Tullow Oil plc
Annual Report and Accounts 2025
Building a
better future
through responsible
oil and gas development

Strategic report
1 Tullow at a glance
2 Chair’s statement
3 Chief Executive Officer’s review
6 Market overview
7 Our business model
8 Our KPIs
9 Our stakeholders and how we engage with them
10 Section 172 statement
11 Sustainability review
19 Taskforce on Climate-related Financial Disclosures (TCFD)
27 Risk management and principal risks
35 Viability statement
37 Financial review
43 Non-financial and sustainability information statement
Corporate governance
44 Code application
45 Chair’s letter
46 Board of Directors
47 Governance framework
48 Board leadership and company purpose
52 Division of responsibilities
53 Composition, succession and evaluation
54 Nominations Committee report
56 Audit Committee report
60 Safety and Sustainability Committee report
61 Remuneration report
81 Directors’ report
85 Statement of Directors’ responsibilities
Financial statements
87 Independent auditor’s report to the members of
Tullow Oil plc
97 Group financial statements
101 Material Group accounting policies
111 Notes to the Group financial statements
145 Company financial statements
147 Material Company accounting policies
149 Notes to the Company financials statements
Supplementary information
153 Alternative performance measures
155 Commercial reserves and contingent resources
summary (unaudited) working interest basis
156 Shareholder information
Group working interest production
1
40,400 boepd
2024: 51,500 boepd
Operating cash flow
2
$221m
2024: $668m
Adjusted EBITDAX
1,2
$586m
2024: $1.008bn
Loss after tax (from continuing activities)
1
$(129)m
2024: $(55)m
Capital investment
2
$195m
2024: $231m
Free cash flow
2
$99m
2024: $156m
Net debt
2
$1.35bn
2024: $1.45bn
Gearing
1,2
2.3 times
2024: 1.4 times
2025 resultsContents
1. 2025 metrics exclude Gabon assets which were sold on
29July 2025 and 2024 comparatives have been restated.
Seenote 8 on pages 117 to 119.
2. The Group uses certain performance measures that are not
specifically defined under IFRS or other generally accepted
accounting principles. These alternative performance
measures are explained on pages 153 and 154.

Our purpose
To build a better future through responsible oil and gas development.
What we do
We develop, produce and sell oil and gas resources in Africa.
See our business model on page 7.
Our operations
Over the course of 2025, we reshaped our asset portfolio and we now have a distinct
Ghana-focused operating platform covering the offshore Jubilee and TEN fields. Both
offersignificant opportunities to create value, through production optimisation activities,
infill drilling and new production fromcurrently undeveloped parts of the fields, as well as
near-field exploration.
Tullow at a glance
Tullow Oil plc Annual Report and Accounts 2025 – 1
Strategic report Corporate governance Financial statements Supplementary information

Chair’s statement
It was an honour to be appointed Chair of Tullow on
1December 2025, having served as a Non-Executive
Director of the Company since February 2023.
Building resilience
In 2025 we achieved a number of strategic milestones
establishing a strong foundation for our successful
refinancing earlier this year. We now have the capital
structure and time to improve performance, execute
ourbusiness plan and secure additional value for
ourstakeholders.
We completed the sale of our assets in Gabon and Kenya
in July and September respectively. The proceeds from
both transactions, together with a relentless focus on cost
optimisation, generated free cash flow and enabled us to
further deleverage the business, despite lower production
at our key Jubilee asset.
During the year we agreed to extend our Jubilee and TEN
Petroleum Agreements to 2040 and received parliamentary
ratification in February 2026. The extensions secure our
long-term operating position and demonstrate our
commitment to responsible resource development
in Ghana.
In April 2026 we completed a comprehensive refinancing
transaction, issuing new extended notes with a maturity in
November 2028. The transaction provides a stable platform
to deliver our investment programme and realise the full
value of the Group’s assets.
Our agreement to acquire the TEN FPSO, on behalf of the
joint venture, was another important milestone, and is
expected to deliver material cost savings and underpin the
longer-term development of the TEN fields.
We have had a promising start to the 2025-26 Jubilee
drilling campaign. Three Jubilee producers have been
brought onstream safely, on schedule and to budget
withgood performance to date. A further three producers
and one water injector are expected to come onstream
later this year.
Health and safety
The safety of our people and the integrity of our
operations remain our highest priorities and shape our
culture, behaviour and decision making. During the year,
our total recordable injury rate was 1.02 and there were no
lost time injuries. All incidents and near misses were
investigated and significant and high potential events were
reviewed by management. In all cases, as required,
corrective and preventative measures were implemented.
Building a better future
We are committed to building a better future through
responsible oil and gas development. We will continue to
support our host countries to develop their natural
resources whilst taking actions to minimise our
environmental footprint and create value for our
stakeholders, including the communities where we
operate. See pages 11 to 18.
Board changes
Following a global search, in September 2025 Ian Perks
joined Tullow and the Board as our new Chief Executive
Officer (CEO). Ian brings a wealth of upstream oil and gas
experience, deep knowledge of African and other
international markets, and a proven track record of
delivering large multi-stakeholder projects. At the same
time, Richard Miller, who had been serving as Interim CEO
and Chief Financial Officer (CFO), reverted to his
role as CFO.
I would like to extend my thanks to my predecessor,
Phuthuma Nhleko and to my colleagues Genevieve
Sangudi, Martin Greenslade and Mitchell Ingram, who
stepped down from the Board in December 2025, as well
as Sheila Khama, who stepped down earlier in the year.
On 8 April 2026, we announced the appointment of Henry
Steel as an independent Non-Executive Director and
Senior Independent Director with immediate effect. At the
same time, we also announced the appointment of Garrett
Soden, Euan Shirlaw and James Peterkin as independent
Non-Executive Directors with effect from 1 May 2026.
Garrett Soden will become Chair of the Audit Committee
with effect from 1 May 2026. Information about them is
available at www.tullowoil.com/investors/regulatory-news.
Further information about these appointments and their
impact on our governance arrangements and the
composition of the Board’s Committees is set out
on page 45.
Our people
Our people have been instrumental in delivering our goals,
maintaining our strong safety record, and executing our
strategic milestones. On behalf of the Board, I would like to
thank them for their hard work and commitment during
what has been a challenging year.
The year ahead
The refinancing transaction, in combination with the
TENFPSO acquisition and the ratification of the extension
of our Jubilee and TEN Petroleum Agreements, will provide
a stable foundation for the future. In addition, multiple
near-term value catalysts, including the ongoing Jubilee
drilling campaign, continued cost optimisation and the
interpretation of 4D seismic and Ocean Bottom
Nodesurvey data, will drive operational and financial
performance, ensuring Tullow is well positioned to
delivervalue for all stakeholders.
If you have any questions or comments on any part of
thisAnnual Report, Iwill be pleased to hear from you
andIcan be contacted via the Company Secretary at
companysecretary@tullowoil.com.
Roald Goethe
Chair
27 April 2026
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Chief Executive Officer’s review
Overview
I was very pleased to be appointed CEO in September
2025. Tullow has many strengths including its reputation
asa trusted partner and responsible operator on the
continent of Africa, the drive and commitment of its
people, and world class assets with significant growth
potential. We also have a number of near-term operational
catalysts with the potential to deliver value tostakeholders
in the near term.
Priorities and achievements
I joined Tullow at a pivotal time. My immediate priorities
were to work with the team and our stakeholders to put the
Company on a long-term sustainable financial footing and
create a strong foundation to drive operational and
financial performance improvement.
In July, the sale of our assets in Gabon was completed for a
total cash consideration of $307 million net of tax and
customary adjustments. In September we sold our
interests in Kenya and have realised the first two tranches
of proceeds, totalling $80 million. A third tranche of
$40million is due no later than 30 June 2033, subject to a
payment schedule linked to the oil price. The proceeds
from these strategic disposals materially reduced our net
debt and strengthened our balance sheet. The successful
completion of both transactions has also reshaped our
asset portfolio and we now have a distinct Ghana-focused
operating platform.
During 2025 we have further strengthened our position in
Ghana by securing alignment with the Government on a
suite of agreements that add value to our portfolio but
more importantly provide a stable investment environment
that paves the way for future growth opportunities. In June,
together with our joint venture partners, we reached
agreement with the Government of Ghana to extend our
Jubilee and TEN petroleum agreements to 2040, which
was ratified in February 2026. These extensions secure our
ability to responsibly develop our assets in Ghana over the
long-term. In addition, Tullow has secured revised terms
for the supply of gas from the Jubilee field to the end of
the extended period at an escalating price of $2.50/
mmbtu and agreed heads of terms for the potential supply
of gas from the TEN fields. Tullow and the Government of
Ghana have also agreed a gas payment security
mechanism.
In February 2026 we signed an agreement to acquire the
TEN FPSO on behalf of the joint venture for a gross
consideration of $205 million ($125.6 million net). Our net
consideration, which is equivalent to approximately one
year of current net lease cost, is expected to be funded by
in-year cash flow from TEN and to be paid upon
completion at the end of the first quarter of 2027. In
addition to the removal of the annual lease cost, assuming
operatorship of the FPSO will result in cost savings similar
to what has already been achieved at the adjacent Jubilee
field and create further potential synergies, which will
underpin the longer-term development of the TEN fields.
The towed streamer 4D seismic and Ocean Bottom Node
seismic surveys on the Jubilee and TEN fields were
completed in the first and fourth quarters of 2025,
respectively. Interpretation of the 4D seismic data
continues to deliver informative reservoir insights
supporting the well design and placement in the current
drill programme and the identification of targets for
futurecampaigns.
Our focus on capital efficiency and cost optimisation has
continued. As a result, 2025 annual net G&A has reduced
to c.$45 million from c.$52 million in 2024 and we are
targeting savings of c.$50 million over the three year
period 2025-27.
In April 2026, we completed a comprehensive refinancing
transaction; extending our Senior Secured Notes to
November 2028 and the Glencore facility to May 2030,
alongside a new $100 million cargo pre-payment facility
with Glencore to enhance liquidity. This pivotal milestone
for the Company has secured a financial runway of over
two years, reduced total cash interest and provides a
stable platform for Tullow to deliver its investment
programme and unlock the full potential of its assets.
Financial performance
1
In 2025, free cash flow of $99 million was lower than
expected due to lower realised revenue towards the end of
the year, delayed receipt of the second Kenya disposal
proceeds, which were received in March 2026, and
delayed receipt of cash calls and gas payments from the
Government of Ghana. Government of Ghana receivables
at the end of 2025 were c.$225 million net to Tullow
(pre-tax), with c.$65 million related to cash calls, c.$110
million related to gas payments and c.$50 million related
to TEN development debt. We are working with the
Government of Ghana and its agencies to resolve the
historic receivables on a mutually acceptable basis.
Looking ahead, we expect to deliver free cash flow of
$70-175million in 2026 at an oil price range of $70-100/
bbl. This cash flow guidance includes recovery of 2025
cash call receivables from the Government of Ghana and
c.$40million pre-tax gas revenues from 2026 gas
production; but excludes c.$110 million in historical gas
receivables and c.$50 million receivables related to TEN
development debt.
1. Alternative performance measures are reconciled on pages 153 and
154.
Tullow Oil plc Annual Report and Accounts 2025 – 3
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Operational performance
In 2025, the Group’s working interest production averaged
40.4 kboepd, including 7.1 kboepd of gas. This figure
reflects the sale of our Gabonese assets, which was
effective from the beginning of the year. Overall
production was in line with guidance, although towards
the lower end, primarily due to operational challenges at
Jubilee during the first half of the year.
Performance improved in the second half, supported by
the good performance from the first new Jubilee
production well, which was brought onstream in July and
averaged c.10kbopd in the second half of 2025. A second
well (J74-P) was brought onstream in January 2026 and a
third well (J75-P) in March 2026.
Group working interest production for 2026 is expected to
be 32-42 kboepd, including c.6 kboepd of gas production.
This range reflects the decline from existing well stock,
which we are working hard to mitigate through improving
waterflood and fluid lift optimisation, offset by additional
production from the ongoing drill campaign. However,
based on production performance in the first quarter, we
expect to be at the high end of the production guidance
range for the full year.
Ghana
In Ghana operational efficiency remained high with
average facility uptime across the FPSOs averaging 97%
and a combined average oil production rate of c.32.5
kbopd net in 2025. Production performance in the first
quarter of 2026 has been strong, with Ghanaian oil
production growing to 35.4 kbopd.
Gross oil production from the Jubilee field averaged
60.9kbopd (net: 23.7 kbopd) in 2025. In the first half of the
year, production was challenged by higher-than-expected
water cut from certain wells, which affected riser stability on
the eastern side of the field. To address this, riser based gas
lift was introduced on the east side, successfully restoring
and stabilising production in June. Looking ahead, riser
based gas lift for the western side of Jubilee has been
approved and is expected to deliver further support to
production rates once fully implemented in 2027.
Cumulative voidage replacement grew to 107% in the
second half of 2025, as issues in the seawater lift system
have been resolved. This will support improved reservoir
pressure management and stabilise production
going forward.
Gross oil production from the TEN fields averaged
16.0kbopd (net: 8.8 kbopd) during 2025. This was above
expectations supported by well zonal optimisation in
Enyenra and water injection optimisation activities. The
TEN FPSO flare tip was replaced in May, resulting in a
c.50% reduction in routine flaring from July 2025 onwards.
As a result of the extension of our Ghanaian Petroleum
Agreements to 2040, we expect to realise an increase in
net 2P reserves of over 10mmboe. Furthermore, as part of
this arrangement, from 20 July 2036 Ghana National
Petroleum Corporation’s share in the field will increase by a
further 10% and the respective joint venture partners’
shares will decrease pro rata.
Net gas production in Ghana averaged 6.8 kboepd in 2025.
Six Jubilee wells are expected onstream in 2026 (five
producers and one water injector), two of which are
already onstream (J74-P and J75-P). The next three
producers are expected to come onstream in June and
July, with the final well (water injector) due onstream in
September.
To sustain production rates and counteract natural
declines in reservoir output, waterflood operations are
being optimised to maintain reservoir pressure and
enhance oil recovery, and well production is being
carefully managed via the riser system with the assistance
of riser-based gas lift.
Non-operated and exploration portfolios
As highlighted above, the sale of our Gabonese and
Kenyan assets completed in July and September,
respectively.
We are aware of a tax assessment for c.$170 million from
the Kenya Revenue Authority relating to alleged underpaid
VAT and Capital Gains Tax on the disposal. Our clear and
firm position is that the assessment is wholly without merit
and we intend to contest it through the regular objection
process. There will be no cash outflow in respect of
lodging these objections, nor do we expect cash outflow
on completion of the appeal process.
In Côte d’Ivoire, the Espoir field licence expiry is due in July
2026. Planning is under way to transfer the asset to Petroci.
We have taken the decision to exit exploration licences in
Côte d’Ivoire (CI-524 and CI-703) and have completed our
exit in Argentina (MLO 114, MLO 119 and MLO122).
Chief Executive Officer’s review continued
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Reserves and resources
At the end of 2025, audited 2P reserves were 100.4mmboe
(2024: 164.5 mmboe). The reserves reduction includes
14.7mmboe of Group production during 2025, the
disposal of the Gabon assets (36.0 mmboe), a downward
revision on Jubilee reflecting production performance
(11.8mmboe) and a minor reduction on TEN (1.6 mmboe),
which reflects rephasing of projects and an earlier
assumed cessation of production due to a lower
evaluation oil price.
Our asset base continues to have significant value, and as
at 31 December 2025, the Group’s audited 2P NPV10 was
c.$1.27 billion, at our independent reserves auditors price
deck starting $62.29/bbl in 2026 and rising to $66.24/bbl
in 2030 with 2% inflation applied from 2030 onwards.
The Group’s audited 2C resources of c.200 mmboe at the
end of 2025 (2024: c.700 mmboe) reflect the material
opportunity we have to mature resources into reserves to
realise sustained long-term production. A number of
tangible near-term projects are being matured during
2026 to realise this, including opportunities to install
subsea pumps and undertake further infill drilling on
Jubilee and TEN and the potential monetisation of
gasresources.
Sustainability
Sustainability underpins our business strategy and our
approach focuses on three core themes: people, climate
and nature.
Our Net Zero by 2030 commitment is a core aspect of our
sustainable approach and following the implementation of
process improvements and modifications on our FPSOs in
Ghana during the year, we further reduced routine
flaring by 22%.
Our community development programmes continue to
focus on improving education and employability in our
host communities and creating opportunities for local
employment and entrepreneurship.
Outlook
In 2025 we laid the foundations for improved performance
and created a number of potential growth opportunities. In
the near-term, we will focus on continuing to optimise our
cash flow delivery, through better cash flow management,
further cost reductions and reduction of the receivables
from the Government of Ghana. Furthermore following the
purchase of the TEN FPSO, we will look to capture
synergies with the Jubilee FPSO whilst reducing costs and
removing the significant annual lease payment.
Operationally, we are excited by the potential of the 4D
seismic and OBN data to unlock future drilling campaigns
in Jubilee and TEN. Nearer-term, we are encouraged by the
positive start to the 2025-26 Jubilee drill campaign. There
are a number of incremental opportunities beyond new
wells that we are pursuing to improve production,
including multi-phase pumps, riser-based gas lift and
workover campaigns. These projects have the potential for
rapid payback with relatively low risk.
With the refinancing transaction completed and strong
operational momentum across the business, Tullow is well
positioned to deliver our Business Plan and target near-
term upside. As we look to the year ahead we remain
focused on improving the performance of our world-class
assets and executing our Business Plan to deliver value
forstakeholders.
Ian Perks
Chief Executive Officer
27 April 2026
Tullow Oil plc Annual Report and Accounts 2025 – 5
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Global market turbulence, marked by persistent conflicts, shifting alliances and policy
shocks, continued during 2025.
Geopolitics
During the year significant geopolitical shifts intensified
uncertainty and continued to reshape the global
economic landscape.
These shifts contributed to inflationary pressures, supply chain
fragility and increased market volatility. The energy sector
faced ongoing challenges from fluctuating trade policies,
evolving regulatory environments and heightened competition
for critical resources. As a result businesses experienced
higher input costs, reduced access to raw materials and longer
lead times across production and logistics.
In this context, energy and natural resources companies have
been reassessing investment strategies and balancing fossil
fuel operations with the growth of low-carbon alternatives.
Commodity markets remain sensitive to geopolitical and
trade policy shifts leading to continued volatility. Additionally,
the rapid expansion of AI and data infrastructure has driven
unprecedented demand for reliable electricity, while ongoing
regulatory developments and infrastructure constraints
continue to shape the pace of energy transition and
investment, with implications for costs and project timelines
across the sector.
How we are responding
Our proven track record of ensuring business continuity
during political uncertainty is supported by disciplined risk
management and scenario planning. We work to build
strong relationships with host nations and governments to
ensure effective long-term partnerships that lay the
foundation for responsible resource development.
Oil prices
1
Brent crude rose to $81/bbl in January 2025 amid harsh
winter conditions and intensified US sanctions on Iran and
Russia but declined sharply in April to below $60/bbl, due to
aggressive tariff announcements and OPEC+ accelerating
the unwinding of voluntary production cuts.
After temporary trade deals were reached, prices rebounded
modestly in May and were briefly pushed to $74/bbl in June
following Israeli strikes on Iran. Oversupply and rising
inventories, particularly in China and the US, kept prices
subdued through the summer and as global supply surged,
prices drifted further ending the year around $61/bbl.
Early 2026 has seen a severely disrupted oil market, driven
primarily by conflict in the Middle East, which halted tanker
traffic through the Strait of Hormuz, sending Brent futures
close to $120/bbl in March. Prices later eased, with Brent
futures dropping as low as $92/bbl by mid-April amid reports
of peace talks, but have remained significantly elevated
relative to pre-conflict levels.
How we are responding
Our response to oil price volatility is to take a balanced
approach, which combines a robust hedging programme
with disciplined cost management. Our hedging policy is to
protect 60% of our expected production for the year ahead
and 30% of the following year. Additionally, westrategically
select hedging instruments to ensure that atleast 60% of our
expected production retains exposure to rising oil prices.
Alongside this, we maintain a relentless focus on managing
our cost base and implementing targeted cost optimisation
initiatives, which, together with disciplined capital allocation,
underpin our ability to maintain financial resilience in a volatile
oil price environment.
Climate change and energy transition
Ten years after the Paris Agreement, the global picture on
climate change is mixed. Total annual CO
2
emissions grew
by just 1.17% since 2015 – a dramatic slowdown from nearly
18.4% growth in the decade before 2015
2
. This has been
achieved by the roll-out of renewable energy, which rose
an additional 793 GW in 2025 to over 5,000 GW
3
.
2025 was one of the three warmest years on record, with global
temperatures averaging 1.48°C above pre-industrial levels
4
.
Climate change already costs African countries an average of
2% to 5% of GDP, with some countries spending up to 9% of
their budgets on climate disaster responses. By 2030, as many
as 118 million of the continent’s poorest people could face the
impacts of severe droughts, flooding and extreme heat
5
.
At COP30 in Brazil, global leaders agreed that it was prudent
to avoid the worst impacts of climate change, but they could
not agree on how to further accelerate the energy transition.
The summit restated its desire to reduce emissions from the
energy sector, which remains the largest contributor to global
greenhouse gases, and to support vulnerable regions like
Africa through increased climate finance and
technology transfer.
Fossil fuels such as oil and natural gas are expected to remain
asignificant part of Africa’s energy mix, meeting the demands
of rapidly growing populations and industrial sectors.
Delivering this energy with lower carbon emissions is key for
Africa’s energy security and independence.
How we are responding
Our purpose is to build a better future through the responsible
development of oil and gas. In support of global targets to
reduce emissions, we continue to implement our Net Zero by
2030 strategy.
We recognise the importance of meaningful engagement with
a wide spectrum of stakeholders to address the complexity of
the energy transition, and we regularly engage with host
countries to understand their long-term climate change
strategies. Further detail about our Net Zero by 2030 strategy
and progress to date is included on pages16 and 17.
Market overview
1. All data in this section is taken from the monthly IEA Oil Market Reports
available at www.iea.org/energy-system/fossil-fuels/oil.
2. Source: www.eciu.net/media/press-releases/2025/paris-agreement-at-
ten-brakes-slammed-on-emissions-growth-finds-analysis.
3. Source: www.ember-energy.org/latest-insights/renewable-additions-in-
2025-are-once-again-expected-to-surge-putting-tripling-within-reach.
4. Source: www.wmo.int/news/media-centre/wmo-confirms-2025-was-
one-of-warmest-years-record.
5. Source: www.wmo.int/news/media-centre/africa-faces-
disproportionate-burden-from-climate-change-and-adaptation-costs.
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Our business model
Building a better future through responsible oil and gas development is our purpose, and
ensuring that we generate value for all our stakeholders shapes our business model and strategy.
What we do
Produce and sell oil and gas from our
WestAfricanassets and sell to international
anddomestic markets.
Develop and explore around our existing fields
tomaintain and grow production.
Harness opportunities to bring undeveloped
resources to production and acquire existing
producing fields to grow and diversify.
Our resources and relationships
Experienced and skilled employees.
Attractive Ghana-focused operating platform.
Responsible operator.
Trusted partner.
Dependable supply network.
Financial resources to fund growth.
The value we create
Our people
We provide employment, competitive compensation
and benefits, and development opportunities.
Host communities
Our activities contribute to the Ghanaian
economyand support sustainable economic
growth through enterprise and skills development
to enhance employability.
Suppliers
We work with local suppliers to enhance their
capabilities and enable their growth and expansion
in their home country and beyond.
Investors
We offer potential growth opportunities and
investment returns.
How we operate
Our ethical values-led approach ensures we do
what is right and promotes a culture of openness,
performance and continuous improvement.
We work in partnership to build trust and deliver
positive outcomes for all stakeholders.
We are focused on creating a resilient business that
gives us flexibility to unlock value from our existing
resources and take advantage of organic value-
accretive opportunities.
Sustainability underpins our strategy.
Tullow Oil plc Annual Report and Accounts 2025 – 7
Strategic report Corporate governance Financial statements Supplementary information

