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Talos Energy, Inc. 8-K Filings

TALO NYSE

Every 8-K that Talos Energy, Inc. (TALO) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow TALO and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full TALO filings page.

Rhea-AI Summary

Talos Energy Inc. (TALO) appointed Barbara J. Faulkenberry, a retired U.S. Air Force major general, as a director effective October 1, 2026; the appointment expands the board to seven directors. The board determined she meets New York Stock Exchange and company independence requirements. Faulkenberry retired in 2014 after a 32-year Air Force career and has served on the boards of Callon Petroleum, Target Hospitality and USA Truck. She will be entitled to receive customary compensation under the non-employee director compensation program, and Talos will enter into a customary indemnification agreement in connection with her appointment.

Rhea-AI Summary

Talos Energy Inc. (TALO) has closed its previously announced acquisition of certain deepwater oil and gas assets in the Gulf of America from Shell Offshore Inc. through its subsidiary Talos Ocho Energy LLC and an affiliate of Ridgewood Energy.

The transaction covers a 50% working interest and operatorship in the Coulomb field and a 25% non-operated working interest in the BP-operated Na Kika platform and related Kepler, Ariel, Fourier and Herschel fields. The final net cash purchase price at closing was $420 million, including a $42.5 million deposit, with an economic effective date of July 1, 2025. Talos assumed its proportionate future decommissioning obligations and provided initial security of about $195.5 million via surety bonds.

Upon closing, the company’s revolving credit facility borrowing base increased from $700 million to $850 million and the letter of credit sublimit from $250 million to $300 million, with approximately $49 million of letters of credit expected in connection with the deal. Talos Ocho also became a guarantor of Talos Production Inc.’s 8.000% notes due 2034 and 9.375% notes due 2031. Third quarter 2026 results will include contributions from the acquired assets from the closing date.

Rhea-AI Summary

Talos Energy reported strong second quarter 2026 results, with total revenues of $664,813 (thousands) and net income attributable to Talos Energy Inc. of $149,667 (thousands), or $0.88 per diluted share. Adjusted Net Income was $97,777 (thousands), and Adjusted EBITDA attributable to Talos was $402,180 (thousands). Adjusted Free Cash Flow before working capital changes reached $231,577 (thousands).

Average production was 93.7 MBoe/d (73% oil, 81% liquids), including 68.6 MBo/d, with average realized prices of $99.47/Bbl for oil and $77.95/Boe overall. Lease operating expense was $18.25/Boe and Adjusted G&A was $4.32/Boe. At June 30, 2026, Talos had cash of $577,587 (thousands), total debt of $1,250,000 (thousands), Net Debt of $672,413 (thousands), and Net Debt to LTM Adjusted EBITDA of 0.5x, with liquidity of about $1,181,900 (thousands).

Strategically, Talos announced a Gulf of America deepwater asset acquisition from Shell (expected to close in the third quarter), closed a non-core shelf divestment eliminating about $54,000 (thousands) of ARO and decommissioning obligations, and entered an 80% operated offshore Honduras block exceeding 4 million gross acres. The company increased full-year 2026 production guidance to 64–68 MBo/d and 87–91 MBoe/d, maintained capital guidance, refinanced with $800,000 (thousands) of 8.000% notes due 2034 while redeeming $625,000 (thousands) of 9.000% notes due 2029, upsized its credit facility to $850,000 (thousands) effective upon acquisition close, and refreshed its share repurchase authorization to $200,000 (thousands).

Rhea-AI Summary

Talos Energy Inc. amended its senior credit agreement in connection with its planned Block 29 offshore Mexico project. The Second Amendment permits restricted foreign subsidiaries to incur up to $350 million of project financing debt for Mexican assets, including an incremental $50 million that must be borrowed by the Block 29 entity on a non‑recourse basis and is excluded from Consolidated Total Debt calculations. It also raises the maximum Consolidated Total Debt to EBITDAX Ratio used to test certain Block 29 investments, from 1.25 to 1.50, for investments made before December 31, 2027.

Separately, a Talos subsidiary agreed to farm into the Block 29 development operated by Repsol, acquiring a 50% working interest. Consideration includes a contingent $30 million payment at final investment decision, a cash carry of up to $20 million on the next exploration well, and reimbursement of specified pre‑closing costs. Block 29, containing the Polok and Chinwol discoveries, is estimated to hold more than 200 MMBoe of gross recoverable resources, and the partners expect to progress the project toward final investment decision in 2027, subject to Mexican regulatory approvals.

Rhea-AI Summary

Talos Energy Inc. completed a new debt financing as Talos Production Inc. issued $800,000,000 aggregate principal amount of 8.000% Second-Priority Senior Secured Notes due July 15, 2034. The notes are guaranteed by Talos Energy and certain subsidiaries and are secured on a second-priority basis by liens on substantially the same collateral as the company’s senior reserve-based revolving credit facility.

Talos plans to use the net proceeds primarily to fund part of the cash consideration for its pending Gulf of America Acquisition, redeem all outstanding 9.000% Second-Priority Senior Secured Notes due 2029, and pay related fees and expenses, with any remaining proceeds for general corporate purposes. In connection with closing, the issuer redeemed the 9.000% notes at 104.500% of principal plus accrued and unpaid interest.

