Flores James Caldwell 4

What Happened
James Caldwell Flores, President and COO of Sable Offshore Corp. (SOC), had restricted stock units convert to common shares on April 28–29, 2026 and sold a portion to cover tax withholding. The filing shows two conversions/derivative exercises of 100,000 RSUs on 4/28 and 4/29 (total 200,000 shares acquired via conversion). On 4/28 he sold 40,743 shares at a weighted-average price of $13.33 for $543,055, and on 4/29 he sold 39,311 shares at a weighted-average price of $13.56 for $533,210 — total proceeds about $1,076,265. The filing also reports related derivative entries showing conversion/settlement of RSUs.

Key Details

• Transaction dates: 2026-04-28 and 2026-04-29 (filed 2026-04-30). Filing appears timely.
• Sales: 40,743 shares @ $13.33 (≈ $543,055) and 39,311 shares @ $13.56 (≈ $533,210); total sold 80,054 shares for ≈ $1,076,265.
• Conversions: Two "M" entries for exercise/conversion of 100,000 RSUs on each date (total 200,000 shares acquired/converted). Two derivative disposals at $0 are also reported in connection with these conversions.
• Footnotes: F1 = each RSU equals a contingent right to one share; F2 = shares sold were to cover tax withholding on RSU vesting; F3 = reported prices are weighted averages across multiple trades; F4 = RSUs vest in five equal annual installments.
• Shares owned after the transactions: not specified in the provided filing details.

Context
These transactions reflect RSU vesting and routine withholding-related sales (often called a cashless or sell-to-cover action) rather than an open-market purchase. Such tax-withholding sales are common when equity awards vest and do not necessarily indicate the insider’s broader view on the company.