EX-10.1

Exhibit 10.1

Execution Version

BORROWING BASE REDETERMINATION AGREEMENT

AND TWELFTH AMENDMENT TO CREDIT AGREEMENT

THIS BORROWING BASE REDETERMINATION AGREEMENT AND TWELFTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of August 4, 2025 is among TALOS ENERGY INC., a Delaware corporation (“Holdings”), TALOS PRODUCTION INC., a Delaware corporation (as successor-by-conversion to Talos Production LLC, a Delaware limited liability company) and a direct or indirect Subsidiary of Holdings (the “Borrower”), each other Credit Party, JPMORGAN CHASE BANK, N.A., as the Administrative Agent (the “Administrative Agent”), and each Lender party hereto.

WITNESSETH:

WHEREAS, reference is made to that certain Credit Agreement, dated as of May 10, 2018, among Holdings, the Borrower, the Administrative Agent, the Issuing Banks, the Lenders party thereto, and the other Persons from time to time party thereto (as amended, supplemented, waived or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”; and the Existing Credit Agreement, as amended hereby upon the occurrence (but only if it shall occur) of the Amendment Effective Date, the “Credit Agreement”); and

WHEREAS, the Borrower has provided the necessary reserve report information (the “Spring 2025 Redetermination Reserve Report”) for the Administrative Agent and the Lenders to complete the spring 2025 Scheduled Redetermination of the Borrowing Base and, after reviewing such reserve information, the Administrative Agent and the requisite Lenders have recommended decreasing the Borrowing Base from $925,000,000 to $700,000,000; and

WHEREAS, pursuant to Section 4.3(c) of the Existing Credit Agreement, in connection with the reduction in the Borrowing Base pursuant to this Amendment to an amount that is less than the Total Commitment, contemporaneously with such reduction in the Borrowing Base, the Total Commitment shall be automatically and permanently reduced, without premium or penalty, from $925,000,000 to $700,000,000 (subject to any increase of the Total Commitment in accordance with Section 2.16 of the Credit Agreement); and

WHEREAS, each of Holdings and the Borrower desires to amend the Existing Credit Agreement on the terms and subject to the conditions set forth herein; and

WHEREAS, Section 13.1 of the Existing Credit Agreement provides that Holdings, the Borrower, the Issuing Banks and the Lenders may amend the Existing Credit Agreement and the other Credit Documents in accordance with the provisions thereof;

NOW, THEREFORE, in consideration of the foregoing premises and the mutual agreements set forth herein, the parties hereto agree as follows:

SECTION 1. Definitions. Unless otherwise defined in this Amendment, each capitalized term used in this Amendment has the meaning assigned to such term in the Existing Credit Agreement.

SECTION 2. Borrowing Base Redetermination; Total Commitment.

(a) On the Amendment Effective Date, the Borrower and the Lenders party hereto agree that the Borrowing Base shall be, and hereby is, decreased from $925,000,000 to $700,000,000, until such time as the Borrowing Base is redetermined or otherwise adjusted pursuant to the terms of the Credit Agreement.

(b) On the Amendment Effective Date, in accordance with Section 4.3(c) of the Credit Agreement, the Total Commitment shall be automatically and permanently reduced (subject to any increases of the Total Commitment in accordance with Section 2.16 of the Credit Agreement) ratably among the Lenders in accordance with each Lender’s Commitment Percentage, such that the Total Commitment shall equal $700,000,000.

(c) Both the Borrower, on the one hand, and the Administrative Agent and the Lenders, on the other hand, agree that the redetermination of the Borrowing Base pursuant to Section 2(a) hereof shall constitute the Scheduled Redetermination of the Borrowing Base for the spring of 2025 and shall not constitute an Interim Redetermination of the Borrowing Base pursuant to Section 2.14(b) of the Credit Agreement.

