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Close of Nov 06, 2026 · end-of-day data
TALO 8-K filings, explained
Every material Form 8-K Talos Energy has filed with the SEC since August 06, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Talos Energy reported a third-quarter 2026 net loss of $81.2 million, or $0.49 per diluted share, on total revenues of $596.0 million. Adjusted net income was $99.3 million, or $0.58 per share, and the company raised its full-year 2026 production guidance while lowering its capital expenditure range. The mixed result matters to shareholders because the GAAP loss contrasts with higher adjusted profit and higher output.
Total revenues of $596.0 million; GAAP net loss of $81.2 million ($0.49 per diluted share); adjusted net income of $99.3 million ($0.58 per share)
Third-quarter production of 91.5 MBoe/d exceeded guidance; full-year 2026 production guidance raised to 92.5 to 94.5 MBoe/d from 85.0 to 90.0 MBoe/d
Capital expenditure guidance lowered to $475 million to $525 million from $500 million to $550 million; cash operating expenses guidance raised to $580 million to $600 million from $560 million to $590 million
Acquisition of deepwater assets from Shell completed September 22, 2026, with a final net cash purchase price of $420 million; 1.4 million shares repurchased for $23.6 million in the quarter
Talos Energy said its board appointed retired U.S. Air Force Major General Barbara J. Faulkenberry as a director, effective October 1, 2026, expanding the board to seven directors. Committee assignments have not yet been determined, and the filing describes her as independent under NYSE standards.
Board appointed Barbara J. Faulkenberry on September 22, 2026, effective October 1, 2026
Appointment expands the board from six to seven directors
Faulkenberry previously served on Callon Petroleum's board from 2018 to April 2024 and on Target Hospitality's board from 2021 to 2023
Company will enter into a customary indemnification agreement with her
Talos Energy completed its acquisition of deepwater assets in the Gulf of America from Shell Offshore Inc. on September 22, 2026, for a final net cash price of $420 million, which includes a $42.5 million escrow deposit paid earlier. The company also assumed proportionate decommissioning obligations, must provide financial assurance of an estimated $195.5 million, and its borrowing base under the credit agreement rose to $850 million, which matters to shareholders because it changes the company's obligations and borrowing capacity.
Final net cash purchase price at closing was $420 million, including the previously escrowed $42.5 million deposit, subject to customary post-closing adjustments.
Talos holds 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 four associated fields.
Initial decommissioning security is estimated at $195.5 million, satisfied through surety bonds at closing; 50% must be provided in cash escrow starting December 31, 2032.
Borrowing base increases from $700 million to $850 million; the company expects about $49 million in letters of credit at closing. Third quarter 2026 results are due November 3, 2026.
Talos Energy reported second quarter 2026 net income of $149.7 million, or $0.88 per diluted share, on total revenues of $664.8 million, and production that exceeded its guidance ranges. The company raised its full-year 2026 production guidance to 87 to 91 MBoe/d, excluding the pending Gulf of America bolt-on acquisition, which it expects to close in the third quarter of 2026. The filing does not include prior-year comparisons, and it raised its full-year G&A guidance to $135 million to $145 million.
Net income $149.7 million, or $0.88 per diluted share; adjusted net income $97.8 million, or $0.57 per diluted share
Full-year 2026 production guidance raised to 87 to 91 MBoe/d from 85 to 90 MBoe/d
Adjusted EBITDA $402.4 million; cash $577.6 million; net debt to LTM adjusted EBITDA of 0.5x as of June 30, 2026
Board authorized share repurchase authorization back up to $200 million; conference call on August 5, 2026 at 10:00 AM Eastern Time
Talos Energy agreed to acquire a 50% working interest in Block 29 offshore Mexico, operated by Repsol, for 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 certain pre-closing costs. The company also amended its credit agreement to raise capacity for Mexico project financing by $50 million, non-recourse to Talos, and to allow investments in the block without the usual free cash flow test before December 31, 2027. Closing depends on Mexican regulatory approvals, and the estimated resource figures are not reserves.
Talos will hold a 50% working interest in Block 29, with Repsol as operator and sole co-participant.
Contingent $30 million payment at FID, plus a cash carry of up to $20 million on the next exploration well.
Polok and Chinwol discoveries estimated at more than 200 MMBoe of gross recoverable resource; partners expect to reach FID in 2027.
Second Amendment dated July 22, 2026 adds $50 million of non-recourse project financing capacity, effective on deal closing.
