(TELL)

Role: President, Tellurian Investments
Signature: /s/ Samik Mukherjee
Stock symbol: TELL
Transactions as of: Oct 8, 2024
Transactions value $: $0
Form type: 4
Date filed: 10/8/2024, 07:13 PM
Previous filing: Mar 22, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	TELL	Restricted Stock Units	Disposed to Issuer		-500K	-100%		0	Oct 8, 2024	Common Stock	500K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Samik Mukherjee is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit (each, an "RSU") represented a contingent right to receive one share of common stock of Tellurian Inc. ("Tellurian"), cash of equal value, or a combination of both.
F2	The RSUs would have vested as follows: (i) 166,666 units upon the affirmative final investment decision by the board of directors of Tellurian with respect to the Driftwood LNG project (the "FID Date"), (ii) 166,667 units upon the one-year anniversary of the FID Date, and (iii) 166,667 units upon the two-year anniversary of the FID Date. On October 8, 2024, pursuant to the Agreement and Plan of Merger dated as of July 21, 2024 (the "Merger Agreement") by and among Woodside Energy Holdings (NA) LLC ("Parent"), Woodside Energy (Transitory) Inc. ("Merger Sub"), and Tellurian, Merger Sub merged with and into Tellurian (the "Merger"), with Tellurian surviving the Merger as a direct, wholly-owned subsidiary of Parent. Pursuant to the Merger Agreement, these RSUs were canceled and converted into the right to receive $1.00 per share in cash per underlying share.

Content

Each restricted stock unit (each, an "RSU") represented a contingent right to receive one share of common stock of Tellurian Inc. ("Tellurian"), cash of equal value, or a combination of both.

The RSUs would have vested as follows: (i) 166,666 units upon the affirmative final investment decision by the board of directors of Tellurian with respect to the Driftwood LNG project (the "FID Date"), (ii) 166,667 units upon the one-year anniversary of the FID Date, and (iii) 166,667 units upon the two-year anniversary of the FID Date. On October 8, 2024, pursuant to the Agreement and Plan of Merger dated as of July 21, 2024 (the "Merger Agreement") by and among Woodside Energy Holdings (NA) LLC ("Parent"), Woodside Energy (Transitory) Inc. ("Merger Sub"), and Tellurian, Merger Sub merged with and into Tellurian (the "Merger"), with Tellurian surviving the Merger as a direct, wholly-owned subsidiary of Parent. Pursuant to the Merger Agreement, these RSUs were canceled and converted into the right to receive $1.00 per share in cash per underlying share.

Remarks:

President, Tellurian Investments