SECTION 3. Amendments to Existing Credit Agreement. On the Amendment Effective Date, the Existing Credit Agreement shall be, and is hereby, amended as follows:

(a) The definition of “Consolidated Total Debt” in Section 1.1 is hereby amended and restated, in its entirety, to provide as follows:

“Consolidated Total Debt” shall mean, as of any date of determination, (a) the sum of (without duplication) all Indebtedness (other than letters of credit or bank guarantees, to the extent undrawn) consisting of Capital Lease Obligations, Indebtedness for borrowed money, Disqualified Stock and any earn-outs (if such earn-outs constitute liabilities on the balance sheet of such Person in accordance with GAAP) of the Borrower and the Restricted Subsidiaries on such date determined on a consolidated basis in accordance with GAAP minus (b) the aggregate amount of Unrestricted Cash subject to a Control Agreement on such date; provided, however, that, if any Lender’s Total Exposure on such date of determination (excluding any Total Exposure resulting solely from clause (b) of the definition of “Letter of Credit Exposure”) exceeds $0, the amount that may be deducted pursuant to clause (b) hereof shall not exceed $50,000,000.

(b) Section 9.1(g) is hereby amended and restated, in its entirety, to read in full as follows:

(g) Certificate of Authorized Officer – Hedge Transactions. Concurrently with the delivery of the financial statements provided for in Section 9.1(a) and Section 9.1(b), a certificate of an Authorized Officer of the Borrower, setting forth as of the date of such certificate a true and complete list of all material commodity Hedge Transactions of the Borrower and each Credit Party, the material terms thereof (including the type, term, effective date, termination date and notional amounts or volumes), the net mark-to-market value thereof (as of such date and for which a mark-to- market value is reasonably available), any new credit support agreements relating thereto not listed on Schedule 8.20 or on any previously delivered certificate delivered pursuant to this clause (g), any margin required or supplied under any credit support document and the counterparty to each such agreement.

9.19 Minimum Hedge Covenant. Within ten (10) Business Days (or such later date as may be agreed to by the Administrative Agent in writing in its sole discretion) after the Sixth Amendment Effective Date and on or before the last day of each fiscal quarter thereafter (commencing with the fiscal quarter ending September 30, 2021) (each a “Minimum Hedging Compliance Date”), the Borrower and/or one or more of its Restricted Subsidiaries shall have entered into (and shall thereafter maintain) one or more Hedge Transactions that are direct swaps (including “collars” and any “three ways” to which EnVen or any of its Subsidiaries was a party as of November 7, 2022, but for the avoidance of doubt, not including any other “three ways”) with approved counterparties for the purpose of mitigating commodity price risk with respect to not less than the Minimum Quarterly Hedged Volume during each of the immediately following six (6) fiscal quarters; provided that, for purposes of this Section 9.19, any such Hedge Transactions entered into following a Minimum Hedging Compliance Date but on or before the delivery of the first certificate after such Minimum Hedging Compliance Date pursuant to Section 9.1(g) shall be deemed to have been entered into on such Minimum Hedging Compliance Date. The Hedge Transactions entered into pursuant to this Section 9.19 shall be subject to Section 10.10.

(d) Section 10.10(d) is hereby amended by deleting “(and, for purposes of the Hedge Transactions entered into pursuant to Section 9.19, the “most recent Reserve Report” shall refer to the Castex Acquisition Reserve Report)”.

(e) Schedule 1.1(a) of the Existing Credit Agreement is hereby amended and restated, in its entirety, by Schedule 1.1(a) attached hereto as Annex I.

SECTION 4. Representations and Warranties, Etc. To induce the Administrative Agent, the Lenders and Issuing Banks to enter into this Amendment, the Borrower and Holdings represent and warrant to the Administrative Agent, the Issuing Banks and the Lenders that on and as of the Amendment Effective Date:

(a) each representation and warranty made by any Credit Party contained in the Existing Credit Agreement or in the other Credit Documents is true and correct in all material respects (except for representations and warranties that are qualified by a materiality qualifier, which shall be true and correct in all respects) with the same effect as though such representations and warranties had been made on and as of the Amendment Effective Date, except where such representations and warranties expressly relate to an earlier date, in which case such representations and warranties shall have been true and correct in all material respects (except for representations and warranties that are qualified by a materiality qualifier, which shall be true and correct in all respects) as of such earlier date;