Talos Energy's subsidiary Talos Production issued $800 million of 8.000% second-priority senior secured notes due 2034 on July 13, 2026, and used proceeds to help fund its pending purchase of Gulf of America oil and gas assets and to redeem its 9.000% notes due 2029. The new debt adds to the company's borrowings, and $175 million of the notes must be redeemed if the acquisition does not close by December 31, 2026, or if BP exercises a preferential right.
$800 million principal of 8.000% notes due July 15, 2034, with semi-annual interest starting January 15, 2027
Proceeds fund part of the cash price for Gulf of America assets, including Na Kika and Coulomb, under a purchase agreement dated June 30, 2026
$175 million of notes must be redeemed at par plus interest if the acquisition does not close by the December 31, 2026 Outside Date or if BP's preferential right is exercised
Existing 9.000% notes due 2029 were redeemed on July 13, 2026 at 104.500% of principal
Talos Energy and an affiliate of Ridgewood Energy agreed on June 30, 2026 to buy oil and gas properties in the Gulf of America from Shell Offshore for an unadjusted $1.7 billion, with Talos's share at $850 million. Talos expects its final net cash consideration to be about $450 million to $500 million, and it plans to fund the deal with cash on hand and debt, which shareholders should weigh against the added production and reserves and the closing uncertainty.
Talos's share of the unadjusted purchase price is $850 million, with a $42.5 million deposit already in escrow and credited at closing.
Acquired assets include about 23 MMBoe of proved reserves, 10 MMBoe of probable reserves, and first quarter 2026 average production of about 16 MBoe/d (about 77% oil).
BP has a 30-day preferential right on the Na Kika interests; if exercised, Talos would acquire only the Coulomb field interest.
The credit agreement amendment raises the borrowing base from $700 million to $850 million ($800 million if BP exercises its right), effective upon closing, and the deal is expected to close by the end of 2026.
At its June 4, 2026 annual meeting, Talos Energy stockholders approved the Second Amended and Restated 2021 Long Term Incentive Plan, which adds 4,500,000 shares to the plan's share reserve and extends the plan term to the tenth anniversary of the meeting. Stockholders also elected six directors, approved executive pay on an advisory basis, and ratified Ernst & Young LLP as auditor. The larger share reserve means more shares can be issued under the plan, which can dilute existing holders.
Share reserve rises by 4,500,000 shares, from 12,439,415 to 16,939,415, subject to share recycling and adjustment provisions
Plan approved at the June 4, 2026 annual meeting and effective that day; term extended to the tenth anniversary of the meeting
Paula R. Glover's board term expired at the meeting, and the board was reduced from seven to six directors
Ernst & Young LLP ratified as independent auditor for the fiscal year ending December 31, 2026
Talos Energy reported first-quarter 2026 total revenues of $472.3 million and a net loss attributable to the company of $256.2 million, or $1.52 per diluted share, which includes a $145.0 million non-cash ceiling test impairment charge driven by lower average oil prices. Adjusted net loss was $11.3 million, or $0.07 per diluted share, and the company reiterated its full-year 2026 guidance while raising its share repurchase authorization to $200 million.
Total revenues of $472.3 million; net loss of $256.2 million, or $1.52 per diluted share, including a $145.0 million non-cash impairment
Adjusted net loss of $11.3 million, or $0.07 per diluted share; adjusted EBITDA of $293.4 million
Second-quarter 2026 production guidance of 63 to 67 MBo/d and 88 to 92 MBoe/d; full-year 2026 guidance reiterated
In the first quarter, repurchased 2.7 million shares for $38.2 million; share repurchase authorization raised to $200 million
Talos Energy reported a fourth-quarter 2025 net loss attributable to the company of $202.6 million, or $1.19 per diluted share, on total revenues of $392.2 million. The loss includes a $170.4 million non-cash ceiling test impairment, which the company says does not affect cash flows. The company also issued 2026 guidance calling for production of 85 to 90 thousand barrels of oil equivalent per day and capital expenditures of $500 million to $550 million.
Q4 2025 total revenues were $392.2 million; net loss was $202.6 million, or $1.19 per diluted share
Adjusted net loss was $76.5 million, or $0.44 per diluted share, for the quarter
Full-year 2025 net loss was $494.3 million, or $2.82 per diluted share; full-year revenues were $1,780.1 million
2026 guidance: production of 85 to 90 MBoe/d and capital expenditures of $500 million to $550 million
Talos Energy and its subsidiary Talos Production entered an Amended and Restated Credit Agreement with JPMorgan Chase Bank as administrative agent, reaffirming a $700.0 million borrowing base and total commitments. The maturity extends to January 20, 2030, subject to an earlier springing date tied to the 9.000% notes due February 2029, which keeps the company's borrowing capacity in place and gives it longer-term access to credit.
