DT Midstream Inc 2024年度报告

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Commission File Number: 001-40392 DT Midstream, Inc. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☒No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorterperiod 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 during the preceding 12 months (or forsuch shorter period that the registrant was required to submit such files).Yes☒No☐ If an emerging growth company, 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 Indicate by check mark whether the registrant 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 theSarbanes-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 Exchange Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error topreviously issued financial statements. Yes☐No☒ 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 duringthe relevant recovery period pursuant to Section 240.10D-1(b). Yes☐No☒ On June 28, 2024, the aggregate market value of DT Midstream's voting common stock was approximately $6.9 billion (based on the New York Stock Exchange closing price on such date). Number of shares of common stock outstanding at February 14, 2025: Description Common stock, par value $0.01 DOCUMENTS INCORPORATED BY REFERENCE Certain information in DT Midstream's definitive Proxy Statement for our 2025 Annual Meeting of Common Shareholders to be held May 6, 2025, which will be filed with the Securities and ExchangeCommission pursuant to Regulation 14A, not later than 120 days after the end of the registrant’s fiscal year covered by this report on Form 10-K, is incorporated herein by reference to Part III (Items 10, 11,12, 13, and 14) of this Form 10-K. TABLE OF CONTENTS PageDefinitions1Forward-Looking Statements4PART IItems 1. and 2.Business and Properties6Item 1A.Risk Factors24Item 1B.Unresolved Staff Comments39Item 1C.Cybersecurity39Item 3.Legal Proceedings39Item 4.Mine Safety Disclosures39PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities40Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations42Item 7A.Quantitative and Qualitative Disclosures About Market Risk54Item 8.Financial Statements55Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure94Item 9A.Controls and Procedures94Item 9B.Other Information95Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections95PART IIIItem 10.Directors, Executive Officers, and Corporate Governance95Item 11.Executive Compensation95Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters95Item 13.Certain Relationships and Related Transactions, and Director Independence95Item 14.Principal Accountant Fees and Services95PART IVItem 15.Exhibits and Financial Statement Schedules96Item 16.Form 10-K Summary9Signatures DEFINITIONS Unless the context otherwise requires, references to "we," "us," "our," "Registrant," or the "Company" and words of similar importance refer to DT Midstream and,unless otherwise specified, our consolidated subsidiaries and our unconsolidated joint ventures. As used in this Form 10-K, the terms and definitions below have thefollowing meanings: Expand Energy Corporation, the company resulting from the merger of Chesapeake Energy Corporation and Southwestern EnergyCompany which closed on October 1, 2024, and/or its affiliates DEFINITIONS DEFINITIONS Pipeline and Hazardous Materials Safety Administration DT Midstream's secured revolving credit facility issued under the Credit Agreement The separation and spin-off of DT Midstream from DTE Energy, effective July 1, 2021 The Separation and Distribution Agreement with DTE Energy was established before the Distributio