(b) each Credit Party executing this Amendment has the corporate or other organizational power and authority to execute, deliver and carry out the terms and provisions of this Amendment and has taken all necessary corporate or other organizational action to authorize the execution, delivery and performance of this Amendment;

(c) the Existing Credit Agreement and each other Credit Document constitutes the legal, valid and binding obligation of such Credit Party enforceable in accordance with its terms, subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization and other similar laws relating to or affecting creditors’ rights generally and general principles of equity (whether considered in a proceeding in equity or law); and

(d) no Default, Event of Default or Borrowing Base Deficiency exists under the Existing Credit Agreement or any of the other Credit Documents.

SECTION 5. Ratification; Reaffirmation of Security Documents.

(a) Each of Holdings, the Borrower and each other Credit Party hereby ratifies and confirms, on and as of the Amendment Effective Date, (i) the covenants and agreements contained in each Credit Document to which it is a party, including, in each case, as such covenants and agreements may be modified by this Amendment and the transactions contemplated thereby and (ii) all of the Obligations under the Existing Credit Agreement and the other Credit Documents.

(b) Each of Holdings, the Borrower and each other Credit Party (i) reaffirms the terms of and its obligations (and the security interests granted by it) under each Security Document, and agrees that each such Security Document will continue in full force and effect to secure the Obligations as the same may be amended, supplemented, or otherwise modified from time to time and (ii) acknowledges, represents, warrants and agrees that the Liens and security interests granted by it pursuant to the Security Documents are valid and subsisting and create a security interest to secure the Obligations.

SECTION 6. Effectiveness. This Amendment shall become effective (the “Amendment Effective Date”) upon receipt by the Administrative Agent of executed counterparts of this Amendment from Holdings, the Borrower, each other Credit Party, the Administrative Agent, and the Lenders constituting at least the Required Lenders.

SECTION 7. Counterparts. This Amendment may be executed by one or more of the parties to this Amendment on any number of separate counterparts (including by facsimile or other electronic transmission, i.e. a “pdf” or a “tif”), and all of said counterparts taken together shall be deemed to constitute one and the same instrument. A set of the copies of this Amendment signed by all the parties shall be lodged with the Borrower and the Administrative Agent.

SECTION 8. Severability. Any provision of this Amendment that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

SECTION 9. Integration. This Amendment and the other Credit Documents represent the agreement of the Borrower, the Guarantors, the Collateral Agent, the Administrative Agent and the Lenders with respect to the subject matter hereof and thereof, and there are no promises, undertakings, representations or warranties by the Borrower, the Guarantors, the Collateral Agent, the Administrative Agent or any Lender relative to subject matter hereof not expressly set forth or referred to herein or in the other Credit Documents.

SECTION 10. GOVERNING LAW. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.

SECTION 11. Successors and Assigns. This Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted under the Existing Credit Agreement and the Credit Agreement, as applicable (including any Affiliate of each Issuing Bank that issues any Letter of Credit).

SECTION 12. Miscellaneous. (a) On and after the Amendment Effective Date, each reference in each Credit Document to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement as amended, waived or otherwise modified by this Amendment and (b) this Amendment is a Credit Document executed pursuant to the Existing Credit Agreement and the Credit Agreement, as applicable, and shall (unless otherwise expressly indicated therein) be construed, administered and applied in accordance with the terms and provisions of the Existing Credit Agreement and the Credit Agreement, as applicable.

(Remainder of Page Left Intentionally Blank)

IN WITNESS WHEREOF, each of the parties hereto has caused a counterpart of this Amendment to be duly executed and delivered as of the Amendment Effective Date.


TALOS ENERGY INC.,
as Holdings

By:		/s/ Gregory Babcock
Name:		Gregory Babcock
Title:		Vice President & Chief Accounting Officer

TALOS PRODUCTION INC.,
as the Borrower

By:		/s/ Gregory Babcock
Name:		Gregory Babcock
Title:		Vice President & Chief Accounting Officer