加州资源美股招股说明书(2025-11-04版)

To the Valued Stockholders of Berry Corporation (bry): Berry Corporation (bry) (“Berry”) has entered into an agreement and plan of merger (as it may be amended from time to time, the “MergerAgreement”), dated September14, 2025, with California Resources Corporation (“CRC”) and Dornoch Merger Sub, LLC, a direct, wholly-ownedsubsidiary of CRC (“Merger Sub”), pursuant to which Merger Sub will merge with and into Berry, with Berry surviving as a direct, wholly-ownedsubsidiary of CRC (the “Merger”). Berry stockholders (“Berry Stockholders”) as of the close of business on October 30, 2025, the record date, are invited to attend a special meetingof Berry Stockholders (the “Special Meeting”) on December 15, 2025, at 10:00 a.m., Central Time, via the Internet atwww.virtualshareholdermeeting.com/BRY2025SM, with registration andlog-inbeginning at 9:45 a.m., Central Time, on that date. You will not be ableto attend the Special Meeting in person. Berry Stockholders attending the meeting virtually will have the ability to fully participate in the SpecialMeeting, including the ability to ask questions and vote during the meeting. Berry Stockholders are being asked to consider and vote upon (i)a proposalto adopt the Merger Agreement (the “Merger Agreement Proposal”), (ii) a proposal to approve, on anon-binding,advisory basis, the compensation thatmay be paid or become payable to Berry’s named executive officers that is based on or otherwise relates to the Merger (the “Advisory CompensationProposal”) and (iii)a proposal to approve one or more adjournments of the Special Meeting, if necessary or appropriate, to permit solicitation ofadditional votes or proxies if there are not sufficient votes to approve the Merger Agreement Proposal (the “Adjournment Proposal”). If the Merger is completed, Berry Stockholders will be entitled to receive 0.0718 shares of common stock, par value $0.01 per share, of CRC(“CRC Common Stock”) for each issued and outstanding share of common stock, par value $0.001 per share, of Berry (“Berry Common Stock”) theyhold immediately prior to the effective time of the Merger (the “Merger Consideration”) as further described in the proxy statement/prospectusaccompanying this notice. The market value of the Merger Consideration will fluctuate with the price of CRC Common Stock. Based on the closingprice of CRC Common Stock on September12, 2025, the last trading day before the public announcement of the signing of the Merger Agreement, thevalue of the per share Merger Consideration payable to holders of Berry Common Stock upon completion of the Merger was approximately $3.81.Based on the closing price of CRC Common Stock on November 3, 2025, the latest practicable date before the date of the proxy statement/prospectusaccompanying this notice, the value of the Merger Consideration payable to holders of Berry Common Stock upon completion of the Merger wasapproximately $3.39. Berry Stockholders should obtain current stock price quotations for CRC Common Stock and Berry Common Stock. CRCCommon Stock is traded on the New York Stock Exchange under the symbol “CRC,” and Berry Common Stock is traded on the Nasdaq Global SelectMarket under the symbol “BRY.” The board of directors of Berry (the “Berry Board”) has unanimously (a)determined that the Merger Agreement and the transactionscontemplated thereby are advisable, fair to, and in the best interests of, Berry and Berry Stockholders, (b)approved and declared advisable theMerger Agreement and the transactions contemplated thereby, (c)resolved to recommend Berry Stockholders approve the adoption of theMerger Agreement and approve the transactions contemplated thereby on the terms and subject to the conditions set forth in the MergerAgreement and (d)directed that the Merger Agreement be submitted to Berry Stockholders for their adoption. The Berry Board recommendsthat Berry Stockholders vote (i) “FOR” the Merger Agreement Proposal, (ii) “FOR” the Advisory Compensation Proposal and (iii) “FOR” theAdjournment Proposal. Table of Contents Berry will hold the Special Meeting of Berry Stockholders virtually to consider certain matters relating to the Merger. The Merger cannot becompleted unless, among other things, Berry Stockholders approve the adoption of the Merger Agreement. Your vote is very important. To ensure your representation at the Special Meeting, complete and return the enclosed proxy card or submityour proxy by phone or via the Internet. Please vote promptly regardless of whether you expect to attend the Special Meeting via the SpecialMeeting website. Submitting a proxy now will not prevent you from being able to vote at the Special Meeting via the Special Meeting website. The proxy statement/prospectus for the Special Meeting, which both summarizes the Merger Agreement and attaches a copy thereto, is attached tothis notice, and incorporated by reference into this notice. The proxy statement/prospectus accompanying this notice is also being delivered