UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________

FORM 8-K

_____________________

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): ~~June~~July 2614, 2026

_____________________

California Resources Corporation

(Exact Name of Registrant as Specified in its Charter)


Delaware	001-36478		46-5670947
(State or Other Jurisdiction of Incorporation)	(Commission File Number)		(IRS Employer Identification No.)

1 World Trade Center
Suite 1500
Long Beach
California		90831
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (888) 848-4754

_____________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 Stock	CRC	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

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 pursuant to Section 13(a) of the Exchange Act. ☐

Item 1 2.0102 ~~Entry~~Results ~~into~~of aOperations ~~Material~~and ~~Definitive~~Financial ~~Agreement~~Condition.

~~On June 26, 2026,~~ California Resources Corporation (the “"Company”") ~~completed~~presents ~~its~~in ~~previously~~this ~~announced~~Item ~~private~~2.02 ~~offering~~certain ofsummary ~~$550~~information ~~million~~for ~~aggregate~~the ~~principal~~three ~~amount~~months ofended ~~its~~June ~~7.250%~~30, ~~senior~~2026 ~~unsecured~~regarding ~~notes~~realized ~~due~~prices ~~2035~~and ~~(the~~commodity ~~“Notes”)~~derivatives. The ~~terms~~summary ofinformation ~~the~~presented ~~Notes~~below ~~are~~is ~~governed~~preliminary byand ~~the Indenture~~unaudited, ~~dated~~does asnot ofreflect ~~June~~all 26adjustments and charges, ~~2026~~and ~~(the~~remains ~~“Indenture”),~~subject byto ~~and~~completion ~~among~~of the Company,'s ~~the~~financial ~~guarantors~~reporting ~~party~~process. ~~thereto~~The ~~(the~~preliminary ~~“Guarantors”)~~summary ~~and~~information ~~Wilmington~~is ~~Trust,~~not ~~National~~comprehensive ~~Association,~~of asall ~~trustee~~results (for the ~~“Trustee”).~~period ~~The~~and ~~Notes~~does ~~will~~not ~~mature~~constitute onan ~~January~~estimate ~~15,~~of ~~2035.~~the ~~Interest~~Company's ~~accrues~~quarterly ~~from~~earnings. ~~June~~There ~~26,~~can ~~2026~~be ~~and~~no ~~will~~assurances bethat ~~payable~~the ~~semi-annually~~final onresults ~~January~~for 15this ~~and~~period ~~July~~will 15not ofdiffer ~~each~~from ~~year,~~the ~~commencing~~preliminary ~~January~~summary ~~15,~~information ~~2027~~presented below.

The ~~Company~~information ~~intends~~in tothis ~~use~~Item ~~the~~2.02 ~~net~~shall ~~proceeds~~not ~~from~~be ~~this~~deemed ~~offering,~~"filed" ~~together~~for ~~with~~purposes ~~cash~~of onSection ~~hand~~18 ~~and/or~~of ~~borrowings~~the ~~under~~Securities ~~its~~Exchange ~~revolving~~Act ~~credit~~of ~~facility~~1934, toas ~~fund~~amended (the ~~redemption~~"Exchange ofAct"), ~~all~~and ~~outstanding~~shall ~~$550~~not ~~million~~be inincorporated ~~aggregate~~by ~~principal~~reference ~~amount~~into ofany ~~its~~filing ~~8.250%~~under ~~senior unsecured notes due 2029 (~~the ~~“2029~~Securities ~~Notes”)~~Act ~~at a redemption price~~ of ~~104.125% thereof~~1933, ~~and~~as ~~accrued and unpaid interest to~~amended, ~~but~~or ~~excluding,~~ the ~~date~~Exchange ofAct, ~~redemption.~~except ~~The~~as ~~redemption~~expressly ofset ~~the~~forth ~~2029~~by ~~Notes~~specific ~~closed~~reference onin ~~June~~such ~~26, 2026~~filing.

