FLORES JAMES C 4

What Happened
James C. Flores, a 10% owner of Sable Offshore Corp. (SOC), had restricted stock units vest and converted into common shares on April 28 and April 29, 2026 (175,000 RSUs converted each day). To cover tax withholding tied to the vesting, Flores sold 71,297 shares on 2026-04-28 at a weighted-average price of $13.33 for proceeds of $950,303 and sold 68,792 shares on 2026-04-29 at a weighted-average price of $13.56 for proceeds of $933,088. Total cash proceeds from the open-market sales were approximately $1,883,391. The conversion/derivative entries show $0 because these were RSU vesting/conversions rather than paid option exercises.

Key Details

• Transaction dates and prices: 4/28/2026 — sold 71,297 shares @ $13.33 (wtd avg); 4/29/2026 — sold 68,792 shares @ $13.56 (wtd avg).
• Shares converted/acquired via RSU vesting: 175,000 shares on 4/28 and 175,000 shares on 4/29 (total 350,000).
• Total shares sold: 140,089; total proceeds ≈ $1,883,391.
• Shares owned after transaction: not specified in the Form 4 filing.
• Footnotes: F1 = each RSU converts to one share; F2 = sales were to cover tax withholding on vesting; F3 = reported prices are weighted averages across multiple trades; F4 = the grant vests 10% on each of the first eight anniversaries and 20% on the ninth.
• Filing timeliness: Form 4 filed 2026-04-30 for transactions on 4/28–4/29 — filed within the standard reporting window.

Context
The entries marked “M” reflect conversion/vesting of restricted stock units (RSUs) into common stock; the later open-market sales were executed to satisfy tax-withholding obligations (a common, routine occurrence), not necessarily a directional bet on the company. As a 10% owner, Flores is a significant shareholder; this filing mainly documents vesting and withholding rather than discretionary selling for investment reasons.