Our KPIs
We measure our performance using the financial and non-financial metrics detailed below,
which reflect our strategic priorities. These metrics are used to determine performance-related
rewards across the Company ensuring that remuneration and delivery of our strategy arealigned.
Performance metrics and the targets are set at the start of each financial year. Detailed information about the metrics and
targets set for the year ended 31 December 2025 and progress achieved are set out on pages 64 to 66. To provide a
meaningful year-on-year comparison relevant performance outcomes have been normalised to reflect the sale of our
Gabon and Kenya assets during the year.
Metric and why we measurethis 2025 performance 2024 performance
Safety
Ensuring a safe working environment
is alwaysour first priority.
Five recordable injuries.
No Tier 1 Loss of Primary Containment (LOPC).
One Tier 2 LOPC.
One recordable injury.
Two Tier 1 LOPCs. One Tier 2 LOPC.
Financial performance
Helps determine how effectively we are
deploying our strict cost framework and our
progress in maintaining cost discipline.
Normalised operating cash flow at $296.3million.
Gross general and administrative expenses at
$137 million
1
.
Normalised operating cash flow at
$526 million
2
.
Gearing at 1.3x
2
.
Production
Maximising oil production and revenues
is critical if we are to continue to deleverage
our business and deliver our targeted material
cash flow over the next two years.
Group oil production at 33.3 kbopd.
Jubilee facility efficiency
3
at 96.0%.
TEN facility efficiency
3
at 98.7%.
Jubilee water injection and power generation
uptime
4
at 215.5 kbwpd and 93.9% respectively.
Group oil production at 54.7 kbopd
2
.
Jubilee production efficiency at 83%.
TEN production efficiency at 100%.
Jubilee water injection efficiency at 76%.
Business plan implementation
Effective implementation of our capital
investment programmes underpins our
strategy and ensures capital efficiency.
Drilling efficiencies during the year enabled
two Jubilee wells to be drilled under budget.
Additionally, we accelerated the OBN survey
and the artificial lift and surfer boat landing
projects to 2025 and delivered all under budget.
Drilling efficiencies enabled the Jubilee
2024 wells to be drilled below budget.
Additionally, we accelerated the Mauritanian
decommissioning operations and
delivered significantly under budget.
Sustainability
If we are to fulfil our purpose, we must mitigate
the impact of our operations while generating
social and economic benefits for our host
nations and other stakeholders.
Further progressed our people, climate and
nature-focused sustainability approach.
We continued to make socio-economic
investments that maximise positive impacts,
reduced flare emissions and started
implementing our biodiversity action plan.
Significant progress was made across all
areas of ESG. In particular we finalised
the contractual requirements in relation
to the carbon offset project in Ghana,
continued investment in social projects in
our countries of operation and set a new
NoNet Loss ambition level for nature.
Unlocking value
Provides laser focus on key strategic
operational projects.
Performance assessment focused on critical
actions including increasing the value of
our TEN and Jubilee assets, acquiring new
assets, refinancing the business, growing and
protecting our non-operated exploration assets
and managing our exposure to the Ghana
Branch Profits Remittance Tax.
Performance assessment focused on
seven critical actions including successful
outcome in the BPRT arbitration, extension
of the interim gas sales agreement in Ghana
and positioning for future refinancing.
Leadership effectiveness
Ensures we have the right balance of skills,
experience and knowledge to deliver
our strategy.
Recruited a new CEO and put in place effective
interim leadership to maintain momentum across
our key strategic objectives. Despite challenging
circumstances, including an organisation
restructuring, the teams remained focused and
continued to execute 2025 activities and progress
a number of strategic priorities.
Supported by the hard work and dedication
of the entire Tullow team, the SLT worked
cohesively to ensure continued delivery of
key strategic and operational priorities.
1. For the financial year ended 31 December 2025 we updated our
performance metrics to include a gross general and administrative
(GG&A) measure instead of a gearing metric. This change was made
because the gearing metric is heavily influenced by external factors,
primarily the oil price. The factors that contribute to the GG&A measure
are within our control and therefore this measure provides a better
indication of the progress we have made in managing our cost base.
2. Includes the Gabon assets which were part of the Group at the time the
2024 scorecard was determined.
3. Facility efficiency refers to the ratio of actual produced oil to the
theoretical maximum capacity of the production system (reservoir to
wells through facilities to export).
4. A power generation uptime metric was introduced for the financial year
ended 31 December 2025. It is an indicator of water injection reliability
and efficiency which drives production and, ultimately, cashflow.
8 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

Our stakeholders and how we engage with them
Recognising the needs and priorities of our stakeholders and fostering strong, positive
relationships are fundamental to our success.
Colleagues
Enable us to deliver
our strategy
Host governments
and communities
Live and operate
where we do business
Investors
and lenders
Provide capital
Suppliers
Support our
business activities
ESG experts, NGOs
and industry peers
Share best practice
What matters to them
• Safe working.
• Fair compensation
and benefits.
• Values-based culture.
• Regular and timely
business updates.
• Development
opportunities.
• Responsible operator
of national assets.
• Revenues and taxes
from operations.
• Socio-economic
investment and support.
• Consultation on
operational initiatives.
• Strategy and delivery.
• Sustainable returns.
• Regular communication
and transparency.
• Strong ESG
performance, particularly
management of climate
change impacts.
• Long-term relationships.
• Safe working.
• Fair terms.
• Local content
investment.
• Safe and
sustainable operations.
• Input into industry
debates and
consultations.
• Proactive engagement
in relation to issues.
Group-level engagement overview
• Town hall and
team meetings.
• Leadership
coffee mornings
and brunches.
• Employee advisory
forums (the Employee
Engagement Forum
and the Tullow Advisory
Panel (TAP)).
• Proactive engagement
with government
officials.
• Regular interaction
via our local Social
Performance teams.
• Regular surveys,
advocacy and
industry collaborations.
• Investor relations
(IR) programme
including regular
updates and roadshows.
• Frequent group and
one-on-one meetings.
• Participation in
industry conferences.
• Regular
commercial dialogue.
• Quarterly key supplier
performance reviews.
• Supplier training events
in relation to our
business requirements.
• Industry trade
association corporate
memberships
including Ipieca.
• Participation in
ESG-focused and
other industry events
and conferences.
• Participation in technical
peer-to-peer events.
Board-level engagement overview
• Quarterly meetings
with the TAP.
• CEO and CFO town
hall meetings with
employees, including
open Q&A sessions.
• Chair and CEO meet
with national
government
representatives.
• Regular Social
Performance team
Board updates.
• Annual General Meeting.
• Chair and Senior
Independent
Director meet with
shareholders as required.
• Regular Board updates on
IR programme, including
investor feedback.
• Chair, CEO and CFO
meet with supplier
counterparts to assess
performance and
build relationships.
• Board oversees
sustainability strategy.
• Regular Board
updates on relevant
ESG developments.
Outcomes
• Engaged workforce.
• Clear understanding of
key performance
measures and colleagues’
contribution.
• Contribute to the
Ghanaian economy and
support sustainable
economic growth.
• Community programmes
focused on education,
skills development and
entrepreneurship.
• Progressed nature-based
offset programme
with the Ghana
Forestry Commission.
• Continued positive
engagement with
and support from
shareholder base.
• Refinancing transaction.
• Progressed Net
Zero strategy.
• Ethical procurement.
• Responsible
business practices.
• Motivated suppliers
performing to
high standards.
• Cost-effective and
efficient procurement.
• Continued delivery of
people, climate and
environment focused
sustainability approach.
• Reduced emissions.
• Progressed Ghana
carbon-offset
programme.
• Publish disclosures in line
with TCFD and TNFD
frameworks.
See pages 13 and 14. See pages 15 to 17. See pages 41, 42, 16
and 17.
See pages 12, 15
and16.
See pages 11 to 26.
Tullow Oil plc Annual Report and Accounts 2025 – 9
Strategic report Corporate governance Financial statements Supplementary information

