TALOS ENERGY INC.

Item 1. Legal Proceedings

From time to time, the Company is involved in litigation, disputes related to our business, regulatory examinations and administrative proceedings primarily arising in the ordinary course of business in jurisdictions in which the Company does business. Although the outcome of these matters cannot be predicted with certainty, the Company’s management believes none of these matters, either individually or in the aggregate, would have a material effect upon the Company’s financial position; however, an unfavorable outcome could have a material adverse effect on the Company’s results of operations for a specific interim period or year.

Except as described below, there have been no material developments with respect to the information previously reported under Part I, Item 3. “Legal Proceedings” of our 2025 Annual Report.

Update on Equinor lawsuit. As previously disclosed in our 2025 Annual Report, on June 13, 2024, Equinor USA E&P Inc. (f/k/a Statoil USA E&P, Inc., and f/k/a Norsk Hydro USA Oil & Gas, Inc.) (“Equinor”) filed a complaint against Talos ERT LLC (“Talos ERT”) in the U.S. District Court for the Southern District of Texas, seeking to recover its decommissioning and P&A expenses for a certain U.S. Gulf of America lease, Mississippi Canyon 941 (“MC 941 Lease”) acquired from the prior leaseholder, Bennu Oil & Gas, Inc., out of the Bennu Chapter 7 bankruptcy in 2017. Equinor’s claim rests upon a purported indemnity set forth in a 2006 conveyance instrument in which a former affiliate of Equinor, Hydro Gulf of Mexico, LLC (“Hydro GOM”), sold a 25% interest in the MC 941 Lease to Energy Resource Technology GOM, Inc. (“ERT”) (n/k/a Talos ERT). That 25% lease interest was then conveyed to ATP Oil & Gas, Inc. a few months later. The interest was sold several times thereafter, including in 2017, when Equinor reacquired the remainder of the MC 941 Lease, giving it 100% ownership and control thereafter. Equinor commenced production from the MC 941 Lease in 2017 and production continues today. As a result, Equinor filed its lawsuit seeking decommissioning costs not yet incurred and for unknown and unspecified amounts to be paid at some uncertain time in the future for such liabilities. On September 23, 2024, Talos ERT filed an answer denying all material allegations in Equinor’s complaint and asserted a counterclaim for declaratory relief. Talos ERT’s counterclaim relies upon indemnities provided pursuant to subsequent transactions of the 25% interest, which Talos ERT asserts Equinor assumed directly or owes as burdens or obligations that travel with the land that it acquired, burdening each successive owner, such as Equinor. Talos ERT’s counterclaim seeks a declaration that Equinor owes Talos ERT reimbursements for all decommissioning costs and Talos ERT’s legal fees in the litigation. On January 10, 2025, Equinor amended its complaint to add eight legal and equitable claims for recovery against Talos ERT, expanding the scope of the alleged decommissioning obligations to include the Titan floating platform that was placed on location at the MC 941 Lease in 2010, roughly four years after ERT sold its interest in the MC 941 Lease in 2006, and the full cost to plug and abandon all wells on the MC 941 Lease.

In September 2026, the District Court ruled on both parties’ motions to dismiss the other’s claims, dismissing six of the theories asserted by Equinor, leaving only its declaratory relief and breach of contract claims, as well as leaving Talos ERT’s lone claim (for declaratory relief) intact. Talos ERT will continue to vigorously defend against Equinor’s claims and pursue recovery under its counterclaim. The trial is currently scheduled for summer 2027 but may be impacted and changed as discovery continues.