X0306 4 2020-03-30 0 0001724965 TALOS ENERGY INC. TALO 0001247497 RIVERSTONE HOLDINGS LLC 712 FIFTH AVENUE 36TH FLOOR NEW YORK NY 10019 1 0 1 0 0001706129 Riverstone/Gower Mgmt Co Holdings, L.P. 712 FIFTH AVENUE 36TH FLOOR NEW YORK NY 10019 1 0 1 0 0001705948 Riverstone Management Group, L.L.C. 712 FIFTH AVENUE 36TH FLOOR NEW YORK NY 10019 1 0 1 0 0001222726 LEUSCHEN DAVID M 712 FIFTH AVENUE 36TH FLOOR NEW YORK NY 10019 1 0 1 0 0001232151 LAPEYRE PIERRE F JR 712 FIFTH AVENUE 36TH FLOOR NEW YORK NY 10019 1 0 1 0 Common Stock 2020-03-30 4 M 0 4960000 0 A 4960000 I By ILX Holdings, LLC Common Stock 2020-03-30 4 M 0 4510000 0 A 4510000 I By ILX Holdings II, LLC Common Stock 2020-03-30 4 M 0 130000 0 A 130000 I By ILX Holdings III, LLC Common Stock 2020-03-30 4 M 0 1400000 0 A 1400000 I By Castex Energy 2014, LLC Common Stock 13669287 I By Riverstone Talos Energy Equityco LLC Common Stock 1257396 I By Riverstone Talos Energy Debtco LLC Series A Convertible Preferred Stock 2020-03-30 4 M 0 49600 0 D Common Stock 4960000 0 I By ILX Holdings, LLC Series A Convertible Preferred Stock 2020-03-30 4 M 0 45100 0 D Common Stock 4510000 0 I By ILX Holdings II, LLC Series A Convertible Preferred Stock 2020-03-30 4 M 0 1300 0 D Common Stock 130000 0 I By ILX Holdings III, LLC Series A Convertible Preferred Stock 2020-03-30 4 M 0 14000 0 D Common Stock 1400000 0 I By Castex Energy 2014, LLC On February 28, 2020, as partial consideration for the Issuer's acquisition of certain limited liability company interests, the Issuer issued an aggregate 110,000 shares of Series A Convertible Preferred Stock to ILX Holdings, LLC ("ILX Holdings"), ILX Holdings II, LLC ("ILX Holdings II"), ILX Holdings III, LLC ("ILX Holdings III") and Castex Energy 2014, LLC ("Castex 2014"). Each share of Series A Convertible Preferred Stock converted into 100 shares of the Issuer's common stock on March 30, 2020, which is 20 calendar days following the stated date of distribution to the Issuer's stockholders of a definitive Information Statement on Schedule 14C relating to the conversion of such Series A Convertible Preferred Stock. David Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Management Group, L.L.C. ("Riverstone Management"), which is the general partner of Riverstone/Gower Mgmt Co Holdings, L.P. ("Riverstone/Gower"), which is the sole member of Riverstone Holdings LLC ("Holdings"). Holdings is the sole shareholder of Riverstone Energy GP V Corp ("Riverstone Corp"), which is the managing member of Riverstone Energy GP V, LLC ("Riverstone GP"), which is the general partner of Riverstone Energy Partners V, L.P. ("Riverstone Energy Partners V"), which is the general partner of Riverstone Global Energy and Power Fund V (FT), L.P. ("Riverstone Energy Fund V"), which is the general partner of Riverstone V Talos Holdings, L.P. ("Riverstone Aggregator"), which is the managing member of Riverstone Talos Energy Equityco LLC ("Riverstone Equityco") and the sole manager of Riverstone Talos Energy Debtco LLC ("Riverstone Debtco"). In addition of Riverstone Energy Partners V and Riverstone Energy Fund V own an indirect interest in Castex 2014, and Riverstone Energy Partners V owns an indirect interest in ILX Holdings II. Holdings is the owner of the ultimate general partners of each of ILX Holdings and ILX Holdings III. Each of Messrs. Leuschen and Lapeyre, Riverstone Management, Riverstone/Gower and Holdings may be deemed to share beneficial ownership of the securities held of record by ILX Holdings and ILX Holdings III, and each of the foregoing entities and persons, together with Riverstone Corp, Riverstone GP, Riverstone Energy Partners V and Riverstone Energy Fund V may be deemed to share beneficial ownership of the securities held of record by Castex 2014 and ILX Holdings II, and such entities and persons, together with Riverstone Aggregator, may be deemed to share beneficial ownership of the securities held of record by Riverstone Equityco and Riverstone Debtco. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. Each of Robert M. Tichio and Rajen Mahagaokar serve on the board of directors of the Issuer as a representative of the reporting persons. As a result, each reporting person herein may be deemed a director by deputization for the purposes of Section 16 of the Exchange Act. Due to the limitations of the electronic filing system, Riverstone Talos Energy Equityco LLC, Riverstone V Talos Holdings, L.P., Riverstone Global Energy and Power Fund V (FT), L.P., Riverstone Energy Partners V, L.P., Riverstone Energy GP V, LLC, and Riverstone Energy GP V Corp are filing a separate Form 4. Riverstone Holdings LLC by: /s/ Peter Haskopoulos, Authorized Person 2020-04-01 Riverstone/Gower Mgmt Co. Holdings, L.P. by: Riverstone Management Group, L.L.C.., its general partner by: /s/ Peter Haskopoulos, Manager 2020-04-01 Riverstone Management Group, L.L.C. by: /s/ Peter Haskopoulos, Manager 2020-04-01 /s/ David M. Leuschen 2020-04-01 /s/ Pierre F. Lapeyre, Jr 2020-04-01