southwestern Kansas and southeastern Colorado.

In 1986, Panhandle Eastern Corporation distributed its interests in Anadarko to its shareholders via a corporate spin-off, and Anadarko became a public company.

In 1999, the company purchased a 7.5-acre (30,000 m2) tract in The Woodlands, Texas from the Woodlands Land Company to build an 800,000-square-foot (74,000 m2), 32-story headquarters building, on the site. In 2012, the company began construction of another office tower adjacent to its headquarters. The company named its two office towers after former CEOs. The buildings were completed in 2014.

In April 2000, the company acquired Union Pacific Resources in a $4.4 billion transaction.

In June 2001, the company acquired Berkeley Petroleum Corporation for C$1.2 billion plus the assumption of C$400 million in debt.

In December 2003, Robert J. Allison Jr. resigned as chief executive officer and was replaced by James T. Hackett, previously the chief operating officer of Devon Energy.

In June 2006, the company acquired Western Gas Resources in a $5.3 billion cash transaction.

In August 2006, the company acquired Kerr-McGee for $16 billion in cash.

Read the full text

In January 2007, the company sold assets in West Texas for $1 billion.

In February 2007, the company sold assets in Oklahoma and Texas for $860 million.

In December 2008, the company sold its 50% interest in the Peregrino heavy oil field offshore Brazil to Statoil for $1.4 billion.

In January 2012, the company sold midstream assets to Western Gas Partners for $483 million.

In January 2012, the company announced the discovery of a significant natural gas field, the Collier gas field, offshore Mozambique.

In May 2012, a planned CEO succession of Al Walker occurred, with Jim Hackett becoming Executive Chairman until May 2013, when Hackett retired to pursue a master's degree in theology. Al Walker became Chairman as well as CEO in May 2013.

In 2015, the company made an offer to acquire Apache Corporation, but the offer was rejected.

In February 2016, the company sold its interest in the Springfield oil and gas gathering system near the Eagle Ford shale for $750 million to Western Gas Partners.

In March 2016, the company announced layoffs affecting 1,000 employees or 17% of its staff. The layoffs were the result of weak commodity prices.

In December 2016, the company acquired assets in the Gulf of Mexico from Freeport-McMoRan. The company also announced the sale of its assets in the Marcellus Shale.

In January 2017, the company sold its assets in the Eagle Ford to Sanchez Energy and The Blackstone Group for $2.3 billion.

In June 2019, the company and the co-venturers in Mozambique’s Offshore Area 1 proceeded to start the Area 1 Mozambique LNG project, Mozambique's first onshore LNG development, to support the development of the Golfinho gas field and Atum gas field.

In August 2019, the company was acquired by Occidental Petroleum after Occidental outbid Chevron Corporation.

From Wikipedia’s article on Anadarko Petroleum, shared under CC BY-SA 4.0.6

Leadership

Who has led Anadarko Petroleum, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (50)

Products and brands

  • petroleum

Listed on Wikidata.1

Subsidiaries and ownership

Parent company (GLEIF)

Subsidiaries (Exhibit 21)

  • GPM Empire, LLC Delaware7
  • GPM Petroleum GP, LLC Delaware7
  • GPM Petroleum LP Delaware7
  • GPM Petroleum, LLC Delaware7
  • GPM RE LP Delaware7
  • GPM Transportation Company LLC Delaware7
  • Pine Belt Oil Company, LLC Mississippi7
  • RAMCO, LLC Mississippi7

Ownership links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); each one cites its LEI record. The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Aug 6, 20268-K Entered a material agreement; Unregistered sale of shares74
  2. Aug 6, 20268-K Results of operations; Regulation FD disclosure75
  3. May 11, 20268-K Results of operations; Regulation FD disclosure76
  4. May 7, 20268-K Results of operations; Regulation FD disclosure77
  5. Mar 30, 20268-K Results of operations; Regulation FD disclosure78
  6. Mar 9, 20268-K Other events79
  7. Feb 25, 20268-K Results of operations; Regulation FD disclosure80
  8. Feb 18, 20268-K Entered a material agreement; New debt or obligation; Bylaws or fiscal year changed81
  9. Feb 11, 2026New chief executive Arie Kotler becomes CEO12
  10. Aug 29, 2019Parent Directly consolidated by Occidental Petroleum4
  11. Aug 8, 2019Dissolved Dissolved1
  12. May 16, 2012New chief executive R. A. Walker becomes CEO13
  13. Jan 5, 2006New chief executive Jim Hackett becomes CEO14
  14. 1959Founded Founded1