Section 172 statement
Example, stakeholders considered Outcome
Sale of Gabon and Kenya assets
Capital efficiency and optimising our capital
structure and portfolio remains a strategic priority.
During the early part of the year, the Board
reviewedthe Group’s asset base and considered
theappropriateness of divesting its interests in
Gabonand Kenya.
Stakeholders: Investors and lenders,
Hostcommunities and governments.
Following consideration, the Board approved the
divestment of the Gabon and Kenya assets, given the
proceeds would significantly reduce the Group’s net debt
and strengthen its balance sheet. Transactions in relation
to both assets were successfully completed during the
year (see page 3).
Extension of Ghana petroleum agreements
During the year, the Board approved the signing
ofamemorandum of understanding with the
Government of Ghana for the extension of the
Group’s production licences through to 2040.
Stakeholders: Host communities and
governments, Colleagues, Investors and lenders.
In considering the licence extensions, the Board took
intoaccount both the value creation opportunity over
theextended period and the opportunity to secure
along-term operating framework for the Group’s
Ghanaianassets. The extension of the licences
receivedparliamentary ratification in February 2026.
Implementation of refinancing transaction
In February 2026, the Board approved entering into
a binding lock-up agreement to implement
arefinancing transaction with the holders of the
Company’s senior secured notes and Glencore
Energy UK Limited.
Stakeholders: Investors and lenders, Colleagues,
Suppliers, Host communities and governments.
The Board approved entering into the lock-up agreement
given that successful implementation of the refinancing
transaction would extend the maturity of the Company’s
loan arrangements, optimise its cash interest profile,
provide a stable platform for the business to deliver its
business plan and realise full value for stakeholders.
These outcomes would support longer-term refinancing
and/or enable other asset value maximisation
opportunities to be explored.
The Directors are required by law to act in a way that promotes the success of the Company
for the benefit of shareholders as a whole.
During the year ended 31 December 2025, the Board has acted in accordance with Section 172(1) (a) to (f) of the
Companies Act 2006, with each Director acting in the way they consider, in good faith, would be most likely to promote
the success of the Company for the benefit of its members as a whole. In doing so, the Directors had regard to the
interests of other stakeholders, whilst maintaining and overseeing high standards of business conduct. Information
aboutour key stakeholders and how we engage with them is set out on the previous page.
Set out below are a number of examples which illustrate how the Directors have fulfilled their duties.
10 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

Sustainability is a core part of our strategy and guides us in managing our material social
andenvironmental impacts, risks and opportunities.
Our sustainability approach
Our sustainability approach is built around three themes:
people, climate and nature.
Care for people
• Consider the needs of all people touched by our
business, including our workforce, communities in our
host countries and our supply chain.
• Focus on creating an inclusive culture and local
workforce, promoting health, safety and wellbeing.
• Assure the integrity of our assets and maintain
process safety.
• Respect human rights both in our Company and across
our extended supply chain.
• Manage our impacts on people and build trusting and
respectful relationships through engagement and
proactive collaboration.
• Contribute to socio-economic development
throughinvestment in skills, entrepreneurship
andsupplier capabilities.
Achieve Net Zero
1
• Minimise routine flaring in our operations to reduce
greenhouse gas emissions.
• Advance incremental operational efficiencies to
minimise energy consumption and adopt clean energy
solutions where possible.
• Invest in nature-based solutions to offset hard-to-abate
residual emissions.
Respect the environment
• Mitigate our environmental impacts through effective
management systems.
• Minimise impact from overuse of materials,
wasteandpollution.
• Implement practices to support biodiversity and protect
ocean health through proactive monitoring and
conservation activities.
To ensure our sustainability approach continues to address
the areas most relevant to our business and stakeholders
we undertook a double materiality assessment in 2024.
Information about the assessment process and the
outcomes is set out in the Appendix to our 2024
Sustainability Report, which is available at
www.tullowoil.com/sustainability.
Assurance
Quantitative data in this section relates to the 2025
calendar year and, unless otherwise stated, covers our
existing operations and our previously owned assets and
interests in Gabon and Kenya, which were divested in July
and September 2025 respectively. Greenhouse gas (GHG)
emissions reporting covers our owned operated assets as
at 31 December 2025. Descriptions of data collection
methodologies and notes to reported metrics are available
in our GHG Emissions Scope & Calculation Methodology
and Basis of Reporting documents, which are available at
www.tullowoil.com/sustainability. GHG emissions and
other ESG data from our operated assets have been
externally assured by Integrated Reporting & Assurance
Services, and the Assurance Statement is also available at
www.tullowoil.com/sustainability.
Sustainability review
1. Achieve Net Zero on our Scope 1 and 2 net equity emissions.
Tullow Oil plc Annual Report and Accounts 2025 – 11
Strategic report Corporate governance Financial statements Supplementary information

Sustainability review continued
Governance, ethics and compliance
Robust governance and responsible business conduct underpin everything we do and are
key elements of our sustainability approach.
Promote robust governance
We are committed to the highest standards of corporate
governance, ethics and compliance. The Board oversees
our overall sustainability activities, impacts and risks and
issupported by the Safety and Sustainability Committee
indirecting our sustainability approach, setting targets
andoverseeing their implementation. Further information
about the activities of the Board and Safety and Sustainability
Committee in this area is set out on pages 50 and
60respectively.
Maintain responsible business conduct
Our values and our Code of Ethical Conduct (Code) govern
the way we do business and convey a clear message to
our employees, contractors, supply chain partners and
external stakeholders about our approach to ethical
standards, anti-corruption, compliance and human
rights.The Code and supporting policies are available
atwww.tullowoil.com/about-us/corporate-governance.
In 2025, every Tullow permanent employee completed
our mandatory annual online Code training, which
requires self-certified disclosure of their compliance
with ethics and compliance controls.
Our Ethics and Compliance Ambassador programme
includes volunteers from different functions and regions
across the business who serve as focal points and trusted
advisers to their colleagues on all matters relating to our
Ethics and Compliance programme. All Ambassadors
receive training and the group meets monthly for
discussion, including deep dive learning on a specific
topic. In November 2025 we published procedures to
prevent harassment in the workplace.
In readiness for the new corporate criminal offence of
‘failure to prevent fraud’ we completed our anti-fraud risk
assessment and associated actions in 2024. Going forward,
we will ensure that fraud risk and associated controls are
periodically assessed and remain fit for purpose.
We encourage our colleagues, suppliers, contractors and
business partners to speak up if they observe, or think they
observe, behaviour which they believe is not in alignment
with our Code. We also regularly remind them that reports
can be made anonymously without fear of reprisal via
internal channels or to our independent, external reporting
mechanism, which is available 24/7 in multiple languages.
All reported cases are reviewed and investigated by our
Ethics and Compliance team, and updates are provided
tothe Audit Committee and the Board.
Speak-up reports in 2025 totalled 40 (2024: 40). All cases
were investigated and none warranted dismissal of staff.
Information security and data privacy
Our business relies on strong defences against digital
threats which pose a risk to our business continuity.
Similarly, we are committed to protecting the privacy
of all those who entrust us with their personal information
through robust digital controls and detailed privacy
procedures, authorisation hierarchies and training.
Our information security strategy comprises both
information technology and digital security, and is aligned
to ISO 27001 Information Security Management Standard
and the National Institute of Standards and Technology
framework. We apply industry best practice, supported
by ongoing intelligence and risk management through
our enterprise risk management system, and we implement
a number of processes to mitigate the risk of a major cyber
security incident (see page 34).
Disclosing our tax contributions
We are committed to openness and transparency in all
our business dealings and to providing our stakeholders
with details of our annual taxation contributions, which we
believe helps to promote honesty in our industry, mitigate
corruption and encourage inclusive development. Our
annual Payments to Government Report, which provides
details of our mandatory and voluntary tax disclosures, is
available at www.tullowoil.com/sustainability.
12 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

Care for people
Our employees, together with our contractors, host communities, suppliers and other
business partners, play a key role in our business. Our priority is to ensure a safe working
environment and a values-led, inclusive culture.
Prioritise occupational health and safety
Our strong positive safety performance continued in 2025.
We recorded no lost time injuries, however, five medical
treatment cases across our operational sites and two high
potential incidents (HiPos)
1
during the year served as a
reminder of the risks our workforce face and the need
for continuous vigilance.
Occupational safety
performance
2
2025 2024 2023
Lost Time Injury
Frequency Rate (LTIFR) 0.00 0.00 0.24
Total Recordable Injury
Rate (TRIR) 1.02 0.21 0.20
High Potential Incident
Frequency (HiPoF) 0.41 1.85 0.60
1. HiPos are defined as any incident or near miss that could, in other
circumstances, have realistically resulted in one or more fatalities.
2. Our data collection methodologies and notes to reported metrics
are available in our Basis of Reporting document.
All injuries and incidents, including HiPos, were fully
investigated and corrective actions were taken to
preventrecurrence.
It is imperative that everyone who works at our sites or
supplies materials or services to our facilities has a full
understanding of our safety procedures and knows our
requirements. Throughout the year we continued to
reinforce safety training and procedures to further
embed a culture of safety across our operations. A global
safety standdown was held to reset focus on safety and
recommit to the highest safety standards across all
operations. Our 2025 Environment, Health and Safety
Contractors Forum with the theme ‘Right Person, Right
Place, Right Mindset: Maximising Human Performance
forEHS Excellence’ was attended by nearly 100
representatives of over 40 contractor companies,
whoshared experiences and insights during the event.
We invest in employee wellness and, during the year,
ourongoing Global Wellness Agenda covered a range of
events including talks on mental wellbeing and workplace
burnout, onsite health checks and physical activities
suchas the Tullow Sports Day and a ‘Move It Challenge’.
Employees also received a ‘Wellness Afternoon Off’ and
aday of paid leave as an appreciation for their hard work
during the year.
Assure asset integrity and process safety
To ensure the safe, reliable and efficient operation of our
facilities, and to protect the wellbeing of our workforce,
we take a proactive approach to asset integrity and
process safety management. Our Operations Management
System provides a framework for the management of asset
integrity and process safety with the aim of maintaining
a safe working environment with minimal risk to people,
the environment and our business.
In 2025, we continued with our planned maintenance and
integrity activities in support of asset integrity and process
safety. We ended the year with one Tier 2 LOPC incident, a
gas release, which did not ignite or cause any harm
to people.
Process safety events 2025 2024 2023
Tier 1 0 2 0
Tier 2 1 1 3
Total 1 3 3
As part of our continuous safety improvement plan, we run
process-safety focused campaigns to improve knowledge,
skills and practices.
In 2025, we continued to conduct extensive training in
business continuity planning, crisis management and
emergency response for our teams in Ghana and the UK,
and updated all departmental impact recovery plans.
Attract, retain and develop talent
Our people are critical to our business success. Attracting,
retaining and developing them helps to deliver our business
objectives and providing training and development
opportunities helps support their career progression.
We aim to foster an organisation in which all colleagues
are motivated to live our values and support our purpose,
while realising value for themselves in terms of meaningful
work, professional growth and competitive compensation
and benefits. We engage our employees through our
Tullow Advisory Panel (TAP), which comprises eight elected
colleagues from across the business and locations. The TAP
meets quarterly with members of the Senior Leadership
Team (SLT), and separately with the Non-Executive
Directors. In addition, we survey our employees every two
years to understand how our Employee Value Proposition
is delivering value. Due to internal reorganisation, no
employee engagement survey was conducted in 2025.
Tullow Oil plc Annual Report and Accounts 2025 – 13
Strategic report Corporate governance Financial statements Supplementary information

Sustainability review continued
Care for people continued
Attract, retain and develop talent continued
The internal reorganisation followed reduced activity arising
from the sale of non-core assets and Tullow becoming a
Ghana-focused business with PLC activities. These changes
resulted in a reduction of 28% permanent headcount.
Weensured that throughout this process people were
treated fairly and with respect, and that the changes were
well communicated. In all locations, local legislative
requirements were followed to ensure the legal notification
requirements were met. Where appropriate, suitable notice
periods were provided, and representative bodies were
consulted including a collective consultation in the UK.
Theprocess used objective and appropriate selection criteria
for redundancies and ensured no discrimination via the
selection process on the basis of gender, race, age or the
raising of past concerns. In Ghana and the UK where there
were redundancies, severance payments exceeded statutory
minimums and in both locations employees were provided
with access to support and counselling via employee
assistance and career transition programmes. Asrequired,
we also made available internal occupational health services.
During this reorganisation, we have redeployed staff to other
roles where possible in order to mitigate job losses.
We advance professional development through our
continuous performance management process, which
provides opportunities for growth and advancement
through training, coaching and mentoring. In addition
toan annual schedule of mandatory training on matters
such as health and safety, ethical conduct, information
security, and targeted technical skills training, we continue
to provide at least 20 hours of professional development
training per employee per year.
Advance inclusion and diversity
Inclusion and diversity are defining components of the
way we work as a culturally and geographically diverse
team. At Tullow, diversity includes gender and race as well
as several other attributes including physical ability, sexual
orientation, and religious and political beliefs.
As at 31 December 2025, Tullow employed 285 people.
Female representation across the Group was 25% (71, with
male representation at 75% (214). Information about the
Board and senior management gender profiles is set out
on page 55.
Diversity at Tullow 2025 2024 2023
All women 25% 27% 26%
Women in
senior management 16% 25% 21%
All Africans 65% 56% 55%
Africans in
senior management 21% 14% 8%
Local nationals
1
85% 85% 84%
1. Local nationals refer to nationals in their country of work.
We aim to drive equitable opportunities for all employees
in different parts of our business, with particular focus on
employment of African nationals (localisation) and the
advancement of women in our organisation.
Accelerating localisation in Ghana
Localisation is central to our purpose and our commitment
to foster sustainable economic growth and develop a
skilled local workforce in Ghana. Overall workforce
localisation in Ghana was 80% at year end 2025.
In 2025, we ended our participation in the Women in
Finance and Gender Pay Gap Reporting due to not
meeting the reporting threshold.
Respect human rights
We identify and manage our material human rights
impacts, risks and opportunities in accordance with
international human rights instruments and responsible
business conduct standards such as the United Nations
Guiding Principles.
We have prioritised the following human rights issues
andduring the year we have progressed work in each
areaas follows:
• Security and conflict/misuse of force: Developed
and communicated a new plan to manage security risks
linked to seismic surveys.
• Sea rights and livelihoods: We reviewed our
programmes and in 2025 we codified good practices,
implemented proactive risk management processes
anddeveloped stronger contractor management
beforeand during our activities.
• Land rights and livelihoods: Updated our Social
Management Standard using best practice guidance
and frameworks and additional guidance relating to
land acquisition and livelihood restoration.
• Labour rights—overtime and wages: Conducted due
diligence on and provided online labour rights training
to identified high-risk suppliers. We also conducted
training on labour rights during supplier onboarding.
• Potential negative impacts of carbon offsetting:
Integrated social and human rights considerations
intoour nature-based carbon offset initiative in Ghana,
including collaboration with the Ghana Forestry
Commission to ensure the project aligns with social
andhuman rights standards.
2021 2022 2023 2024 2025
100%
80%
60%
40%
20%
0%
71%
77%
78%
81%
80%
14 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

