Simon George Oxley - Oct 8, 2024 Form 4 Insider Report for TELLURIAN INC. /DE/ (TELL)

Role: CFO
Signature: /s/ Simon George Oxley
Stock symbol: TELL
Transactions as of: Oct 8, 2024
Transactions value $: $0
Form type: 4
Date filed: 10/8/2024, 07:14 PM
Previous filing: Jun 2, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TELL	Common Stock	Disposed to Issuer		-345K	-100%		0	Oct 8, 2024	Direct	F1, F2

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		-200K	-100%		0	Oct 8, 2024	Common Stock	200K		Direct	F3, F4

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

Simon George Oxley is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	This amount includes (a) 144,634 shares of common stock of Tellurian Inc. ("Tellurian") and (b) 200,000 shares of restricted stock of Tellurian that were scheduled to vest upon the affirmative final investment decision by the board of directors of Tellurian with respect to the Driftwood LNG project (the "FID Date").
F2	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, at the effective time of the Merger, the shares of Tellurian's common stock and restricted stock converted into the right to receive $1.00 per share in cash (the "Merger Consideration").
F3	Each restricted stock unit (each, an "RSU") represented a contingent right to receive one share of common stock of Tellurian, cash of equal value, or a combination of both.
F4	The restricted stock units would have vested as follows: (i) 66,666 units upon the FID Date, (ii) 66,667 units upon the one-year anniversary of the FID Date, and (iii) 66,667 units upon the two-year anniversary of the FID Date. Pursuant to the Merger Agreement, these RSUs were canceled and converted into the right to receive the Merger Consideration per underlying share.