Calendar

Coming up

  1. Nov 5, 2026Reports results for the quarter ending Sep/202682

When it reported results

  1. Aug 6, 2026Reported quarterly or annual results75
  2. May 11, 2026Reported quarterly or annual results76
  3. May 7, 2026Reported quarterly or annual results77
  4. Mar 30, 2026Reported quarterly or annual results78
  5. Feb 25, 2026Reported quarterly or annual results80

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

60 filings to the SEC since October 2021: 1 annual reports, 2 quarterly reports, 8 major events, 26 insider forms, 12 large holders, 11 other. The latest 20:

  1. Oct 2, 20264 EDGAR
  2. Oct 2, 20264 EDGAR
  3. Oct 2, 20264 EDGAR
  4. Oct 2, 20264 EDGAR
  5. Sep 28, 20264 EDGAR
  6. Aug 14, 2026SCHEDULE 13G/A EDGAR
  7. Aug 13, 2026SCHEDULE 13G/A EDGAR
  8. Aug 13, 2026SCHEDULE 13G EDGAR
  9. Aug 12, 2026SCHEDULE 13G/A EDGAR
  10. Aug 6, 202610-Q EDGAR
  11. Aug 6, 20268-K EDGAR
  12. Aug 6, 20268-K EDGAR
  13. Jul 27, 2026SCHEDULE 13G EDGAR
  14. Jul 24, 2026SCHEDULE 13G/A EDGAR
  15. Jul 2, 20264 EDGAR
  16. Jul 2, 20264 EDGAR
  17. Jul 2, 20264 EDGAR
  18. Jul 2, 20264 EDGAR
  19. May 19, 2026SCHEDULE 13G/A EDGAR
  20. May 15, 2026SCHEDULE 13G EDGAR

The 60 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

5 open-market trades by officers, directors and large owners since October 2021: 2 buys and 3 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 25, 2026Blackstone Holdings I/II GP L.L.C.10% ownerSale124,600$16.40$2.0MForm 4
Sep 24, 2026Blackstone Holdings I/II GP L.L.C.10% ownerSale400$17.02$6.8KForm 4
Mar 3, 2026Blackstone Group Management L.L.C.10% ownerSale25,000$19.00$475.0KForm 4
Feb 13, 2026FRIEDMAN AVRAM ZDirectorBuy20,000$18.00$360.0KForm 4
Feb 12, 2026Blackstone Group Management L.L.C.10% ownerBuy100,000$17.66$1.8MForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 76. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Blackstone Inc.2,649,074$49.9M0.2%No change
Invesco Ltd.1,006,708$19.0M0.0%+6,708
BlackRock, Inc.829,995$15.6M0.0%+665,118
CIBC Bancorp USA Inc.625,914$11.8M0.0%−223,551
Brookfield Corp /ON/625,100$11.8M0.0%−365,900
Vanguard Capital Management LLC502,221$9.5M0.0%+283,726
Teacher Retirement System Of Texas500,000$9.4M0.0%No change
Eagle Global Advisors LLC414,406$7.8M0.3%+200,106
Raymond James Financial Inc336,081$6.3M0.0%+69,499
Two Sigma Investments, LP322,417$6.1M0.0%+88,979
Geode Capital Management, LLC302,658$5.7M0.0%+171,955
CUSHING ASSET MANAGEMENT, LP dba NXG INVESTMENT MANAGEMENT300,000$5.7M0.3%−412,451
Citadel Advisors LLC242,930$4.6M0.0%−7,070
UBS Group AG201,713$3.8M0.0%+116,708
Morgan Stanley178,124$3.4M0.0%+100,655
Renaissance Technologies LLC174,500$3.3M0.0%New
Russell Investments Group, Ltd.161,933$3.1M0.0%+4,308
Pinnacle Holdings, LLC156,978$3.0M1.0%New
State Street Corp134,521$2.5M0.0%+110,221
Deprince Race & Zollo Inc132,413$2.5M0.0%−1,389
Stifel Financial Corp128,971$2.4M0.0%−4,740
Northern Trust Corp97,879$1.8M0.0%+73,620
Readystate Asset Management LP90,000$1.7M0.1%−22,500
Vanguard Fiduciary Trust Co88,881$1.7M0.0%+26,073
Vanguard Portfolio Management LLC85,210$1.6M0.0%+80,676

13F reports cover disclosed long positions in U.S. stocks only.

Members of Congress who traded it

2 trades disclosed by members of Congress. “Vs S&P since” is the stock’s change since the trade minus the S&P 500’s.

DateMemberTradeAmountVs S&P sinceFiling
Jun 24, 2019Donna Shalala, HouseSale$1,001 - $15,000Report
Feb 15, 2019Donna Shalala, HouseBuy$1,001 - $15,000Report

Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).