The 2034 Notes bear interest at 8.000% per annum, payable semi-annually on January 15 and July 15, beginning January 15, 2027. Terms include optional redemption provisions, a $175,000,000 special mandatory redemption tied to completion of the Gulf of America Acquisition or exercise of BP’s preferential right (with a December 31, 2026 Outside Date), a change-of-control repurchase right at 101% of principal, and customary covenants and events of default.

Rhea-AI Summary

Talos Energy Inc. announced that its subsidiary Talos Production Inc. has priced an offering of $800 million in aggregate principal amount of new 8.000% second-priority senior secured notes due 2034. The company plans to use the net proceeds to help fund cash consideration for a pending Gulf of America acquisition, redeem all of its outstanding 9.000% second-priority senior secured notes due 2029, and pay related fees and expenses.

Talos Production also issued a conditional notice to redeem the 2029 notes on July 13, 2026 at 104.500% of principal plus accrued interest, subject to closing of the new notes offering. If the acquisition is not completed by December 31, 2026 or certain related conditions occur, up to $175 million of the new notes will be subject to a special mandatory redemption at par plus accrued interest.

Rhea-AI Summary

Talos Energy Inc., through wholly owned subsidiary Talos Production Inc., has commenced a private offering of $800 million second-priority senior secured notes due 2034. The company plans to use net proceeds to help fund its pending Gulf of America acquisition, redeem all outstanding 9.000% second-priority senior secured notes due 2029, and pay related fees and expenses.

If the acquisition is not completed by December 31, 2026 or certain conditions occur, $175 million of the new notes will be subject to a special mandatory redemption at par plus accrued interest. Exhibited excerpts show that, on a 2025 pro forma basis, Talos and the target assets would have generated total revenues of $2,151,320 thousand and Adjusted EBITDA of $1,533,771 thousand, with total proved reserves of 197,416 MBoe and PV-10 of $3,858,912 thousand. Pro forma average net daily production for 2025 would have been 113.0 MBoe/d, highlighting the potential scale increase from the acquisition.

Rhea-AI Summary

Talos Energy Inc. agreed to a major deepwater acquisition in the Gulf of America, with Talos Ocho and a Ridgewood Energy affiliate buying oil and gas assets from Shell Offshore for an unadjusted $1.7 billion. Each buyer will hold 50% of the package, including a 50% working interest and operatorship in the Coulomb field and a 25% working interest in BP-operated Na Kika and related fields, subject to BP’s 30‑day preferential purchase right on the Na Kika interests.

Talos’ share is $850 million, backed by a $42.5 million deposit, and it expects final net cash outlay of about $450–$500 million after interim cash flows. The assets contributed roughly 16 MBoe/d in Q1 2026, with 23 MMBoe of proved reserves and 10 MMBoe of probable reserves, net to Talos. A related credit agreement amendment reaffirms the borrowing base at $700 million and, upon closing the acquisition, increases it to up to $850 million and raises the letter of credit sublimit to $300 million. Closing is targeted by the end of 2026, subject to antitrust clearance and other customary conditions.

Rhea-AI Summary

Talos Energy Inc. reported results of its 2026 annual stockholder meeting and adoption of an updated long-term incentive plan. Stockholders approved the Second Amended and Restated 2021 Long Term Incentive Plan, which increases the common stock available for equity awards by 4,500,000 shares, from 12,439,415 to 16,939,415, and extends the plan term to the tenth anniversary of the June 4, 2026 meeting. All 16,939,415 shares may be issued as incentive stock options, and the plan continues to allow a range of equity and cash awards to employees, directors and other service providers, while keeping a non-employee director annual compensation cap of $750,000. Stockholders also elected six directors, approved on a non-binding advisory basis the compensation of named executive officers for 2025, and ratified Ernst & Young LLP as independent auditor for the fiscal year ending December 31, 2026. Following the meeting, the Board size decreased from seven to six as Paula R. Glover’s term concluded.

Rhea-AI Summary

Talos Energy Inc. reported first quarter 2026 results showing strong cash generation but a GAAP loss driven by non-cash items. Production averaged 88.8 MBoe/d, including 63.8 MBbl/d of oil, with volumes at or above guidance ranges and supported by new Cardona output.

Total revenues were $472.3 million, but the company recorded a net loss attributable to Talos of $256.2 million, or $1.52 per diluted share, including a $145.0 million non-cash ceiling test impairment. Adjusted Net Loss was $11.3 million, or $0.07 per diluted share, while Adjusted EBITDA reached $293.2 million and Adjusted Free Cash Flow was $113.2 million.

Talos invested $118.9 million of capital expenditures and $21.9 million in plugging and abandonment and decommissioning, while repurchasing 2.7 million shares for $38.2 million. As of March 31, 2026, the company reported $386.4 million of cash, total debt of $1.25 billion, Net Debt of $863.6 million and Net Debt to LTM Adjusted EBITDA of 0.8x, supported by an undrawn $700 million credit facility. Management reiterated full-year 2026 production and capital guidance and highlighted ongoing Gulf of America and Mexico project execution, including Cardona, CPN, Monument, Daenerys, and the Zama-related transaction.

