Sergio L. Jr. Maiworm Form 3/A TALOS ENERGY / Sergio L. Jr. Maiworm ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Maiworm Sergio L. Jr.

(Last) (First) (Middle)

333 CLAY STREET, SUITE 3300

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2023

3. Issuer Name and Ticker or Trading Symbol
TALOS ENERGY INC. [ TALO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
See Remarks

5. If Amendment, Date of Original Filed (Month/Day/Year)
07/03/2023

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Share Unit(1)	(2)	(2)	Common Stock	7,862(2)	(2)	D
Performance Share Unit(3)	(4)	(4)	Common Stock	7,555(4)	(4)	D

Explanation of Responses:

1. These performance share units ("PSUs") were granted to the reporting person on March 5, 2022 and were inadvertently omitted from the reporting person's original Form 3 filed in connection with the reporting person's appointment as a Section 16 officer of Talos Energy Inc. (the "Issuer") on July 1, 2023.

2. Each PSU represents a contingent right to receive one share of common stock, par value $0.01 per share (a "Share") of the Issuer. Between 0% and 200% of the target number of PSUs granted are eligible to vest based on continued employment and the Issuer's annualized absolute total shareholder return over the period from January 1, 2022 through December 31, 2024. The PSUs were issued to the reporting person pursuant to the Talos Energy Inc. 2021 Long Term Incentive Plan (the "LTIP") on March 5, 2022, prior to such reporting person becoming a Section 16 officer of the Issuer.

3. These PSUs were granted to the reporting person on March 5, 2023 and were inadvertently omitted from the reporting person's original Form 3 filed in connection with the reporting person's appointment as a Section 16 officer of the Issuer on July 1, 2023.

4. Each PSU represents a contingent right to receive one Share. Between 0% and 200% of the target number of PSUs granted are eligible to vest based on continued employment and the Issuer's annualized absolute total shareholder return over the period from January 1, 2023 through December 31, 2025. The PSUs were issued to the reporting person pursuant to the LTIP on March 5, 2023, prior to such reporting person becoming a Section 16 officer of the Issuer.

Remarks:

Chief Financial Officer and Senior Vice President.

	/s/ William S. Moss, attorney-in-fact	02/15/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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