SEC filer profile

How Anadarko Petroleum is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARARKO Petroleum Corp.2
  • CIK0002080921
  • Employer ID (EIN)39-31688082
  • Filer statusNon-accelerated filer2
  • Incorporated inDelaware2
  • Fiscal year endsDecember 312
  • Industry code (SIC)5172 Wholesale-Petroleum & Petroleum Products (No Bulk Stations)2
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance2
  • Business address8565 Magellan Pkwy., Ste 400, Richmond, VA 232272
  • Phone804-730-15682
  • Shares outstanding12,570,223 as of Aug 3, 202610
  • On EDGAR sinceSep 15, 20252
  • Filings60 in all: 4 (16), 3 (10), 8-K (8), SCHEDULE 13G (6), SCHEDULE 13G/A (5), S-1/A (3), 10-Q (2), 10-K (1)2
    All 17 form types

    424B4 (1), 8-A12B (1), CERT (1), DRS (1), EFFECT (1), S-1 (1), S-1MEF (1), S-8 (1), SCHEDULE 13D (1)

  • Latest filingsAnnual report (10-K) Mar 30, 2026
    Quarterly report (10-Q) Aug 6, 2026
    Latest 8-K (8-K) Aug 6, 2026

Risk factors and legal proceedings

The risks Anadarko Petroleum names in Item 1A of its 10-K filed Mar 30, 2026: 51 risks under these headings, as written.11