Borrowing base and total commitments of $700.0 million, including a letter of credit sublimit of $250 million
Maturity is the earlier of January 20, 2030 and November 2, 2028, unless the 9.000% notes due February 2029 are refinanced or repaid beforehand
Covenants include a Consolidated Total Debt to EBITDAX Ratio no greater than 3.00 to 1.00 and a current ratio of at least 1.00 to 1.00
Agreement requires hedging of at least 50% of projected production from proved developed producing reserves for the first four forward quarters
Talos Energy amended its Cooperation Agreement with Control Empresarial de Capitales, an entity tied to the Carlos Slim family that owns more than 5% of a class of the company's voting securities. The amendment extends the agreement by one year, to December 16, 2026. The filing does not disclose financial terms, and the change is administrative in nature.
Amendment dated December 8, 2025 extends the Cooperation Agreement by one year, to December 16, 2026.
Original Cooperation Agreement is dated December 16, 2024.
Counterparty Control Empresarial de Capitales beneficially owns more than 5% of a class of Talos voting securities.
Talos Energy reported a third-quarter 2025 net loss of $95.9 million, or $0.55 per diluted share, which includes a $60.2 million non-cash impairment, on total revenues of $450.1 million. The company also raised its full-year 2025 average daily production guidance to 94.0 to 97.0 MBoe/d and lowered its cash operating expense and capital expenditure ranges.
Q3 2025 net loss of $95.9 million ($0.55 per diluted share); adjusted net loss of $33.0 million ($0.19 per share)
Full-year 2025 production guidance raised to 94.0-97.0 MBoe/d from 91.0-95.0 MBoe/d
Full-year 2025 capital expenditure guidance lowered to $480-520 million from $490-530 million
Repurchased about 5.0 million shares for $48.1 million in Q3; $332.7 million cash at September 30, 2025
Talos Energy appointed Zachary B. Dailey, formerly Marathon Oil's Controller and Chief Accounting Officer, as Executive Vice President and Chief Financial Officer effective August 18, 2025. Gregory M. Babcock steps down as interim CFO and continues as Vice President and Chief Accounting Officer, and the company also named William R. Langin as Executive Vice President of Exploration and Development.
Zachary B. Dailey becomes EVP and CFO effective August 18, 2025, with an annualized base salary of $450,000 and a short-term incentive target of 80% of base salary
Gregory M. Babcock stops serving as interim CFO and principal financial officer but remains Vice President and Chief Accounting Officer
William R. Langin joins as EVP, Exploration and Development, expected to start September 29, 2025
Megan Dick was promoted to EVP and Chief Human Resources Officer effective August 1, 2025
Talos Energy reported second-quarter 2025 results on August 6, 2025, with a net loss of $185.9 million that included a $223.9 million non-cash impairment charge. The company also improved its full-year 2025 guidance, citing higher production, lower operating expenses and lower capital expenditures, and reported $357.3 million of cash at June 30, 2025.
Net loss of $185.9 million, or $1.05 per diluted share, including a $223.9 million non-cash ceiling test impairment; adjusted net loss of $48.3 million, or $0.27 per share
Total revenues of $424.7 million, Adjusted EBITDA of $294.2 million and net cash from operating activities of $351.6 million for the quarter
Full-year 2025 production guidance revised to 91.0 to 95.0 MBoe/d from 90.0 to 95.0 MBoe/d; cash operating expenses and workovers guidance lowered to $555 million to $585 million
Repurchased 3.8 million shares for $32.6 million in the quarter; net debt of $892.7 million and net debt to LTM Adjusted EBITDA of 0.7x at June 30, 2025
Talos Energy and its subsidiaries signed a Twelfth Amendment to their credit agreement with JPMorgan Chase Bank, N.A. as administrative agent, dated August 4, 2025. The amendment lowers the borrowing base and total commitments to $700.0 million each and removes a $50.0 million cap on unrestricted cash deducted in the debt-to-EBITDAX calculation when every lender's exposure is zero. The filing does not state a prior borrowing base, so the size of the reduction cannot be measured from it.
Borrowing base and total commitments both decreased to $700.0 million under the Twelfth Amendment dated August 4, 2025.
The $50.0 million cap on unrestricted cash deducted in the Consolidated Total Debt to EBITDAX ratio was removed, applying when each lender's total exposure is $0.
The full amendment is filed as Exhibit 10.1 to the 8-K; the filing says the summary is qualified by the complete text.
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