~~The~~Realized Notes are guaranteed on a senior unsecured basis by all of the Company’s existing subsidiaries that guarantee its obligations under its revolving credit facility and its existing 7.000% senior notes due 2034, and the Notes will be guaranteed by certain of the Company’s future subsidiaries. The Notes and the guarantees thereof are unsecured, rank equally in right of payment with all senior unsecured debt of the Company and the Guarantors and rank senior to all of the existing and future subordinated debt of the Company and the Guarantors.Prices

The ~~Company~~following ~~may,~~table atpresents ~~its~~information ~~option,~~about ~~redeem~~estimated ~~some~~index or all of the Notes at any time on or after July 15, 2029 at the redemption prices specified in the Indenture. Prior to such time, the Company may, at its option, redeem up to 40% of the aggregate principal amount of the Notes with an amount of cash not greater than the net cash proceeds from certain equity offerings at the redemption price specified in the Indenture. In addition, before July 15, 2029, the Company may redeem some or all of the Notes at a redemption price equal to 100% of the aggregate principal amount of the Notes redeemed, plus the applicable premium as specified in the Indenture and ~~accrued~~average ~~and~~realized unpaid interest, if any, to, but excluding, the redemption date. If the Company experiences certain kinds of change of control trigger events, the Company will be required to offer to repurchase the Notes at 101% of the aggregate principal amount of the Notes repurchased, plus accrued and unpaid interest, if any, on the Notes repurchased to, but excluding, the date of purchase. The Indenture contains other customary terms, events of default and covenants.prices:

The above description of the Indenture is not complete and is qualified in its entirety by reference to the full text of the Indenture, which is filed as Exhibit 4.1 hereto and incorporated by reference herein.


			For the Three Months Ended June 30, 2026
Index Prices:
Brent ($ per Bbl)			$96.87
WTI ($ per Bbl)			$92.79
NYMEX Henry Hub ($ per Mcf)			$2.90


Realized price without derivative settlements:
Oil ($ per Bbl)			$91.64
NGLs ($ per Bbl)			$49.62
Gas ($ per Mcf)			$1.84

Realized price with derivative settlements:
Oil ($ per Bbl)			$76.50
NGLs ($ per Bbl)			$49.62
Gas ($ per Mcf)			$1.84

~~Item 2.03 Creation~~Commodity ofDerivative ~~a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.~~Activity

~~The~~For ~~information~~the ~~provided~~three ~~under~~months ~~Item~~ended ~~1.01~~June in30, ~~this~~2026, ~~Current~~the ~~Report~~Company onestimates ~~Form~~a ~~8-K~~loss ~~regarding~~from ~~the~~net ~~Notes~~settlement from commodity derivatives of $190 million, ~~the~~including ~~Indenture~~a loss of $164 million from net settlements and ~~the~~premiums ~~related~~from ~~guarantees~~commodity issales ~~incorporated~~derivatives byand ~~reference~~a ~~into~~loss ~~this~~of ~~Item~~$26 2million from settlements of natural gas purchase derivatives.~~03.~~

~~Item~~Forward ~~9.01 Financial~~Looking Statements ~~and Exhibits.~~

~~(d) Exhibits~~Information set forth in this Form 8-K constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other securities laws. All statements other than historical facts are forward-looking statements. Words such as “expect,” “could,” “may,” “anticipate,” “intend,” “plan,” “ability,” “believe,” “seek,” “see,” “will,” “would,” “estimate,” “forecast,” “target,” “guidance,” “outlook,” “opportunity” or “strategy” or similar expressions are generally intended to identify forward-looking statements. These forward-looking statements are based upon the current beliefs and expectations of the management of the Company and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in, projected in, or implied by, such statements.

Exhibit No.						Description
4.1						Indenture, dated June 26, 2026, by and among the Company, the Guarantors and the Trustee.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

Although the Company believes the expectations and forecasts reflected in its forward-looking statements are reasonable, they are inherently subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond its control. No assurance can be given that such forward-looking statements will be correct or achieved or that the assumptions are accurate or will not change over time. Particular uncertainties that could cause the Company's actual results to be materially different than those expressed in its forward-looking statements are described in its most recent Annual Report on Form 10-K and its other periodic filings with the SEC.

The Company cautions you not to place undue reliance on forward-looking statements contained in this document, which speak only as of the date hereof, and the Company is under no obligation, and expressly disclaims any obligation to update, alter or otherwise revise any forward-looking statements, whether as a result of new information, future events or otherwise. This communication may also contain information from third-party sources. This data may involve a number of assumptions and limitations, and the Company has not independently verified them and does not warrant the accuracy or completeness of such third-party information.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


			California Resources Corporation



			/s/ Michael L. Preston
			Name:			Michael L. Preston
			Title:			Executive Vice President, Chief Strategy Officer and General Counsel

DATED: ~~June~~July 2614, 2026

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