  • Risks Related to Our Business and Industry
  • The wholesale motor fuel distribution industry and the fleet fueling business are characterized by intense competition and fragmentation, and our failure to effectively compete could adversely affect our business, financial condition and results of operations.
  • Our business could be adversely affected by sustained inflationary pressures which may decrease our operating margins and increase working capital investments required to operate our business.
  • The motor fuel business is subject to seasonal trends, which may affect our earnings and ability to make distributions.
  • Significant changes in demand for fuel-based modes of transportation and for trucking services could materially adversely affect our business.
  • Negative events or developments associated with branded motor fuel suppliers could have a material adverse impact on our revenues.
  • We depend on several principal suppliers for our fuel purchases and third-party transportation providers for the transportation of most of our motor fuel. A failure by a principal supplier to renew its supply agreement, a disruption in supply, a significant change in supplier relationships or a significant incident related to a supplier could have a material adverse effect on our business and results of operations.
  • A significant portion of our revenue is generated under fuel supply agreements with dealers that must be renegotiated or replaced periodically. If we are unable to successfully renegotiate or replace these agreements, then our results of operations and financial condition could be adversely affected.
  • Because a substantial portion of our revenue is currently derived from ARKO Parent, any development that materially and adversely affects ARKO Parent’s operations, financial condition or market reputation could have a material and adverse impact on us.
  • Changes in economic conditions, tax or trade policy, and consumer confidence in the U.S. could materially adversely affect our business.
  • If our acquisitions are not on economically acceptable terms, or if our acquisitions do not perform as we expect, our future growth may be negatively impacted.
  • We may be unable to successfully integrate acquired operations or otherwise realize the expected benefits from our acquisitions, which could adversely affect the expected benefits from our acquisitions and our results of operations and financial condition.
The other 40 risks
  • The Russia-Ukraine War, Israel-Hamas War, U.S./Israel-Iran War, events occurring in response thereto and any expansion of hostilities, as well as the political, economic and social instability in Venezuela, may have an adverse impact on our business, our future results of operations, and our overall financial performance.
  • The distribution, transportation and storage of motor fuels is subject to environmental protection and operational safety laws and regulations, business interruptions and inherent hazards and risks that may expose us, our customers or suppliers, to significant costs and liabilities, which could have a material adverse effect on our business.
  • We are subject to risks regarding sustainability matters.
  • We and our customers and suppliers are required to obtain, maintain and comply with government permits, licenses and approvals, and failure to obtain, maintain, and comply with such permits, licenses and approvals could adversely affect us or our customers.
  • Failure to comply with applicable laws and regulations could result in liabilities, penalties, costs, or license suspension or revocation that could have a material adverse effect on our business. In addition, future regulations, or more stringent enforcement of existing regulations, could increase those costs and liabilities, which could adversely affect our financial position and results of operations.
  • We may not have sufficient cash from operations after payment of our expenses, including payments to ARKO Parent and its affiliates, and establishment of cash reserves to enable us to pay the intended quarterly distribution to our stockholders.
  • We are subject to extensive tax liabilities imposed by multiple jurisdictions that potentially have a material adverse effect on our financial condition and results of operations.
  • The loss of key senior management personnel or the failure to recruit or retain qualified senior management personnel could materially adversely affect our business.
  • Unfavorable seasonal, weather or other climatic conditions could adversely affect our business.
  • We are subject to payment-related risks that may result in higher operating costs or the inability to process payments, either of which could harm our brand, reputation, business, financial condition and results of operations.
  • Significant disruptions of information technology systems, breaches of data security or other cybersecurity incidents, or compromised data could materially adversely affect our business.
  • We are subject to evolving laws, regulations, standards, and contractual obligations related to data privacy and security regulations, and our actual or perceived failure to comply with such obligations could harm our reputation, subject us to significant fines and liability, or otherwise adversely affect our business.
  • We lease certain of our sites from third parties; are jointly and severally liable under certain master leases; and our dealers control other sites, all of which could result in increased costs and disruptions to our operations.
  • We may not be able to lease sites we own or sublease sites we lease on favorable terms and any such failure could adversely affect our results of operations, financial condition and ability to make distributions to our stockholders.
  • Our business could suffer if we fail to adequately secure, maintain, and enforce our intellectual property rights.
  • Our operations present risks which may not be fully covered by insurance.
  • We are a restricted subsidiary and guarantor under the indenture governing the Senior Notes and are subject to various covenants under such indenture, which may adversely affect our operations.
  • The agreements governing our indebtedness contain various restrictions and financial covenants that may restrict our business and financing activities.
  • Our level of indebtedness, together with ARKO Parent’s indebtedness, the terms of our and its borrowings and any future ARKO Parent credit ratings could adversely affect our ability to grow our business, our ability to make cash distributions to our stockholders and our credit ratings and profile.
  • Our variable rate debt could adversely affect our financial condition and results of operations.
  • Changes in U.S. trade policy, including the imposition of tariffs and the resulting consequences, may have a material adverse impact on our business, operating results and financial condition.
  • Risks Related to our Governance Relationship with ARKO Parent
  • ARKO Parent controls our Company and has the ability to control the direction of our business.
  • ARKO Parent’s interests may conflict with our interests and the interests of our other stockholders. Conflicts of interest or disputes between ARKO Parent and our Company could be resolved in a manner unfavorable to our Company and our other stockholders.
  • Our amended and restated certificate of incorporation (our “charter”) could prevent us from benefiting from corporate opportunities that might otherwise have been available to us.
  • The services that ARKO Parent provides to us may not be sufficient to meet our needs, which may result in increased costs and otherwise adversely affect our business.
  • If ARKO Parent terminates the Management Services Agreement, or defaults in the performance of its obligations under such agreement, we may be unable to contract with a substitute service provider on similar terms, or at all.
  • The liability and obligations of ARKO Parent is limited under our arrangements with it and we have agreed to indemnify ARKO Parent against claims that it may face in connection with certain of such arrangements.
  • Certain of the executive officers of ARKO Parent are also our directors and officers, which may create conflicts of interest or the appearance of conflicts of interest.
  • ARKO Parent may compete with us.
  • Risks Related to Ownership of Our Class A Common Stock
  • We have limited operating history as a separate public company, and our historical financial information is not necessarily representative of the results we would have achieved as a separate public company and may not be a reliable indicator of our future results.
  • The concentrated ownership of our common stock could depress our Class A common stock price.
  • We cannot predict the effect our multi-class structure may have on the market price of our Class A common stock.
  • Future sales or distributions of shares of our Class A common stock by ARKO Parent could depress our Class A common stock price, impact our operations or result in a change in control of us.
  • If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about us, our business or our market, or if they change their recommendations regarding our Class A common stock adversely, the trading price and trading volume of our Class A common stock could decline.
  • We are a holding company and our only material asset is our interests in our subsidiaries, and we are accordingly dependent upon distributions from our subsidiaries to pay dividends, taxes and other expenses.
  • We are a “controlled company” within the meaning of the rules of Nasdaq and, as a result, qualify for, and may in the future rely on, exemptions from certain corporate governance requirements. Our stockholders do not have the same protections afforded to stockholders of companies that are subject to such requirements.
  • We will incur additional costs as a result of being a public company, which may adversely affect our business, financial condition and results of operations.
  • We may not be able to timely and effectively implement controls and procedures required by Section 404 of the Sarbanes-Oxley Act.
  • Certain provisions in our charter or our debt facilities may discourage, delay or prevent a change in control or prevent an acquisition of our business at a premium price.
  • Our charter designates specific courts as the exclusive forum for certain litigation that may be initiated by our stockholders, which could limit our stockholders’ abilities to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.

Legal proceedings

As of the date of this Annual Report on Form 10-K, we were not party to any material legal proceedings that would require disclosure pursuant to Item 103 of Regulation S-K.

The opening of Item 3, Legal Proceedings.11

Sources

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