In addition, to enable us to meet our statutory obligations
under the Modern Slavery Act, we continued to raise
awareness of human rights issues including providing
training for leaders and contract holders across the
Company, as well as other employees and more than
100 suppliers. More than 90 suppliers have undertaken
ahuman rights self-assessment, and we are working with
27suppliers to address issues identified, with a focus on
high-risk suppliers.
Manage impacts on host communities
We strive to build and maintain meaningful community
relationships based on trust and respect and to accelerate
progress through partnerships. This means maintaining a
proactive and responsive dialogue to build understanding
and collaborating to address actual and potential impacts.
A key element of understanding our local impacts is the
extensive continuous engagement we undertake in our
host communities.
Key activities during 2025 included:
• Engagement with the local fishing communities in Ghana
and the Ghana Navy and Fisheries Enforcement Unit on
the increase in frequency of exclusion zone incursions
recorded at the Jubilee and TEN fields, which potentially
disrupt our operations and create a safety risk. The
situation is currently under review and engagement
withstakeholders is ongoing.
• Engagement with key fishing communities in Ghana to
review the drilling campaigns during the year. We engaged
30 fishing communities representing nearly 3,000 fish
processors, and owners of fishing-related small businesses.
Since we launched our automated online tool for ease of
collecting grievances including community feedback, we
have ensured over 70% of grievances are resolved within
45 days and we are continuing to work towards closing
thegaps identified in the grievance mechanism review.
Together with our joint venture partners, we continue to
support the Fisherman’s Cooperative Credit Union (FACCU)
project, which aims to boost the fishing and associated
sectors and mitigate the impact of our offshore operations
on fishing livelihoods. At the end of 2025, the FACCU had
registered more than 3,000 members and since 2019 has
generated the significant economic benefits including
disbursing c.$1.9 million in small loans to more than
4,000beneficiaries.
During the year we contributed $200,000 to an ongoing
beach and sanitation project that promotes clean beaches
and enhances community livelihoods through commercial
initiatives involving the collection and processing of naturally
occurring sargassum seaweed and recycling plastic waste.
As the project becomes financially self-sustaining, our
financial contribution in the year ahead will reduce.
Contribute to socio-economic development
By contributing to socio-economic development, we support
our host countries and communities to become more
resilient. This aligns with our purpose of building a better
future through responsible oil and gas development and
supports our business success. Our ‘Accelerate Progress
through Partnership’ strategy is focused on:
• Creating jobs through supporting transferable skills
development and connecting youth to job opportunities.
• Strengthening local economies by supporting enterprise
development and local content.
• Building more resilient communities by increasing
household income and savings.
We align with national development and community
priorities on how we will support job creation and increase
employability and we apply the following principles when
selecting projects and partners:
• Deliverability of measurable social impact.
• Sustainable activities with financial and organisational
resilience incorporated from the outset.
• Provision of co-funding potential and the ability to scale.
Last year, in partnership with the Innohub Foundation, we
launched the Tullow Agriventures Programme. Established
to provide technical and business support alongside
funding to small- and medium-sized enterprises operating
in Ghana’s agricultural value chain, the programme has
continued to grow, and during 2025 over 1,000 jobs were
created and more than 420 businesses developed.
During the year we continued to support the development
of transferable skills through investment in accessible
education in Ghana and provision of tertiary scholarships.
Since 2020, we have invested $10 million, which has
provided dormitories and classroom blocks at 15 schools
in 11 districts, providing facilities for more than 5,000
students, making education in Ghana more accessible.
Progressing local content and supplier
capacity development
Local content is how we describe advancing local
businesses in our host countries. We nurture and engage
with local suppliers to enhance their capabilities so that
they are able to grow and expand their activities in the oil
and gas industry in their home country and beyond.
In 2025, we further expanded our collaboration with the
Petroleum Commission of Ghana (PC), providing our
industry expertise to advance local suppliers through
the Ghana Upstream Petroleum Business Academy and
the PC’s local content programme. During the year, we
delivered three training workshops through the PC/Tullow
Business Academy partnership initiative, which were
attended by more than 300 participants from the local
supplier community, as well as other joint programmes.
As part of our ongoing partnership with Accenture in
Ghana, the Tullow Supplier Mentoring and Training
Programme continues to enhance the capability of service
providers in Ghana’s oil and gas sector and improve the
knowledge ofPC staff. The programme consists of online
access toAccenture Supply Chain Academy’s i-cloud-
based learningplatform, as well as a tailored one-to-one
mentorshipand coaching programme with customised
business support. 76 local companies and eight
PCofficers graduated from these programmes in 2025.
Tullow Oil plc Annual Report and Accounts 2025 – 15
Strategic report Corporate governance Financial statements Supplementary information

Progressing our Net Zero by 2030 strategy
We support the goals of the 2015 Paris Agreement, namely,
to hold the increase in the global average temperature to
well below 2°C and pursue efforts to limit the temperature
increase to 1.5°C above pre-industrial levels.
We have committed to achieving Net Zero by 2030 on
ourScope 1 and 2 GHG emissions on a net equity basis
through a combination of decarbonising our operated
assets in Ghana and investing in high-quality, nature-based
solutions to offset our hard-to-abate emissions.
Further information about the impact of climate change
on our business and how we are managing it is set out
on pages 19 to 26.
Decarbonising our assets
During the year we have continued to progress our
NetZero by 2030 strategy.
Our nature-based programme with the Ghana Forestry
Commission, which we expect to offset 100% of our
residual hard-to-abate GHG emissions, is progressing well
(see the next page). To reduce flaring we are continuing to
upgrade our Jubilee and TEN facilities, including installing
new flare tips and implementing process improvements.
Becoming more energy efficient and using alternative
energy sources to power our offices and installations is
also a key focus.
While we did reduce flaring emissions by 22% during the
year (compared to 2024), we did not achieve our goal of
eliminating routine flaring by the end of 2025. This was
primarily due to ongoing facilities improvement works
aimed at eliminating gas handling constraints and
enhancing overall plant performance.
Our pathway to Net Zero
Scope 1 and 2 CO
2
e emissions, net equity basis
2020 emissions baseline
Nature-based carbon
offsets to mitigate
hard-to-abate emissions
Decarbonisation initiatives at
our Jubilee and TEN fields to
minimise routine flaring
Additional operational carbon
reduction initiatives
2020 2030
Care for people continued
Progressing local content and supplier
capacity development continued
To further promote transparent, trust-based relationships
with our suppliers and increase the involvement of
Ghanaian suppliers in our procurement activities and
operations, we hold quarterly Supplier Market Days on
specific topics related to supply challenges in our sector.
We also publish quarterly supplier newsletters to help our
suppliers understand how best to engage with us.
We continue to build our understanding of our supply chain
impacts through our innovative, proprietary local content
reporting tool (LCR Tool), which requests suppliers to self-
report their performance against several metrics including
spend on goods and services, employment, investment in
facilities and social investments. Data from the LCR Tool also
provides a rich database that local governments can use to
understand the broader benefits our business generates.
In 2025, 54 Tier 1 suppliers with contract values of $5 million
or greater provided information to our LCR Tool, with their
cumulative in-country spend in excess of $189 million.
Sustainability review continued
Achieve Net Zero
We are committed to mitigating the effects of global climate change through
implementation of our Net Zero by 2030 strategy.
16 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

Greenhouse gas emissions
Our Scope 1 emissions are predominantly caused by flaring and fuel to power the FPSOs. In 2025, our Scope 1 operated
emissions decreased by 17% compared to the prior year, and our net equity emissions for Scope 1 and 2 decreased by
30% against a 2020 baseline.
Details of our GHG emissions can be found in our Sustainability Performance Data at www.tullowoil.com/sustainability.
Total GHG emissions: thousand tCO
2
e
1
Operated 2025 2024 2023 2022
Scope 1 1,675 2,096 2,342 2,258
Scope 2 0.89 1.03 0.87 0.81
Scope 3 5,359 8,419 9,356 6,680
Total 7,034 10,516 11,699 8,939
Net equity 2025 2024 2023 2022
Scope 1 814 989 1,075 1,206
Scope 2 0.89 1.03 0.74 1.63
Scope 3 5,359 8,419 9,356 6,680
Total 6,174 9,409 10,432 7,888
1. GHG data are from controlled operations and the calculation methodology can be found in the Basis of Reporting and GHG Methodology documents
available at www.tullowoil.com/sustainability. There was an increase in Scope 3 emissions in 2023 due to an expanded basis of reporting to include all
material emissions associated with our value chain including purchased goods and services, capital goods and the use of sold products. Full details
of our Scope 1, 2 and 3 GHG emissions can be found in our Sustainability Performance Data at www.tullowoil.com/sustainability.
Energy consumption in gigawatt hours (GWh)
In 2025 total energy consumption in GWh was 2,637
(2024:2,705). Energy consumed in the UK and offshore
arearepresented less than 1% of the 2025 total energy
consumption, and fuel gas and marine gas oil from Ghana
operations represented 98%. Further information can be
found in our Sustainability Data book available at
www.tullowoil.com/sustainability.
Driving energy efficiencies and
emission performance
During the year, in line with our Climate Policy, we have
continued to drive energy efficiency through incremental
improvements across our operations and further invested
in onsite renewable energy generation to replace grid
power to help drive down emissions.
The carbon intensity of our operated activities in 2025
was 35 kg of CO
2
e per boe compared to 34 kg of CO
2
e
perboe in 2024. This represents an increase of 3% and
was driven by lower hydrocarbon production. Our 2025
methane emissions represent 10% of our total Scope 1
and2 emissions and are expected to gradually reduce
aswe continue to minimise flaring.
Invest in nature-based solutions for carbon offsets
Together with the Ghana Forestry Commission (GFC),
weare supporting a nature-based programme in the Bono
and Bono East regions of Ghana to mitigate the effects
ofdeforestation and offset a minimum of 600,000, and
potentially up to one million, tonnes of carbon emissions
per year. Final investment decision was taken in 2024 to
invest $90 million over 10 years. See page 37 of our 2024
Annual Report for further detail.
In 2025, the focus has been on project set up and strategic
relationship management. During the year key programme
milestones included selection of Steering Committee
members and compartment tree planting.
Tullow Oil plc Annual Report and Accounts 2025 – 17
Strategic report Corporate governance Financial statements Supplementary information

Manage environmental systems
We operate comprehensive systems to assess and manage
environmental risk and reduce negative environmental impacts.
We subscribe to the precautionary principle established in
1992 in the Rio Declaration on Environment and Development
and promote sustainable development through our operations .
We aim to comply with all applicable environmental laws
and regulations in all the countries in which we operate.
Our Ghana operations are certified to ISO 14001:2015
Environmental Management Systems Standard, ensuring
that the systems and processes which we apply to our
key operating assets are consistently maintained. In any
given year, our facilities undergo several internal and external
environmental audits. During 2025, these included audits
by the Ghana Environmental Protection Agency in our offices
in Accra and on our Jubilee and TEN FPSOs. In all cases, no
major non-conformances were identified, though minor
corrective actions were noted to improve overall procedures.
Reduce material use, waste and pollution
We operate a strict materials management system for sourcing
and supply of raw materials, working as far as possible to a
just-in-time protocol, which prevents accumulation of stocks
and potential waste. We collaborate across our supply
chain to match supply needs to our requirements in ways
that minimise logistics, packaging and volumes supplied.
We aspire to reduce all waste generated by our operations
with a goal of achieving zero waste to landfill at all our
sites. In 2025, total non-hazardous waste generated was
436 metric tonnes (2024: 423 metric tonnes) of which 55%
was recycled (2024: 43% was recycled). Similarly, total
hazardous waste generated was 403 and 345 metric
tonnes in 2025 and 2024 respectively with 81% treated in
both years. The increase in total hazardous waste
generated in 2025 compared to 2024 was driven largely by
a major FPSO maintenance shutdown undertaken
during the year.
We practice continuous monitoring and tracking of waste
volumes generated and provide monthly dashboards of waste
performance for review by senior leaders. We continue to
implement a rigorous programme of waste segregation,
aiming to reduce waste at source and recycle wherever
possible. In collaboration with waste management contractors
and other recycling initiatives, we have further developed
recycling and upcycling outlets for segregated plastic waste.
In Ghana, we comply with International Maritime Organization
International Convention for the Prevention of Pollution
from Ships (MARPOL) regulations with waste segregation
undertaken at source, both onshore and offshore.
Overall, our water impact is modest and water use
remains similar year to year, with minor changes due
to small differences in operations. More than 75% of our
water withdrawal is from seawater, with zero withdrawal
from surface water sources or areas of water stress.
Wastewater from all offshore installations is treated and
discharged to sea in accordance with Ghana EPA and other
legal requirements where applicable. An important aspect
of our environmental management plan is to ensure that
wastewater treatment facilities are in service so that discharges
meet relevant regulatory discharge limits for effluents.
Oil pollution is the key risk from our offshore operations
and we maintain robust contingency plans to address
potential oil spill containment and recovery. All our
operational crews are trained in spill management and
use of response equipment in the event of an oil spill.
We maintain a keen focus on minimising pollution through
prudent use of chemicals and minimal use of hazardous
chemicals. We have established a Radiation Protection
Programme that covers the management of radiation
sources and naturally occurring radioactive materials in our
operations, and we regularly train our employees and audit
our performance on this topic. Annual ambient air quality
monitoring is undertaken to measure concentrations of
gaseous pollutants in the ambient air on board our FPSOs
and at our Takoradi Logistics Base. All gaseous pollutants
are within regulatory limits.
We conduct annual environmental noise surveys to
assessnoise conditions within our operations, and to
ascertain if noise levels emanating from operations
have any detrimental impact to the local environment
or have potential to cause nuisance at our noise-sensitive
locations. In 2025, our noise levels continued to be within
the Ghana EPA ambient noise limits requirements.
Protect biodiversity and ocean health
We aim to protect biodiversity wherever we operate
and strive to minimise negative impacts of our
operations at the planning, exploration, development
and decommissioning phases. As well as minimising
land impacts, we place a strong focus on ocean health.
Following the nature baseline assessment completed
in2024, we published a Taskforce on Nature-related
Financial Disclosures (TNFD) Report in 2025. In it, we
outline our nature roadmap and associated No Net Loss
commitment to ensure that any losses occurring in our
operations are minimised, restored and balanced by gains
onsite or ecological equivalence offsite. A copy of our TNFD
Report, which also includes information about how we
support biodiversity through ongoing monitoring of water
quality, seabed conditions and marine life, is available at
www.tullowoil.com/sustainability/reporting-centre.
Responsible decommissioning
As we exit assets in our host countries, our objective is to
leave oil field sites with no negative impacts on biodiversity
or the environment in general. We work with in-house and
external specialists to decommission our assets, ensuring
compliance with applicable laws and regulations covering
decommissioning and that all oil field infrastructure is left
hydrocarbon-free. We remove and responsibly dispose of
above and below surface infrastructure in accordance with
‘As Low As Reasonably Practicable’ principles.
Respect the environment
We are committed to minimising our environmental impacts and protecting biodiversity.
Sustainability review continued
18 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

