
Talos Energy Inc. Special Meeting of Stockholders Please make your marks like this: X THE BOARD OF DIRECTORS RECOMMENDS A VOTE: FOR ON PROPOSALS 1, 2A, 2B, 2C, 2D, 3 AND 4 PROPOSAL YOUR VOTE FOR AGAINST ABSTAIN 1. A proposal (the “Share Issuance Proposal”) to approve, for purposes of complying with Section 312.03 of the NYSE Listed Company Manual, the potential issuance of shares of Talos common stock, par value $0.01 per #P1# #P1# #P1# share (“Talos Common Stock”), to the holders of EnVen Energy Corporation’s (“EnVen”) Class A common stock, par value $0.001 per share (“EnVen Common Stock”), in connection with the mergers and related transactions (the “Mergers”) pursuant to the terms of the Agreement and Plan of Merger, dated September 21, 2022 (the “Merger Agreement”). 2. To consider and vote upon each of the following proposals (collectively, the “A&R Charter Proposals”) to approve and adopt an amendment and restatement of the Second Amended and Restated Certificate of Incorporation of Talos (the “A&R Charter”) (in substantially the form attached to this proxy statement/consent solicitation statement/prospectus as Annex G). The A&R Charter Proposals are unrelated to the Mergers. The approval of the A&R Charter Proposals is not a condition to the consummation of the Mergers or the approval of the Share Issuance Proposal, and the consummation of the Mergers and approval of the Share Issuance Proposal are not conditions to the approval of the A&R Charter Proposals. 2A. To declassify the Board of Directors of Talos (the “Talos Board”) from three classes to one class, with each director being elected annually for a one-year term; #P3# #P3# #P3# 2B. To provide that members of the Talos Board may be removed, with or without cause, by the affirmative vote of Talos stockholders holding at least a majority of the voting power of the outstanding shares of Talos Common #P4# #P4# #P4# Stock; 2C. To provide that the Talos Amended and Restated Bylaws may be amended, altered or repealed by the affirmative vote of the holders of a majority of the voting power of Talos’s capital stock outstanding and entitled to#P5# #P5# #P5# vote thereon; and 2D. To make certain other administrative and clarifying changes to the A&R Charter that the Talos Board deems appropriate to effect the foregoing amendment proposals and the termination of the Stockholders’ Agreement as #P6# #P6# #P6# contemplated by the Talos Support Agreement. 3. A proposal (the “A&R Bylaws Proposal”) to approve and adopt, on a non-binding, advisory basis, an amendment and restatement of the Amended and Restated Bylaws of Talos (the “A&R Bylaws”) (in substantially the form #P7# #P7# #P7# attached to this proxy statement/consent solicitation statement/prospectus as Annex H). The A&R Bylaws Proposal is unrelated to the Mergers. The approval of the A&R Bylaws Proposal is not a condition to the consummation of the Mergers or the approval of the Share Issuance Proposal, and the consummation of the Mergers and approval of the Share Issuance Proposal are not conditions to the approval of the A&R Bylaws Proposal. 4. A proposal (the “Adjournment Proposal”) to approve the adjournment of the Special Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are #P8# #P8# #P8# insufficient votes for, or otherwise in connection with, the approval of any of the proposals. Check here if you would like to attend the meeting in person. Authorized Signatures—Must be completed for your instructions to be executed. Please sign exactly as your name(s) appears on your account. If held in joint tenancy, all persons should sign. Trustees, administrators, etc., should include title and authority. Corporations should provide full name of corporation and title of authorized officer signing the Proxy/Vote Form. Signature (and Title if applicable) Date Signature (if held jointly) Date