Sable Offshore Corp. Announces Upsize and Pricing of Public Offering of Common Stock

Sable Offshore Corp. (“Sable” or the “Company”) (NYSE: SOC) today announced the pricing of its previously announced underwritten public offering of 8,695,654 shares of its common stock, $0.0001 par value (“common stock”), by the Company at a price to the public of $29.50 per share. The size of the offering was increased from the previously announced offering of $200.0 million of shares of common stock. In connection with the offering, the Company also granted the underwriters a 30-day option to purchase up to an additional 1,304,346 shares of common stock at the public offering price from the Company. The gross proceeds from the offering, before deducting underwriting discounts and commissions and offering expenses, are expected to be approximately $256.5 million, excluding any exercise of the underwriters’ option to purchase additional shares.

The Company intends to use net proceeds of the offering for capital expenditures, working capital purposes and general corporate purposes.

J.P. Morgan, Jefferies and TD Cowen are acting as joint book-running managers and representatives of the underwriters. The Benchmark Company, Johnson Rice & Company, Pickering Energy Partners, Roth Capital Partners and Tuohy Brothers are acting as co-managers. The offering is expected to close on May 23, 2025, subject to customary closing conditions.

The registration statement on Form S-3 relating to this offering was declared effective by the Securities and Exchange Commission (“SEC”) on May 1, 2025. The prospectus supplement and accompanying prospectus have been filed with the SEC and are available on the SEC’s website at www.sec.gov. The final terms of the offering will be disclosed in the final prospectus supplement to be filed with the SEC. The final prospectus supplement, when available, will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. Copies of the prospectus supplement and accompanying prospectus, when available, may also be obtained from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by email at [e-mail] and [e-mail]; Jefferies LLC, at Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, New York 10022, by telephone at 877-821-7388, or by email at [e-mail] or TD Securities (USA) LLC, 1 Vanderbilt Avenue, New York, NY 10017, by telephone at [phone] or by email at [e-mail]. The final terms of the offering will be disclosed in the final prospectus supplement to be filed with the SEC.