Governance
Board oversight of climate risks and opportunities
Annually the Board oversees the identification, assessment and response to principal risks, one of which is climate
change effects. Throughout the year it alsomonitors the effectiveness of our risk management process. Our CEO,
aBoard member, is ultimately responsible for ensuring climate risks and opportunities are identified, assessed
andeffectively managed. The climate governance framework that we operated during 2025 is set out below.
Climate governance framework
Board
• Ensures climate is taken into account when developing the Group’s strategy.
• Receives reports from the Safety and Sustainability, Audit and Remuneration Committees at each Board meeting (see page 50).
Audit Committee
• Oversees climate-related
financial disclosures.
• Ensures effectiveness of risk management
processes and controls.
Safety and
Sustainability Committee
• Assesses potential climate risks and
opportunities.
• Oversees the Group’s Net Zero strategy.
Remuneration Committee
• Sets the Group scorecard including targets
todeliver the Group’s Net Zero strategy.
See pages 56 to 59. See page 60. See pages 61 to 80.
Senior Leadership Team
• Implements the Group strategy, including the identification, assessment, management and disclosure of climate impacts, risks and opportunities.
• Oversight and monitoring of climate risks and opportunities and their incorporation into the Group’s risk registers delegated to specific SLT
members as detailed below.
CFO
• Ensures
implementation
consistent with
the TCFD
recommendations
including disclosure of
the impact of climate
risks in the financial
statements.
• Oversees resilience
testing (see pages
35 and 36).
Director of
Business
Services
• Oversees delivery
of sustainability
approach.
• Ensures effective
implementation
of actions to mitigate
climate risks.
• Leads discussions with
investors and other
stakeholders in relation
to Net Zero strategy
and management of
climate risks.
Director of Strategy,
Commercial
and Business
Development
• Ensures climate risks and
opportunities are
embedded in the
Group’s strategy.
• Assess GHG emissions
arising from new
investments and
incorporates shadow
carbon pricing in economic
business case analysis.
Ghana Managing
Director
• Oversees delivery of GHG
emissions reduction
projects in Ghana.
• Embeds climate reporting
into monthly operational
reporting.
General Counsel
• Ensures climate risks
are integrated into
principal risks.
• Oversees Group risk
registers to ensure
business units
incorporate
material climate risks.
• Ensures effective
controls are in
placeto manage
climate risks.
Head of EHS and Sustainability
• Supports SLT in assessing and managing climate risks. During 2025, responsibility was reallocated to the Ghanaian team.
Task Force on Climate-related Financial Disclosures (TCFD)
Sustainability is a core part of our strategy and we are committed to mitigating the effects of
global climate change. The disclosures below provide investors and other stakeholders with
information about climate-related impacts, risks and opportunities and the steps we are
taking to manage them.
In accordance with Listing Rule 6.6.6(8), our disclosures in relation to the TCFD recommendations are set out in this
section. We confirm that these disclosures are consistent withthe TCFD recommendations.
Tullow Oil plc Annual Report and Accounts 2025 – 19
Strategic report Corporate governance Financial statements Supplementary information

Governance continued
Board oversight of climate risks and
opportunities continued
Our Board members bring a diversity of skills and experience
to guide the business in climate matters (seepage 46). They
are responsible for ensuring theyremain sufficiently
informed of the climate-related issues and risks that could
impact our business and the broader energy sector, and
regularly seek relevant external perspectives.
During the year the Board received regular updates on
climate risks and opportunities from the Audit Committee
and the Safety and Sustainability Committee. As part of its
Board-delegated responsibility for overseeing thedelivery
of our Net Zero strategy, during 2025 the Safety and
Sustainability Committee considered reports provided by
the Director of Business Services and the Ghana Managing
Director about our Net Zero strategy and progress to date.
The Audit Committee also received an update on our
approach to managing climate effects, one of our principal
risks (see page 31), as part of its annual assessment of the
Group’s risk management process.
The Board has embedded climate-related metrics in our
KPIs and remuneration arrangements (see page 66). On an
annual basis it reviews our Climate Policy, which sets out
how we identify climate risks and opportunities and how
these are integrated into the business as we respond to the
energy transition. A copy of our Climate Policy is available
at www.tullowoil.com/sustainability.
Following a review of the Board’s Committee structure (see
page 45), the Board assumed the responsibilities of the
Safety and Sustainability Committee, which was then
dissolved.
Management’s role in assessing and managing
climate risks, impacts and opportunities
The SLT is responsible for implementing our strategy,
including the identification, assessment, management
anddisclosure of climate risks.
Members of the SLT are responsible and accountable for
overseeing and monitoring climate-related matters that
fallunder their remit (see governance framework on the
previous page), and for embedding risks, opportunities
and scenario assumptions into our risk management
process. Each member of the SLT reports to our CEO and
the SLT provides updates to the Safety and Sustainability
Committee at least three times a year.
The Group Sustainability, Environmental and Health and
Safety and Asset Integrity teams support management
in assessing and managing climate risks and impacts.
Theyprovide monthly updates on the implementation
ofour Net Zero strategy as part of regular performance
reviews, along with any relevant updates on further
opportunities to reduce operational emissions and
external climate change impacts that could affect our
business. Over the course of 2025, this responsibility
wasreallocated to the Ghanaian team.
Strategy
Climate risks and opportunities identified over
the short, medium and long term
Our purpose is to build a better future through responsible
oil and gas development, and our corporate strategy,
underpinned by our sustainability approach (see pages 11
and 18), supports its fulfilment.
Our Net Zero by 2030 strategy is focused on managing
and reducing our GHG emissions, supporting host country
governments’ climate strategies and managing the wider
transition risks detailed below. More detail about our Net
Zero strategy is included on pages 16 and 17.
In June 2025, the UK Government opened a consultation
on a draft UK Sustainability Reporting Standards (SRS),
which are based on the International Sustainability
Standards Board’s (ISSB) IFRS S1 and S2 standards.
Theconsultation closed in September 2025 and in
February 2026 the Financial Conduct Authority (FCA)
issued its consultation on changes to the Listing Rules
toreflect the SRS. Subject to the final SRS, the FCA is
aiming to finalise any changes and publish its policy
statement in autumn 2026.
Task Force on Climate-related Financial Disclosures (TCFD) continued
20 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

Transition risks and opportunities
Our climate risks and opportunities are detailed below and the process we implement to identify them is described
onpage 26.
Category Description
Timeframe* &
Likelihood** Potential impact Mitigations
Current and
emerging
regulation
• Limitations on our ability
to implement our
strategy as a result of
new climate regulation,
including international
measures to limit use
of fossil fuels or curtail
GHG emissions.
Timeframe:
Short–Medium
Likelihood:
Possible
• Decreased profitability due
to implementation of carbon
pricing mechanisms.
• Regulatory constraints
limiting hydrocarbon
commerce.
• Increased costs from
complying with new
regulations such as carbon
pricing or enforced
stranding of assets.
• Opportunity to decarbonise
business faster with a
stronger business case
supported by carbon
price signal.
• Use shadow carbon price of
$25/tCO
2
e emissions for all new
investment decisions where
acompliance carbon pricing
mechanism is not available.
• Continue to implement our Net Zero
by 2030 strategy.
• Engage with host countries’ relevant
bodies to understand and align with
their long-term strategies.
• Track developments on carbon
and GHG pricing mechanisms and
understand offset opportunities in
host countries.
• Undertake accurate, independently
assured emissions accounting.
• Engage with industry associations
to keep track of developments.
• Ensure compliance with disclosure
regulations and standards.
Financial • Perception of increased
risks relating to the oil
and gas sector, or our
strategy.
Timeframe:
Short–Medium
Likelihood:
Possible
• Increased cost of capital
or insurance.
• Reduced, or more
conditional, access to
capital or insurance.
• Shareholder activism.
• Longer-term opportunity
to diversify capital sources
following successful
decarbonisation strategy.
• Target more diversified sources
of financing.
• Reduce financing costs and need
for capital by reducing total debt.
• Continue to implement our Net Zero
by 2030 strategy.
• Provide financial institutions with
regular progress updates in relation
to our decarbonisation plan.
• Reduce cost base to be competitive
in lower oil price environment.
• Continue to explore measures to
reduce the carbon intensity of our
portfolio to support diversification
of financing.
Technology • Competitors
decarbonise their
businesses and transition
to renewable energy
sources or reduce
emissions quicker
through effective use
oftechnology.
• Acceleration of transport
electrification,
displacement of fossil
fuels in power
generation, enhanced
energy efficiency and
behaviour change may
speed up the decline of
hydrocarbon demand.
Timeframe:
Medium–Long
Likelihood:
Likely
• Accelerated oil demand
peak and a subsequent
reduction in demand
threatens our
business strategy.
• Unable to compete
with peers who
decarbonise quicker.
• Benchmark against peer
group carbon intensity.
• Monitor technology advances
aimed at improving energy
efficiency and lowering GHG
emissions and carbon intensity
of our portfolio.
• Continue to utilise scenario analysis
and monitor global energy outlook
to inform business strategy.
** Likelihood of incident occurring
Remote: <1%
Unlikely: <5%
Possible: 5–25%
Likely: 25–75%
Extreme: >75%
* Timeframe
Short: 0–5 years
Medium: 5–10 years
Long: 10+ years
Tullow Oil plc Annual Report and Accounts 2025 – 21
Strategic report Corporate governance Financial statements Supplementary information

Category Description
Timeframe* &
Likelihood** Potential impact Mitigations
Reputation • Reputational damage
due to the failure to
mitigate the carbon
intensity of our business
or implement a credible
emissions reduction
strategy.
Timeframe:
Short–Medium
Likelihood:
Possible
• Negative impact on
share price.
• Shareholder activism.
• Challenges in attracting
and retaining talent.
• Reduced, or more
conditional, access
to capital.
• Reduced or more
conditional access to
new licences.
• Loss of revenue.
• Communicate regularly with all
stakeholders and provide financial
impact information.
• Continue to implement our
Net Zero by 2030 strategy.
• Supporting a nature-based
programme in Ghana to mitigate
deforestation and offset carbon
emissions. See page 17.
• Engage with host governments
to ensure understanding and
alignment with our Net Zero
2030 strategy.
• Ensure climate risks and
opportunities are factored into
all new investment decisions.
Legal • Litigation, including class
actions from communities
and other stakeholders,
relating to climate-related
matters including
misrepresentation
ofcarbon neutral
products, failure to meet
Net Zero goals and the
impact of operations on
the climate.
Timeframe:
Short–Long
Likelihood:
Possible
• Increased legal costs.
• Reputational damage.
• Potential restriction of
producing assets and/or
exploration activity.
• Criminal prosecution,
severe fines or penalties.
• Requirement to set
more ambitious
decarbonisation targets.
• Disclose climate risks to investors
and other stakeholders.
• Undertake accurate, independently
assured carbon accounting.
• Communicate our Net Zero 2030
strategy and the role of carbon
offsets to meet our Net Zero target.
• Continue to implement our Net Zero
by 2030 strategy.
• Engage with host governments
and wide network of stakeholders
to ensure understanding and
alignment with our Net Zero
2030 strategy.
• Provide employees with regular
sustainability updates which
continue to emphasise the critical
importance of delivering our
Net Zero by 2030 strategy.
Market • Ongoing oil market
uncertainty, particularly
given the likely structural
shift in oil use in the
decades after 2030.
Timeframe:
Medium–Long
Likelihood:
Likely
• Changes in product supply
and demand.
• The repricing of carbon-
intensive assets and more
rapid asset impairment.
• Potential stranded assets
due to impairment arising
from lower oil price.
• Reduced cash flow from
lower oil price.
• Increased costs due
to pricing effects on
supply chain.
• Stress test our portfolio to ensure
its core assets are resilient at lower
oil price levels.
• Reduce cost base to be competitive
in lower oil price environment.
• Continue to implement our Net Zero
by 2030 strategy.
• Engage with host governments
to ensure understanding and
alignment with our Net Zero
by 2030 strategy.
• Maintain watching brief on market
conditions to assess potential
pricing effects across the business.
Task Force on Climate-related Financial Disclosures (TCFD) continued
Strategy continued
Transition risks and opportunities continued
22 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

Physical climate risks
We assess acute physical climate impacts on our existing assets and incorporate meteorological and climate conditions
into operational design and project considerations.
We continue to evolve our understanding of physical climate risks across our operations.
Category Description
Timeframe* &
Likelihood** Potential impact Mitigations
Acute • Physical risks include
heatwaves, drought,
flash flooding, coastal
flooding and increased
storm frequency
1
.
Timeframe:
Short–Long
Likelihood:
Likely
• Rising temperatures and
frequent heatwaves have
the potential to increase
costs and impact worker
health and safety.
• Threat to infrastructure from
more extreme weather
events and flooding lead to
increased insurance costs.
• Conflict in water-stressed
or climate-impacted regions
impacts operations, social
licence to operate, political
stability and potential loss
of production.
• Business continuity risk due
to increased storms at ports
making access to offshore
vessels more challenging.
• Inability to access onshore
equipment, offices and
consumables that support
our offshore operations
impacts production and
results in increased
underwriting costs. We
experienced a flooding
incident in Takoradi in 2022
and a few flooding incidents
in our Accra offices that led
to disruptions to employees
and the business from an
inability to access the
offices and warehouses.
• Implement Group Safe and
Sustainable Operations Policy
andsupporting operational safety
standards including requirements
to manage physical climate risks.
• Established proven, tested and
effective business continuity
and crisis management plans
and preparedness.
• Insure core assets.
• Review vulnerability of core
operated and non-operated
production assets to acute and
chronic physical risk and take
action, as far as possible, to
manage and mitigate such risks.
• Identify and assess impact of
physical risks on finances,
operations risk and wider business.
• Updated risk management
processes in place to ensure robust
route planning during the main
wet season.
• Provide additional training on land
transport safety and dynamic
risk assessment.
• Undertake periodic asset surveys
covering metocean conditions and
fatigue analysis of offshore assets.
Chronic • Rising sea levels, changing
metocean conditions
(e.g. increased wave
height), warming ocean
temperatures and
increased ground
surface temperatures.
Timeframe:
Long
Likelihood:
Likely
• Increased sea temperatures
impact water use in
operations and sustained
heat may impact worker
health and safety.
• Conflict in water-stressed
or climate-impacted regions
affects operations, social
licence to operate, political
stability and production.
• Implement Group Safe and
Sustainable Operations Policy
and supporting operational safety
standards including requirements
to manage physical climate risks.
• Review vulnerability of core
operated and non-operated
production assets to acute and
chronic physical risk and take
action, as far as possible, to
manage and mitigate such risks.
• Identify and assess impact
of physical risks on finances,
operations and wider business.
1. Based on research we commissioned Verisk Maplecroft to undertake on the following production assets: Ghana (offshore production, onshore
logistics and office sites), and Kenya (onshore field development area and office site, Lamu Port). As part of the research, considered future climate
scenarios to 2050 based on the Representative Concentration Pathways developed by the Intergovernmental Panel on Climate Change (IPCC).
Tullow Oil plc Annual Report and Accounts 2025 – 23
Strategic report Corporate governance Financial statements Supplementary information

Strategy continued
Physical climate risks continued
Impact of climate risks on our business, strategy and financial planning
We assess the impact of climate risks and opportunities on our business by analysing a range of metrics including the
impact on profitability, access to new markets and cost and access to capital.
We also analyse the impact of oil prices as oil price fluctuation has the most impact on our business. This approach
aligns with the metrics we use to measure our performance and the information we provide to our investors.
Using the International Energy Agency (IEA) energy scenarios below, we assess the impact on operational cash flow
(OCF) generated from our existing production portfolio over one, five and ten years, which is consistent with our
viability assessment (see pages 35 and 36).
IEA scenarios used to test impact on OCF
Scenario Key assumptions
Net Zero by 2050 (NZE) • Oil demand drops to 58 mb/d by 2035.
• No new oil and gas fields approved for development, with producers focusing on output from
existing assets.
Current policies (CPS) • Oil demand rises by more than 5 mb/d to reach 105 mb/d in 2035.
• New developments in regions where production costs are relatively high driven by increased oil
prices as a result of higher demand.
Stated policies (STEPS) • Global oil demand peaks in 2030.
• New oil and gas projects needed with shorter lead times and payback periods.
The impact to OCF per annum is calculated as a percentage for each period and reported against three broad bands
of income (see below). We do not consider future developments or exploration opportunities as it is difficult to be
specific about the impact of the scenarios due to the high degree of uncertainty associated with future growth.
OCF impact 1 year 5 years 10 years
NZE 1% -8% -21%
CPS 1% 25% 33%
STEPS 1% 20% 24%
We develop our own oil price assumptions for business planning purposes that are informed by a range of external
forecasts and our in-house expertise. The oil price assumptions we apply are more conservative than the STEPS and CPS
scenarios, but higher than the NZE scenario. Given the STEPS scenario is a conservative benchmark for future oil prices,
reflectingglobal policies as at the end of 2025, we consider our current planning assumptions to be a fair consideration
of oil market conditions over the medium term. Based on the oil price trajectories in the NZE scenario, theIEA predicts
a more challenging oil price environment should the assumptions in this scenario materialise.
To complement our assessment of oil price impacts on OCF, we incorporate the IEA NZE emerging markets shadow
carbon price scenarios into decisions about new investments and our annual business planning cycle.
As calls for compliance-based carbon pricing mechanisms increase, we continue to monitor carbon pricing mechanisms,
including emissions trading schemes, carbon taxes and carbon border adjusted mechanisms to understand the potential
impact on our business.
We also continue to consider the impacts of an increased cost of capital on our business, by running scenarios on the
weighted average cost of capital. This reflects our ongoing assessment of how we can access diversified forms of capital,
that might be more expensive, to support delivery of our strategy.
We continue to evolve our understanding of the impact of physical climate risks to our assets. We monitor changes in
metocean conditions through periodic asset surveys to understand potential impacts of changing conditions on our
offshore assets. Findings from these surveys inform our asset planning and management.
The climate risks and opportunities that could have a potential impact on our business are detailed in the tables on
pages21 to 23. The potential financial impacts are set out on the next page. Further information is included in note 26
tothe financial statements.
Task Force on Climate-related Financial Disclosures (TCFD) continued
24 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