Rhea-AI Summary

Talos Energy Inc. reported fourth-quarter and full-year 2025 results showing strong cash generation but a GAAP loss driven by non-cash impairments. For 2025, revenue was $1.78 billion with a net loss of $494.3 million, including $454.5 million of non-cash ceiling-test charges. Adjusted EBITDA reached $1.20 billion and Adjusted Free Cash Flow was $417.7 million.

The company produced an average of 94.6 MBoe/d in 2025, 70% oil, and ended the year with proved reserves of 174.7 MMBoe and a proved PV‑10 of $3.19 billion. Talos strengthened its balance sheet with $362.8 million of cash, $965.4 million of total liquidity, and Net Debt to LTM Adjusted EBITDA of 0.7x.

Talos repurchased 12.6 million shares for $119.1 million, about 29% of annual free cash flow, and has $81 million remaining under authorization. For 2026, it guides capital spending of $500–$550 million, P&A of $100–$130 million, and production of 85–90 MBoe/d with 62–66 MBo/d of oil, while focusing on high‑margin offshore growth projects and the Daenerys and Monument developments.

Rhea-AI Summary

Talos Energy Inc. entered into an amended and restated credit agreement that provides a borrowing base and total commitments of $700.0 million, including a $250 million letter of credit sublimit. The facility, with JPMorgan Chase Bank as administrative agent, matures on the earlier of January 20, 2030 or November 2, 2028 if certain 9.000% second‑priority senior secured notes due February 2029 are not fully refinanced or repaid by then.

Borrowings can be made at rates tied to an alternate base rate, term SOFR or daily simple SOFR, plus an applicable margin, and Talos must also pay a commitment fee on unused commitments based on utilization levels. The agreement includes customary covenants and limits on additional debt, liens, dividends, investments, asset sales and mergers, and requires Talos Production to maintain a maximum Consolidated Total Debt to EBITDAX ratio of 3.00 to 1.00 and a minimum current ratio of 1.00 to 1.00 each quarter.

The facility is secured by mortgages on at least 85% of Talos’s proved oil and natural gas assets and is fully guaranteed by the company and certain subsidiaries. It also imposes minimum hedging requirements over up to six forward fiscal quarters, with specified percentages of projected production from proved developed producing reserves that must be hedged depending on the quarter and leverage level.

Rhea-AI Summary

Talos Energy Inc. disclosed that on December 8, 2025 it entered into an amendment to its existing Cooperation Agreement with Control Empresarial de Capitales, S.A. de C.V., an entity controlled by the family of Carlos Slim. Control Empresarial beneficially owns more than 5% of a class of Talos Energy’s voting securities.

The amendment extends the term of the Cooperation Agreement by one year, moving its expiration date to December 16, 2026. The full text of the amendment is available as an exhibit, providing more detail on how this large shareholder and the company will continue to work together.

Rhea-AI Summary

Talos Energy Inc. furnished a press release announcing its financial and operational results for the quarter ended September 30, 2025, via an Item 2.02 current report. The release is included as Exhibit 99.1.

The company also posted a new investor presentation on November 5, 2025, referenced under Item 7.01. Both the press release and the presentation are deemed “furnished,” not “filed,” under the Exchange Act.

Rhea-AI Summary

Talos Energy Inc. reported that its board appointed Zachary B. Dailey as Executive Vice President and Chief Financial Officer and principal financial officer, effective August 18, 2025. Mr. Dailey has over 17 years of oil and gas experience, including nearly 10 years at Marathon Oil in senior finance, accounting, audit, operations and investor relations roles.

Mr. Dailey will receive a Base Salary of $450,000, target annual bonus opportunity equal to 80% of base salary (prorated for 2025), and 2025 long-term incentive awards consisting of RSUs and PSUs with grant date values of approximately $279,453 each. The company also named William R. Langin as Executive Vice President – Exploration and Development, expected to start September 29, 2025, and promoted Megan Dick to Executive Vice President and Chief Human Resources Officer, effective August 1, 2025. Interim CFO Gregory M. Babcock will return to his role as Vice President and Chief Accounting Officer.

Rhea-AI Summary

Talos Energy Inc. (NYSE: TALO) filed a Form 8-K dated 6 Aug 2025 to furnish—not file—its fiscal second-quarter 2025 results and an updated investor presentation.

Item 2.02 announces the release of a press statement (Exhibit 99.1) covering financial and operational performance for the quarter ended 20 Jun 2025. No numerical results are included in the 8-K itself; investors must consult the attached exhibit for details.

Item 7.01 incorporates the same information for Regulation FD purposes and notes that a new presentation is available on the company’s website under “Investor Relations → Presentations & Filings.” Both items are classified as “furnished,” shielding them from Exchange Act §18 liability and excluding them from automatic incorporation into future Securities Act filings.

Beyond furnishing these materials, the filing reports no additional transactions, financial statements, or other material events.