Sec Form 4 Filing - RIVERSTONE HOLDINGS LLC @ TALOS ENERGY INC. - 2021-06-28

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person RIVERSTONE HOLDINGS LLC 2. Issuer Name and Ticker or Trading Symbol TALOS ENERGY INC. [ TALO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 712 FIFTH AVENUE 36TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 06/28/2021 (Street) NEW YORK, NY10019 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 06/28/2021 S 2,634,663 D $ 17.26 2,325,337 I By ILX Holdings, LLC ( 1 ) ( 3 ) ( 4 ) Common Stock 06/28/2021 S 351,671 D $ 17.26 703,341 I By Riverstone V Castex 2014 Holdings, L.P. ( 1 ) ( 2 ) ( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other RIVERSTONE HOLDINGS LLC 712 FIFTH AVENUE 36TH FLOOR NEW YORK, NY10019 X X Riverstone/Gower Mgmt Co Holdings, L.P. 712 FIFTH AVENUE 36TH FLOOR NEW YORK, NY10019 X X Riverstone Management Group, L.L.C. 712 FIFTH AVENUE 36TH FLOOR NEW YORK, NY10019 X X LEUSCHEN DAVID M 712 FIFTH AVENUE 36TH FLOOR NEW YORK, NY10019 X X LAPEYRE PIERRE F JR 712 FIFTH AVENUE 36TH FLOOR NEW YORK, NY10019 X X Signatures Riverstone Holdings LLC by: /s/ Peter Haskopoulos, Authorized Person 06/30/2021 Signature of Reporting Person Date Riverstone/Gower Mgmt Co. Holdings, L.P. by: Riverstone Management Group, L.L.C.., its general partner by: /s/ Peter Haskopoulos, Manager 06/30/2021 Signature of Reporting Person Date Riverstone Management Group, L.L.C. by: /s/ Peter Haskopoulos, Manager 06/30/2021 Signature of Reporting Person Date /s/ David M. Leuschen 06/30/2021 Signature of Reporting Person Date /s/ Pierre F. Lapeyre, Jr 06/30/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )David Leuschen and Pierre F. Lapeyre, Jr. are the members of Riverstone Management Group, L.L.C. ("Riverstone Management"), which is the general partner of Riverstone/Gower Mgmt Co Holdings, L.P. ("Riverstone/Gower"), which is the sole member of Riverstone Holdings LLC ("Holdings"). ( 2 )Holdings is the indirect owner of the ultimate general partner of Riverstone V Castex 2014 Holdings, L.P. ("Castex"). ( 3 )Holdings is the indirect owner of the ultimate members of ILX Holdings, LLC ("ILX Holdings"). ( 4 )Each of Messrs. Leuschen and Lapeyre, Riverstone Management, Riverstone/Gower and Holdings may be deemed to share beneficial ownership of the securities held of record by ILX Holdings and Castex.

Remarks: Each of Robert M. Tichio and Rajen Mahagaokar serve on the board of directors of the Issuer as a representative of the reporting persons.

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 4(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).

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