Risk Timeframe Financial impact Methodology
Substantive
transition risks
Market – the NZE scenario
would trigger reductions in
cash flows resulting in an
additional impairment to
property, plant and equipment.
Medium
(5 years+)
Impairment charge of $41.4
million (remaining carrying
value of TEN cash-generating
unit at $nil).
Impairment of physical assets
under the NZE scenario is
determined by calculating the
impact of reduced oil price on
revenues generated by operated
production assets in Ghana.
Market – the NZE scenario
could expedite the energy
transition resulting in
decommissioning taking
place earlier than anticipated.
Long
(10 years+)
No impact to cessation of
production assumptions for
the Ghana assets. The risk on
the timing of decommissioning
activities is limited, supported
by plans to fully produce fields
in the foreseeable future.
Decommissioning timelines could
be brought forward under the NZE
scenario as a result of decreased
cash flows from reduced oil price.
Quantification of this impact is via
an assessment of the economic
cut-off point for each asset when
using the lower NZE scenario
projected oil prices.
Substantive
physical risk
Onshore facilities which
support Ghana production
operations may be impacted
by acute physical risks
including an increased risk
of flooding or fire associated
with more intense
weather events.
Acute climate
physical risks
In a worst-case flood/fire
event the business could
experience an increase in
insurance premium or lost
production primarily arising
from supply chain risks
(increased length of time to
fabricate spares/critical
equipment).
Insurable loss of $310 million:
items are split between
c.9 onshore warehouse or
storage facilities, hence the
accumulation per site is
much smaller (largest site
c.$68 million).
The value of consumables in our
onshore Ghana supply hubs may
be affected by an increasing
frequency of flood events or other
natural catastrophes e.g. fire.
Storage locations and values
are regularly checked to ensure
appropriate insurance cover
is in place.
The impact to our business would
be realised via an increase in
insurance premium and/or lost
production with a corresponding
impact to OCF, primarily as a result
of length of time to source and
replace critical spares and
equipment. While these risks are
considered to be unlikely, we
continually review our inventory of
critical spares and equipment
required to maintain production.
Resilience of our strategy, taking into consideration different climate scenarios, including a 2°C
orlowerscenario
Based on our assessment of the likely impact of climate risks and opportunities on our business, together with the actions
we are taking to mitigate risk, our strategy is resilient and positions us well to fulfil our purpose.
Our climate risks are likely to materialise over the medium to long term. Based on our analysis, transition risks from oil
demand and price decline, carbon price exposure and access to and cost of capital are likely to be the most material.
Ourstrategy takes these factors into account and focuses on infrastructure-led opportunities with short payback periods
that align with host government policies.
To ensure our business remains resilient in a low oil price environment, we are focused on operational and financial
efficiency as a core priority. Whilst we recognise that the oil price assumptions in the IEA NZE and CPS scenarios would
have a negative impact on our OCF, the medium- to long-term assumptions for the STEPS scenario would have a positive
impact on our OCF.
Climate-related financial impacts
Tullow Oil plc Annual Report and Accounts 2025 – 25
Strategic report Corporate governance Financial statements Supplementary information

Strategy continued
Climate risk management
Describe the processes for identifying
andassessing climate risks
Climate risks are reviewed on an ongoing basis by different
teams across the business (e.g. insurance, corporate finance,
asset integrity) when seeking to access future capital and
insurance, and when planning future asset design.
As part of our process for identifying and assessing
climate risks, we consider information provided by industry
bodies and leading international financial institutions
including the IEA, the Intergovernmental Panel on Climate
Change, the International Petroleum Industry
Environmental Conservation Association and the World
Bank. We also consider the ongoing work of the Financial
Stability Board,Network for Greening the Financial System
and keyassessment and understanding of risk in core
regions of operation and for various aspects of
our business.
Describe the processes for managing climate risks
Describe how processes for identifying, assessing,
and managing climate risks are integrated into
overall risk management
‘Climate change impacts’ is one of our principal risks
(see page 31), the management of which forms part of
our overall enterprise risk management (ERM) process
that is described on pages 27 to 29. All climate risks
identified on pages 21 to 23 are incorporated into our ERM
process, with ongoing risk management led by functional
teams. Our Power BI dashboard, which enables real-time
risk monitoring and analysis, links climate-specific risks to
functional risks, such as access to capital and oil demand,
and provides a Group-wide view of the interconnectedness
of risks and the mitigating actions.
Climate metrics and targets
Metrics used to assess climate risks
and opportunities in line with strategy and risk
management process
The metrics we use to assess and monitor our climate risks
and opportunities are outlined below.
Category Description
Transition risks Emissions
• Net equity Scope 1 and 2 GHG emissions.
• Operated Scope 1 and 2 GHG emissions.
• Operated Scope 1 and 2 methane emissions.
• Net equity carbon intensity.
• Operational carbon intensity.
• Scope 3 emissions.
Decarbonisation spend
• Capex on decarbonisation projects.
• Carbon offset spend.
Carbon pricing
• Proportion of GHG emissions subject
to carbon pricing mechanisms.
• Internal carbon price used for new
investments/acquisitions.
Physical risks • Production assets in areas of water stress.
• Maximum anticipated single-site insurable
loss to onshore facilities due to physical
risk (flood, fire).
Metrics to track routine flaring minimisation and the Ghana
carbon offset project are determined by the Board
annually and are embedded in the sustainability metric
inour corporate scorecard (see page 66). In 2025,
theclimate-related metric contributed 3.2% of the total
scorecard. Performance against all scorecard metrics is
tracked throughout the year, and the Board receives
regular progress updates.
Scope 1, Scope 2 and, if appropriate, Scope 3
greenhouse gas (GHG) emissions, and related risks
We currently disclose our operated and net equity Scope 1
and 2 emissions, and eight of the fifteen Scope 3
emissions categories set out in the Greenhouse Gas
Protocol Corporate Standard (see page 17).
Targets used to manage climate risks and
opportunities and performance against targets
We are committed to achieving Net Zero by 2030 on our
Scope 1 and 2 net equity emissions.
Task Force on Climate-related Financial Disclosures (TCFD) continued
26 – Tullow Oil plc Annual Report and Accounts 2025
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Risk management and principal risks
Effectively managing our risks and opportunities is critical in ensuring we achieve
our strategic objectives and protect shareholder value.
Risk oversight and governance
A risk-focused culture and consistent risk management framework are embedded across Tullow at all levels and are
driven by the Board. The Board is responsible for ensuring we maintain an effective risk management and internal control
system and it works closely with the SLT to ensure this is in place. The Board oversees the identification, assessment and
mitigation of the risks that could affect our business, including those risks that could threaten our strategy, operating
model, performance, solvency and liquidity.
The Audit Committee oversees risk management and internal control processes across the Group to ensure that they are
effective. The Audit Committee is also responsible for overseeing our internal audit programme and, with the support of the
SLT, undertakes an annual review of internal control effectiveness, which it reports to the Board. The latest internal control
effectiveness review was undertaken and reported to the Board in November 2025. The effectiveness of internal controls was
again considered by the Board in April 2026 as part of the Annual Report approval process. See pages 58 and 59.
The SLT is collectively responsible and accountable for the risk management processes that operate across Tullow, with
individual members taking ownership for risks that fall in their business area.
Risk management framework
Our risk management framework (see below) takes a ‘top-down, bottom-up’ approach and is embedded throughout
Tullow. This structure ensures ownership and responsibility for identification, assessment and management of key risks
and opportunities at all levels of the Company. Development of the framework and further strengthening of our
processes and controls is an ongoing process.
For the year ending 31 December 2026, Provision 29 of the 2024 UK Corporate Governance Code will require
the Board to:
• Carry out, at least annually, a review of the effectiveness of all material controls, including financial, operational,
reporting and compliance controls.
• Describe in the company’s annual report how the board monitored and reviewed such frameworks.
Top down / Bottom up
Risk management framework
Board
• Sets risk appetite.
• Oversees identification, assessment of and response to principal risks.
• Monitors effectiveness of risk management process.
Audit Committee
• Oversight of risk management and internal control processes.
• Oversees independent, objective and competent internal audit function.
• Oversight of compliance with legal, ethical and regulatory expectations.
Senior Leadership Team
• Sets tone for an effective risk management culture.
• Identifies and assesses principal risks.
• Determines principal risk mitigation actions and monitors their effectiveness.
• Oversees and supports business leadership’s risk identification processes and challenges their risk assessments.
Business management
• Identifies risks.
• Implements controls to
manage and mitigate risks.
Business leadership
• Sets framework and embeds
effective risk management
practices.
• Challenges business
management on risks identified
and their management.
• Monitors compliance with
fundamental standards.
• Undertakes regular reviews.
Internal audit
• Undertakes risk-based internal audit
reviews of governance and internal
controls across all levels of the Group.
• Identifies areas of exposure
and monitors implementation
of actions to address.
First line of defence
(ownership and management)
Second line of defence
(risk management oversight)
Third line of defence
(independent assurance)
Tullow Oil plc Annual Report and Accounts 2025 – 27
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Risk management framework continued
• Disclose a description of how the board has monitored and reviewed the framework’s effectiveness, a declaration
ofeffectiveness of material controls as at the balance sheet date, and a report on outcomes and activities.
In 2024 the Board initiated a project, building on the existing risk and control frameworks, to identify material risks and
associated controls, and develop the assurance and reporting to allow the Board to meet the requirements of Provision
29. The project is on track.
Risk appetite
The Board sets Tullow’s risk appetite. In doing so it recognises that risk cannot be fully eliminated and that certain
risks must be accepted if we are to deliver our strategy. On an annual basis the Board reviews our risk appetite to
ensure that it reflects the current external and market conditions. The last review was undertaken in November 2025.
The level of risk we are prepared to tolerate in relation to each of our risk categories and principal risks is detailed
in the table below. Our principal risks are included on pages 30 to 34.
Risk category, strategy and risk Risk appetite
Strategy
Endeavour to be nimble, opportunistic and adaptable to
changing market conditions.
Principal risks:
1
Accept investing in developing economies without
established oil and gas industry; but Refrain from
investingin high-risk areas as determined by the Board.
Accept current asset concentration and balance between
short- and long-term investments; but Refrain from excessive
further concentration in significant E&A or development assets.
Financial
Adopt a prudent approach to financial planning including
diversifying our funding sources and their maturities, applying
disciplined capital allocation, and maintaining debt levels at
a manageable level.
Principal risks:
3 6
Accept temporary erosion of financial strength due to
adverse market conditions provided a recovery plan in place.
Prevent significant impact of oil price volatility on revenue.
Prevent significant unexpected costs, write-offs or loss of
significant revenue sources.
Organisation
Promote a flexible, performance-driven and risk-conscious
culture aimed at delivering optimal business performance.
Maintain a sustainable and diverse workforce with strong
leadership and robust succession planning.
Principal risks:
7
Prevent misalignment of organisation to strategy and
actively manage current diversity levels and speak-up culture.
Health and safety and security
Operate in a manner that reduces risk to as low a level as is
reasonably practicable.
Principal risks:
2 3
Prevent major environmental, health and safety issues
andsecurity incidents.
Stakeholders
Nurture relationships with host governments and all stakeholders
based on integrity, mutual trust and transparency with a goal
of sharing prosperity.
Principal risks:
3 4
Accept changes in shareholder base but
Prevent deterioration in relationships as a result
of miscommunication, error or market abuse.
Prevent escalation of stakeholder disputes but Accept
theneed to protect the Company’s rights and interests in
relation to fundamental issues e.g. sanctity of contracts
and issues jeopardising commerciality of assets.
Cyber
Plan, design and operate information security systems to
eliminate risk where practical and otherwise to as low a level
as reasonably practicable.
Principal risks:
9
Prevent serious impacts from probable cyber attacks.
Conduct
Maintain high-ethical culture and business conduct standards,
implement systems to both prevent and to respond to any
serious incidents.
Principal risks:
8
Prevent serious breaches of code of ethical conduct,
majorlaws or regulations.
Risk management and principal risks continued
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Risk identification and assessment
Management within each business function is responsible
for identifying the key risks in their area and for establishing
appropriate and effective management processes to
control and mitigate the impact of such risks. All identified
business function key risks are consolidated into risk
registers, which business function management review
and assess on at least a quarterly basis taking into account
likelihood of occurrence and potential impact in relation
tothe Company’s risk categories (see previous page).
The leaders of each business function review and re-
assess the risk registers covering their areas to evaluate
the strength of existing controls and determine whether
mitigation actions need to be revised to ensure that risk
levels continue to align with the Company’s risk appetite
as set by the Board.
Using the risk registers, the SLT identifies the principal
risks, which can be either a single risk or a set
of aggregated risks, which, taken together, could have
a significant impact on our strategy, performance or
solvency. Members of the SLT are assigned ownership
of and are accountable for stewardship of each of the
principal risks. The SLT reviews and discusses the principal
risks bi-annually to determine whether mitigations are
being effectively executed within the agreed timeframe
and whether changes should be made to the principal
risks, including whether any risks should be elevated into
the principal risk category.
The principal risks, together with the controls and actions to
mitigate their impact, are discussed by the Board bi-annually
to provide ‘top-down’ challenge and support. The result
ofthis review is communicated back to the SLT and the
business function leaders to facilitate risk awareness and
effective decision making throughout the organisation.
Our principal risks
Our current principal risks, which are set out on pages 30
to 34, are based on the Board’s assessment as at
31December 2025. They also reflect any material changes
and developments, and associated mitigating actions,
including changes in the severity or likelihood of existing
risks and the nature of emerging risks, that have occurred
between the year end and the date of this Annual Report.
Following the sale of the Kenya and Gabon assets the
‘Value not unlocked’ risk was downgraded from being a
principal risk.
Our assessment of the likelihood of our principal risks
occurring and the potential impact, before taking into
account the risk management processes and mitigation
actions we implement, is summarised below.
Remote Likelihood Likely
Low Impact Very high
Principal risks
5
3
9
1 2
7
4
6
8
Emerging risks
Emerging risks are discussed by the Board and the SLT periodically throughout the year and are formally considered
bythe Board every six months as part of the bi-annual principal risks review process.
The Board defines an emerging risk as a changing risk which may have been considered previously but has not been
fullyreflected in the identified principal risks and, in some cases, may not be likely to materialise for several years. Such
emerging risks may have significant implications on our business model and our ability to achieve our strategic goals
andcould result in significant harm or loss to our stakeholders.
Principal risks:
1
Business plan not delivered
2
Asset integrity breach
3
Geopolitical risk
4
Climate change effects
5
Major accident event
6
Insufficient liquidity and funding capacity
to sustain business
7
Capability cannot be attracted, developed
or retained
8
Compliance or regulatory breach
9
Major cyber disruption
Tullow Oil plc Annual Report and Accounts 2025 – 29
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Our principal risks
Risk, category and owner
Residual risk
profile change
during the year Mitigation
1
Business plan not delivered
Causes and threats:
• Decline, or problems with the performance, of wells or facilities
could result in not meeting planned production levels.
• Failure to maintain the business via targeted investment
inexisting fields.
• Inability to achieve joint venture partner alignment on optimal
programmeactivity.
• Production equipment failure.
• Ineffective procurement process.
• Inability to influence operator schedule (non-operated portfolio).
• Obligation to operate and decommission end-of-life assets.
• Inadequate insurance.
Consequences:
• Reduction in production, revenue and cash flow.
• Longer-term production targets not met.
• Impairment of asset values.
• Inability to refinance.
• Damage to stakeholder reputation.
• Implement cross-discipline integrated
performance management and
planning and maintenance and
integrity management covering
all equipment classes.
• Manage and oversee JV Partners to
ensure plans are implemented effectively.
• Engage in bilateral discussions with
operators and regulators to manage
continuing costs and production.
• Manage operations and
oversee contractors.
• Integrated Ghana activity planning
including loss management, decline
forecasting and work streams
improvements.
• Drilling campaign in 2025 and 2026.
• Monitor TRACS annual reserves audit.
• Manage decommissioning liabilities
on an ongoing basis.
• Control end-of-life asset budgets
and focus on safety and
immediate production.
• Schedule capex to spread impact
oncash flow.
Category: Strategy
Owner:
Jean-Medard Madama, Ghana Managing Director
2
Asset integrity breach
Causes and threats:
• Aged infrastructure and under investment in upkeep may
result in equipment failure.
• Failure to adhere to procedural requirements resulting
inequipment operation outside safety limits.
• Leakage from wells planned to be decommissioned
(non-operated portfolio).
• Lack of operator integrity in non-operated portfolio.
• Project-based execution or delivery failure.
• Breach of normal operating envelope of key offshore
equipment.
• Slippage in maintenance schedule leading to failure
ofoperational critical equipment.
Consequences:
• Loss of production, revenue and cash flow.
• Extensive damage to facilities, people and environment.
• Damaged relations with JV Partners and host governments.
• Damaged reputation as a credible asset operator.
• Implement asset and well integrity
maintenance programmes.
• Oversee contractor activities.
• Undertake root cause failure analysis
for every incident and capture near-
miss lessons learned.
• Implement well-developed emergency
response plan, incident management
framework and associated
training programmes.
• Audit non-operated joint venture
partner operators and Kosmos audits
ofGhana assets.
• Seek expert external advice
when appropriate.
• Workstreams to improve
maintenance performance.
• Implement internal assurance
andauditprogrammes.
Category: Health and safety and security
Owner:
Jean-Medard Madama, Ghana Managing Director
Residual risk profile change
No
change
Increasing
risk
Decreasing
risk
30 – Tullow Oil plc Annual Report and Accounts 2025
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Risk, category and owner
Residual risk
profile change
during the year Mitigation
3
Geopolitical risk
Causes and threats:
• Macro-economic effects of USA politics.
• Changing fiscal or regulatory requirements during political
transition periods e.g. demands for decommissioning funds.
• Failure to manage relationships with key host government or
community stakeholders or regulators.
• Supply chain disruption.
• Third-party influence on host governments.
• Delays in obtaining approval from the Government of Ghana
fornew initiatives.
• International sanctions affect our supply chain or oil sales.
Consequences:
• Delay and resulting impact on decision making by host governments
and local partners may also impact security arrangements.
• Efficient operations obstructed.
• Inability to deliver wider business plans.
• Increased costs and financial loss including demand for
unitisation payments from adjacent block owners.
• Ghana Revenue Authority tax demands.
• Inability to create value on TEN.
• Required to contribute to decommissioning funds as a result
of new fiscal requirements.
• Operate extensive relationship
management plan covering
governments.
• Align business plans with
national priorities.
• Communicate positive impact
ofactivities on host nations and
communities.
• Include robust stabilisation clauses in
Petroleum Agreements and Production
Sharing Contracts to protect against
unreasonable demands.
• Closely monitor political and economic
developments in Ghana.
• Strict compliance with regulations.
Category: Stakeholder and Financial
Owner:
Jean-Medard Madama, Ghana Managing Director
4
Climate change impacts
Causes and threats:
• Regulatory constraints, carbon pricing mechanisms, low oil
price or conditional access to capital impacting operations
or operating cash flow.
• Failure to align with broader energy transition goals that
challenge business strategy.
• Inability to minimise routine flaring.
• Inability to deliver nature-based carbon offsets.
• Oil price changes.
• Increasing emissions.
• Failure to understand physical risks and their impact.
Consequences:
• Inability to implement our strategy, loss of licence to operate
and reputational damage.
• Reduced access to capital.
• Assets become stranded or uneconomic.
• Ability to attract and retain talent impeded by perceived lack
of commitment to sustainability.
• Operations impacted by lack of equipment or supplies due
to physical risks e.g. flooding.
• Legal challenges or fines for failure to eliminate routine flaring.
• Reputational challenge from internal and external stakeholders.
• Stress test portfolio to ensure core
assets are resilient in different oil
andcarbon price environments.
• Implement our Net Zero by 2030
strategy (see pages 16 and 17).
• Review Climate Policy annually
at Board level.
• Embed climate considerations
in decision making.
• Implementing nature-based carbon
offset project to deliver at least 600 KT
of carbon offsets.
• Include stabilisation clauses in
Petroleum Agreements.
Category: Stakeholder
Owner:
Julia Ross, Director of Business Services
Tullow Oil plc Annual Report and Accounts 2025 – 31
Strategic report Corporate governance Financial statements Supplementary information

