8-K

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): April 22, 2024

TALOS ENERGY INC.

(Exact Name of Registrant as Specified in Charter)


Delaware	001-38497	82-3532642
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

333 Clay Street, Suite 3300

Houston, Texas 77002

(Address of Principal Executive Offices) (Zip Code)

(713) 328-3000

(Registrant’s Telephone Number, Including Area Code)

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 communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communication 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	TALO	NYSE

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

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 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers.

On April 25, 2024, Talos Energy Inc. (the “Company”) announced the promotion of Sergio L. Maiworm, Jr., from Senior Vice President and Chief Financial Officer to Executive Vice President and Chief Financial Officer, effective April 24, 2024. Mr. Maiworm will continue as principal financial officer under the Securities and Exchange Commission (the “SEC”) rules and regulations.

On April 25, 2024, the Company announced the departure of John A. Parker, Executive Vice President – New Ventures, effective on April 24, 2024. In conjunction with his departure, Mr. Parker will be entitled to certain benefits and compensation under the Company’s pre-existing compensation plans and applicable policies and related agreements, forms of which are on file with the SEC and described in the Company’s annual proxy statement filed with the SEC on April 17, 2024. Receipt of these benefits is subject to execution of a general release of claims in favor of the Company.

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits


Exhibit		Description

99.1		Press Release, dated April 25, 2024.

104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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

Date: April 25, 2024


TALOS ENERGY INC.

By:		/s/ William S. Moss III
Name:		William S. Moss III
		Executive Vice President, General Counsel and Secretary

SEC Form 8-K filed by Talos Energy Inc.