Risk, category and owner
Residual risk
profile change
during the year Mitigation
5
Major accident event
Causes and threats:
• Asset integrity failures and/or extensive damage to facilities.
• Failure, ours or our contractors, to meet safety standards
or adhere to procedural requirements.
• Major incident due to operation of equipment outside safe
operating limits.
• Equipment or piping failure due to ageing infrastructure.
• Collision or contact between FPSO and mobile vessels.
Consequences:
• Loss of life, environmental damage and potential loss
of production.
• Loss of revenue and increased costs.
• Reputational damage.
• Loss of licence to operate.
• Implement asset and well integrity and
maintenance programmes, including
regular self-verification and external
certification, audit and assurance of
integrity plans.
• Undertake root cause failure analysis
for every production loss and EHS
incident and capture lessons learned
to prevent recurrence.
• Implement well-developed emergency
response plan and incident
management framework and
supporting training.
• Complete robust EHS reviews at all
stages of contract management process.
• Actively engage with contractors on
safety throughout life of contract
including hosting EHS forums that
enable direct participation.
• Management review of asset
healthscorecard.
• Integrated Ghana activity planning
including loss management, decline
forecasting and work streams
improvement.
• Learn lessons following shutdowns.
Category: EHS
Owner:
Jean-Medard Madama, Ghana Managing Director
6
Insufficient liquidity and funding capacity to sustain business
Causes and threats:
• Oil price volatility.
• Gas debt not recovered from Government of Ghana entities.
• Failure to deliver our business plan and inappropriate
capital allocation.
• Non-delivery of Ghana gas price and payment guarantees.
• Unexpected operational incidents.
• Unable to refinance our debt.
• Global cost inflation.
• Failure to complete or fully realise cash from non-core
assetdisposals.
Consequences:
• Erosion of balance sheet and revenues.
• Material negative impact on cash flow.
• Restrictions on ability to reduce debt and strengthen
balance sheet.
• Inability to meet financial obligations when they fall due.
• Executed refinancing plan.
• Adopt a disciplined approach to
capital allocation focused on cost
control and high-return and short
payback investments.
• Operate a material commodity
hedging programme that protects
against the impact of a sustained
low oil price environment.
• Annual budget planning, monthly
reforecasting and accurate cash
flowforecasting thereafter.
Category: Financial
Owner:
Richard Miller, CFO
Our principal risks continued
32 – Tullow Oil plc Annual Report and Accounts 2025
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Risk, category and owner
Residual risk
profile change
during the year Mitigation
7
Capability cannot be attracted, developed or retained
Causes and threats:
• Critical staff leave the organisation.
• Lean structure dependent on a small number of key roles.
• Unable to adapt quickly to changing oil and gas skills and
capabilities requirements and to identify sources of talent.
• Inadequate workforce planning.
• Employee Value Proposition does not meet
employee expectations.
• Uncertainty around refinancing and commercial performance
deters potential candidates.
Consequences:
• Unable to execute our business plan.
• Periodically review employee
value proposition.
• Actively engage with employees through
a variety of channels (see page 9).
• Review activities and resourcing plans to
ensure organisation capability.
• Offer competitive market-aligned
compensation and benefits.
• Operate an agile organisation model able
to adapt to changing business needs.
• Implement succession planning,
talent management and strategic
workforce planning.
• Continuous performance management
across the organisation to understand
performance and development.
Category: Organisation
Owner:
Julia Ross, Director of Business Services
8
Compliance or regulatory breach
Causes and threats:
• Non-compliance with bribery and corruption legislation,
contractual obligations or other applicable business
conduct requirements.
• Increased government interest in contracting activity.
• Lack of awareness or deliberate breach of Tullow’s standards
and policies.
• Inadequate third-party due diligence.
• Breach of sanctions.
• Failure to keep pace with regulatory change.
• Inadequate ongoing monitoring of third-party ethics and
compliance controls.
Consequences:
• Loss of license to operate.
• Payment of penalties, fines and/or prison sentences.
• Reputational damage and loss of stakeholder confidence.
• SFO monitorship for up to three years.
• Adverse impact on share price.
• Inability to raise funds or breach of financial covenants.
• Unplanned cash outflow.
• Operate Ethics & Compliance
programme including robust
anti-bribery and corruption
governanceprocesses,
investigationprocedures and
anassociated Misconduct and
Loss Reporting Standard.
• Operate PermIntel compliance
tracker to monitor all regulatory
and contractual obligations.
• Regularly undertake third-party
due diligence procedures and
assurance processes.
• Undertake anti-tax evasion and
fraud risk assessments and targeted
employee training.
• Embed financial controls and
delegation of authorities.
• Adequate procedures in place
to form a legal defence.
• Operate a speaking-up process and
investigations protocol (see page 12).
• Delivered Company-wide ethics and
compliance face-to-face training in 2025.
• Periodically review anti-financial crime
risk assessment.
Category: Conduct
Owner:
Mike Walsh, General Counsel
Tullow Oil plc Annual Report and Accounts 2025 – 33
Strategic report Corporate governance Financial statements Supplementary information

Risk, category and owner
Residual risk
profile change
during the year Mitigation
9
Major cyber disruption
Causes and threats:
• Major cyber attack, internal or external.
• User actions, intentional or naïve, that compromise cyber security.
• Outsourced resources not able to deliver agreed service levels.
• Major ransomware outbreak.
• Third-party information security breach.
• Unintended consequences of reorganisation.
Consequences:
• Limitations on ability to operate.
• Financial loss, loss of stakeholder confidence, loss of production.
• Additional cost by way of ransomware demands, fines
orresolution of service.
• Major incident triggered.
• Reduced information systems capability, infrastructure
andpersonnel.
• Embedded a Security Incident
Event Management system across
the organisation including backup
and recovery processes.
• Established an Advanced Security
Operations Centre that provides 24/7
network and device monitoring, alerts
and responses.
• Run a security awareness programme
including regular staff susceptibility
phishing training and testing.
• Provide annual mandatory security
awareness training for all staff.
• Operate an independent technical
assurance programme.
• Installed technical network protection
access controls and network
architecture protocols.
• Alignment to the National Institute of
Standards and Technology framework.
• Established threat and vulnerability
management processes and capability.
Category: Cyber
Owner:
Julia Ross, Director of Business Services
Our principal risks continued
34 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

Viability statement
Assessment period
In accordance with the provisions of the UK Corporate Governance Code, the Board has assessed the prospects and
theviability of the Group over a longer period than the 12 months required by the ‘Going Concern’ provision. The Board
assesses the business over a number of time horizons for different reasons, including the following: Annual Corporate
Budget (i.e. 2026), Corporate Business Plan (five years i.e. 2026–2030), long-term Business Plan (ten years). The Board’s
period of assessment for the purpose of the viability statement is five years.
Assessment of the Group’s principal risks
In order to assess the Group’s viability, the Directors have made a detailed assessment of the Group’s principal risks (see
pages 30 to 34), and the potential implications these risks could have on the Group’s business delivery and liquidity over
the assessment period. This assessment included, where appropriate, detailed cash flow analysis, and the Directors also
considered a number of reasonably plausible downside scenarios, and combinations thereof, together with associated
supporting analysis provided by the Group’s Finance team. A summary of the key assumptions aligned to the Group’s
principal risks and reasonably plausible downside scenarios is set out below. It should be noted that some assumptions
encompass multiple risks but have not been repeated to avoid unnecessary duplication.
Principal risks Base case assumption Downside scenario
Business plan not
delivered
Production is assumed to be in line with the
Corporate Business Plan.
5% reduction in production in each year.
Geopolitical risk
The Group has assumed certain cash outflows
associated with tax exposures and provisions.
The Group has included $29 million in 2026 in
relation to potential outflows. The Group has
not included any outflows associated with a
negative result from the ongoing GRA
arbitrations due to its view on the merits of
these cases.
Climate change
Base case includes expenditure required to
meet 2030 Net Zero commitment (nature-
based solutions project cost to offset hard to
abate emissions).
The Group has considered an oil price
sensitivity in line with the IEA ‘Net Zero by 2050
Scenario’ (see below).
Insufficient
liquidity and
funding capacity
to sustain
the business
Oil price assumptions are aligned with the
internal price deck used for budgeting and
capital allocation for two years, followed by the
Group’s Corporate Business Plan assumption
from 2027 onwards:
2026: $76/bbl 2027: $70/bbl 2028: $70/bbl
2029: $70/bbl 2030: $70/bbl
Operating costs and capital investment are
assumed to be in line with the Corporate
Business Plan.
The Group has analysed two downside oil
pricescenarios; the first is based on the
Directors’ assessment of a reasonably
plausibledownside scenario:
2026: $66/bbl 2027: $65/bbl 2028: $65/bbl
2029: $65/bbl 2030: $65/bbl
The second is in line with the IEA ‘Net Zero by
2050 Scenario’:
2026: $71/bbl 2027: $68/bbl 2028: $65/bbl
2029: $62/bbl 2030: $58/bbl
Operating costs are assumed to be 5% higher
than those included in the Corporate
Business Plan.
Detailed information on risk mitigation, assurance and progress in 2025 is included on pages 27 to 34.
For ‘Asset integrity breach’, ‘Major accident event’, ‘Capability cannot be attracted, developed or retained’, ‘Compliance or
regulatory breach’ and ‘Major cyber disruption’, the Group has assessed that there is no reasonably plausible scenario
that can be modelled in isolation or in combination with other risks from a cash flow perspective.
The Group has c.$1.6 billion gross debt outstanding, maturing in 2028 and 2030. The Corporate Business Plan does not
project sufficient free cash flow generation to allow the Group to fully repay these debts when they fall due, and therefore
it will need to access capital markets or realise value from its assets within the viability assessment period. The New Notes
have a maturity date of 15 November 2028, however the New Notes include a requirement to enter into a legally binding
sale and purchase agreement for the Group or its assets within nine months (if any of the New Notes remain outstanding
at that time) of commencement of an M&A process (such process to commence before the end of 2026), failing which
will trigger an Event of Default under the New Notes and accelerate their maturity to 15 May 2028 unless a super majority
of holders of the New Notes (66.67%) approves an extension. The Board has confidence in the Group’s ability to
implement a successful refinancing of the New Notes or a M&A transaction in that time frame and is considering multiple
options. This is based on the current oil price environment, which is materially higher than the assumptions used in the
Tullow Oil plc Annual Report and Accounts 2025 – 35
Strategic report Corporate governance Financial statements Supplementary information

Assessment of the Group’s principal risks continued
viability assessment, support of the existing creditors, engagement with new providers of capital and the creation of an
independent sub-committee of the Board as the governance body for a potential M&A process.
In the base case, net debt is forecast to remain roughly flat whilst gearing is forecast to increase to a slightly elevated but
not distressed level, and in that scenario the Directors are confident that the Group will be able to secure the funding
required to maintain adequate liquidity headroom throughout the viability assessment period.
In the downside case and the IEA ‘Net Zero by 2050 scenario’ there is sufficient liquidity headroom during the
assessment period on the basis of securing the same amount of funding as assumed in the base case. Management
isfocused on mitigating the risks around production, operating cost increases and potential outflows associated with
disputes in order to reduce the likelihood of these risks materialising, or their impact in the event that they materialise.
Furthermore, the Directors have considered additional mitigating actions that may be available to the Group, such as
incremental commodity hedging executed in periods of higher oil prices, equity funding, further rationalisation of
theGroup’s cost base including cuts to discretionary capital expenditure, M&A, portfolio management and careful
management of stakeholder relationships. However, the execution of these mitigating actions, including completion
ofarefinancing and/or M&A transaction are outside the control of the Group.
Conclusion
Based on the results of the analysis and the ability to mitigate some of the risks associated with the downside scenarios,
the Board has a reasonable expectation that the Group will be able to continue in operation through completion of a
refinancing transaction or a M&A transaction and meet its liabilities as they fall due over the five-year period of their
assessment.
36 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information
Viability statement continued

Financial review
Income Statement
Income Statement (key metrics) 2025
2024
Restated
2
Revenue ($m)
Sales volume (boepd) 32,600 44,400
Realised oil price ($/bbl) 66.2 75.9
Total revenue 847 1,287
Operating income/(costs) ($m)
Underlying cash operating costs
1
(203) (198)
Depreciation, Depletion and Amortisation
(DD&A) of oil and gas and leased
assets (371) (412)
DD&A before impairment charges ($/
bbl) 25.3 21.9
Overlift and oil stock movements (28) (42)
Administrative expenses (45) (52)
Exploration costs written off (2) (202)
Impairment reversal of property,
plantand equipment (PP&E), net 5 12
Net financing costs (263) (275)
(Loss)/ profit for the year from
continuing activities before tax (63) 174
Income tax expense (67) (229)
Loss for the year from
continuingactivities (129) (55)
Adjusted EBITDAX
1
586 1,008
Basic loss per share (cents) (8.8) (3.8)
1. Alternative performance measures are reconciled on pages 153 and 154.
2. Amounts above are presented excluding discontinued operations in
Gabon. Refer to note 8.
Revenue
Sales oil volumes
During the year, there were 32,600 boepd (2024: 44,400
boepd) of liftings. The decrease was driven by a reduction
of 4.5 liftings in Ghana with 10 in Jubilee (2024: 13) and 3 in
TEN (2024: 4.5).
Realised oil price ($/bbl)
The Group’s realised oil price after hedging for the period
was $66.2/bbl (2024: $75.9/bbl) and before hedging
$67.8/bbl (2024: $80.5/bbl). Lower oil prices and lower
hedged volumes subject to price caps compared to 2024
have resulted in a lower hedge loss which decreased total
revenue by $19 million (2024: $74 million).
Gas sales
Included in Total revenue of $847 million are gas sales of
$59 million of which $54 million relates to Ghana. During
the year, the Group exported 44,503 mmscf (gross) of gas
atan average price of $3.08/mmbtu in Ghana (2024:
33,660 mmscf (gross) at $2.97/mmbtu).
Cost of sales
Underlying cash operating costs
Underlying cash operating costs amounted to $203 million;
$13.8/boe (2024: $198 million; $10.5/boe). This consists
ofGhana $166 million; $11.6/boe (2024: $157 million; $8.6/
boe), Côted’Ivoire $23 million; $53.7/boe (2024: $22
million; $42.7/boe) and Corporate $14 million (2024: $18
million). The movement isprimarily driven by Jubilee
shutdown and FPSO Class related maintenance costs
offset by adecrease in routine operating costs.
Depreciation, depletion and amortisation
DD&A charges before impairment on production and
development assets amounted to $371 million; $25.3/boe
(2024: $412 million; $21.9/boe). This decrease in DD&A is
mainly attributable to lower Jubilee field production
compared to the prior year.
Overlift and oil stock movements
The Group recognised an overlift expense of $28 million
(2024: $42 million). The decrease in overlift expense is
driven by timing of liftings and lower oil prices at the 2025
year end.
Administrative expenses
Administrative expenses of $45 million (2024: $52 million)
have decreased in 2025 despite the inflationary
environment. This is largely due to targeted cost optimisation
initiatives undertaken in 2025 together with the broader
Group restructuring following the disposal of the Gabon
and Kenya assets. The full year impact of the cost
optimisations is expected to realise in 2026, which
together with additional cost optimisation initiatives is
estimated to generate c.$50 million savings over the next
three years.
Impairment of property, plant and equipment
The Group recognised a net impairment reversal on PP&E
of $5 million in 2025 (2024: Net impairment reversal of
$12million), mainly driven by changes to estimates on the
cost of decommissioning for certain UK assets, partially
offset by impairment of capital expenditure in Cote
D’Ivoire. The $35 million impairment in the TEN fields
recognised in the 2025 half-year results has been fully
reversed at the year end. This followed an assessment
which determined that the net present value of TEN,
reflecting the impact of the acquisition of the FPSO as
disclosed in the Events since 31 December 2025 section,
was equal tothe carrying value of the PP&E, TEN FPSO net
lease liability and associated deferred taxbalances.
Net financing costs
Net financing costs for the year were $263 million (2024:
$275 million). Lower net interest expense on borrowings
and obligations under leases was partially offset by debt
arrangement fees incurred in 2025 and a reduced
interest income.
A reconciliation of net financing costs is included in note 5.
Tullow Oil plc Annual Report and Accounts 2025 – 37
Strategic report Corporate governance Financial statements Supplementary information

Financial review continued
Loss for the year from continuing activities
andloss per share
The loss for the year from continuing activities amounted
to $129 million (2024: $55 million loss). The loss after tax
was driven mainly by lower revenue, offset by lower
income tax expense in the current year. Basic loss per
share was 8.8 cents (2024: loss per share of 3.8 cents).
Balance sheet and liquidity management
Key metrics 2025 2024
Capital investment ($m)
1
195 231
Derivative financial instruments ($m) 1 (12)
Borrowings ($m) (1,659) (1,976)
Underlying operating cash flow ($m)
1
221 668
Free cash flow ($m)
1
99 156
Net debt ($m)
1
1,353 1,452
Gearing (times)
1,2
2.3 1.4
1. Alternative performance measures are reconciled on pages 153 and 154.
2. Gearing presented above excludes discontinued operations in Gabon.
Capital investment
Capital expenditure amounted to $195 million (2024:
$231million) out of which $191 million was invested in
production and development activities (2024: $206 million)
with a $146 million spend in Ghana (2024: $148 million),
$28 million in Gabon (2024: $40 million), $14 million in
Cote D’Ivoire (2024: $12 million) and $3 million in Kenya
(2024: $6 million). $122 million of capital investment related
to Jubilee (2024: $134 million), mainly comprising $85 million
of drilling costs (2024: $103 million). Investment in exploration
and appraisal activities was $4 million (2024: $25 million).
The Group’s 2026 capital expenditure is expected to be
c.$200 million, comprising c.$190 million in Ghana and
c.$10 million in Cote D’Ivoire. Ghana capex is expected to
include c.$180 million relating to Jubilee, primarily drilling
costs of c.$150 million.
Decommissioning
Decommissioning expenditure was $5 million (2024: $49
million), and $12 million of cash provisioning forfuture
decommissioning in Ghana (2024: $12 million). The Group’s
decommissioning budget in 2026 is c.$25million of which
c.$20 million is cash provisioning forfuture
decommissioning in Ghana. Subject to programme
scheduling, at the end of 2026 it is expected that c.$12
million of decommissioning liabilities in the UKwill remain.
Derivative financial instruments
The Group has a material hedge portfolio in place to
protect against commodity price volatility and to ensure
the availability of cash flow for re-investment in capital
programmes that are driving business delivery, whilst
retaining access to oil price upside.
At 31 December 2025, the Group’s hedge portfolio
provides downside protection for c.50% of forecast
production entitlements in the first half of 2026 with
c.$58/bbl weighted average floors across all structures;
while retaining strategic upside participation across for
thesame period, with only c.30% of forecast production
Taxation
The overall adjusted net tax expense of $67 million
(2024:$229 million) primarily relates to tax charges in
respect of the Group’s production activities in West Africa,
reduced by deferred tax credits associated with future
UKdecommissioning assets, exploration write-offs
andimpairments.
Based on a loss before tax for the period of $63 million
(2024: profit of $174 million), the effective tax rate (ETR) is
(106.0%) (2024: 131.7%). After adjusting for non-recurring
amounts related to exploration write-offs, disposals,
impairments, provisions and their associated deferred
taxbenefit, the Group’s adjusted tax rate is (125.5%)
(2024:71.1%). In the UK, there is net interest and hedging
expense of $162 million (2024: $195 million), however,
there is no UK tax benefit as in previous periods.
The Group has applied the exception from recognising
and disclosing deferred tax assets and liabilities arising
from the implementation of Pillar Two income taxes.
Basedon full year actuals, the Group has not identified
anyexposure to Pillar Two income taxes in jurisdictions
where the safe harbour thresholds are not met. Accordingly,
no Pillar Two income tax charges or related deferred tax
effects have been recognised for the period.
Detailed analysis of ETR for underlying business –
Continuing operations
Analysis of adjusted ETR
($m)
Adjusted
profit/(loss)
before tax
Tax
(expense)
/credit
Adjusted
effective
tax rate
Ghana 2025 184.6 (70.3) 38.1%
2024 580.3 (208.6) 35.9%
Corporate 2025 (205.3) 2.0 1.0%
2024 (270.3) (5.7) (2.1%)
Other non-operated
& exploration
2025 (33.1) 0.8 2.4%
2024 (7.8) (0.7) (8.7%)
Total 2025 (53.8) (67.5) (125.5%)
2024 302.2 (215.0) 71.1%
Detailed analysis of ETR – Discontinuedoperations
Analysis of adjusted ETR
($m)
Adjusted
profit/(loss)
before tax
Tax
(expense)
/credit
Adjusted
effective
tax rate
Gabon 2025 62.0 (44.9) 72.5%
2024 119.3 (38.2) 32.0%
Total 2025 62.0 (44.9) 72.5%
2024 119.3 (38.2) 32.0%
Adjusted EBITDAX
Adjusted EBITDAX for the year was $586 million (2024:
$1,008 million). The decrease in the period was mainly
driven by lower revenue.
38 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

entitlements capped with collars at a weighted average
sold call of c.$74/bbl, and c.7% of forecast production
entitlements secured with three-way collars with $70-$80/
bbl call spreads. To date, the Group’s hedge portfolio in
the second half of the year is comprised of collars
providing downside protection for c.20% of forecast
production entitlements with c.$59/bbl weighted average
floors, and upside capped at c.$75/bbl.
All financial instruments that are initially recognised and
subsequently measured at fair value have been classified
in accordance with the hierarchy described in IFRS 13 Fair
Value Measurement. Fair value is the amount for which the
asset or liability could be exchanged in an arm’s length
transaction at the relevant date. Where available, fair values
are determined using quoted prices in active markets
(Level 1). To the extent that market prices are not available,
fair values are estimated by reference to market-based
transactions or using standard valuation techniques for the
applicable instruments and commodities involved (Level 2).
All of the Group’s derivatives are Level 2 (2024: Level 2).
There were no transfers between fair value levels
during the year.
At 31 December 2025, the Group’s derivative instruments
had a net positive fair value of $1 million (2024: net
negative $12 million).
The following table demonstrates the timing, volumes and
prices of the Group’s commodity hedge portfolio at year end:
1H26 hedge
portfolio at
31December 2025 bopd
Bought
put
(floor)
Sold
call
Bought
call
Straight puts 3,750 $58.20 – –
Collars 10,200 $58.48 $75.17 –
Three-way collars
(call spread) 2,224 $57.99 $69.90 $79.90
Total/Weighted
average 16,174 $58.35 $74.23 $79.90
2H26 hedge
portfolio at
31December 2025 bopd
Bought
put
(floor)
Sold
call
Bought
call
Straight puts – – – –
Collars 7,500 $58.97 $74.88 –
Three-way collars
(call spread) – – – –
Total/Weighted
average 7,500 $58.97 $74.88 –
Borrowings
On 3 March 2025, the Group repaid in full its Senior Notes.
The principal repayment of $493 million and accrued
interest to maturity were funded from a combination of
drawing down the remaining balance of $270 million
under the Glencore Facility and cash on balance sheet.
On 29 April 2025, the Group made a drawdown under
itsRevolving Credit Facility (RCF) to manage near-term
working capital.
On 15 May 2025, the Group made the annual prepayment
of $100 million of the Senior Secured Notes due 2026
(2026 Notes).
On 21 May 2025, the Group entered into an extension of
itsRCF to 31 October 2025 at reduced commitments of
$150 million. On 29 July 2025, the Group repaid and
cancelled in full the $150 million RCF.
As at 31 December 2025, the Group’s total drawn debt
reduced to $1,685 million, consisting of $1,285 million
nominal value 2026 Notes and $400 million outstanding
under the Glencore facility.
Management regularly reviews options for optimising the
Group’s capital structure and may seek to refinance, retire
or purchase any or all of its outstanding debt from time to
time through new debt refinancings and/or cash
purchases or exchanges in the open market, privately
negotiated transactions or otherwise.
Credit ratings
The Group maintains credit ratings with Standard & Poor’s
(S&P’s) and Moody’s Investors Service (Moody’s).
On 17 April 2025, S&P revised the Group’s corporate credit
rating and the rating of the 2026 Notes to CCC+ with
negative outlook from B-.
On 2 October 2025, S&P revised the Group’s corporate
credit rating and the rating of the 2026 Notes to CCC with
negative outlook.
On 28 November 2025, S&P revised the Group’s corporate
credit rating and the rating of the 2026 Notes to CCC- with
negative outlook.
On 13 May 2025, Moody’s revised the Group’s corporate
credit rating and the rating of the 2026 Notes to Caa2 with
negative outlook from Caa1.
On 8 December 2025, Moody’s revised the Group’s
corporate credit rating to Ca with negative outlook from
Caa2 and the rating of the 2026 Notes to Caa3.
Underlying operating cash flow and free cash flow
Underlying operating cash flow for the year was $221 million
(2024: $668 million), reflecting a decrease of $447 million.
This was primarily driven by $620 million decline in cash
revenue due to lower sales volumes and reduced oil
prices, and higher cash operating costs and working
capital of $68 million. These factors were partially offset
bylower cash and royalty taxes of $241 million.
Free cash flow for the year decreased to $99 million (2024:
$156 million). Underlying operating cashflow reduced by
$447 million, as outlined above. This decrease was largely
offset by proceeds from disposals of $334 million aswell
as lower net cash used in other investing activities,
reduced lease payments related to capital activities and
decommissioning costs, which decreased by $28 million,
$22 million, and $28 million, respectively. There was an
increase in the finance costs of $13 million, mainly due
todebt arrangement fees, as well as an impact of foreign
exchange loss of $9 million.
Tullow Oil plc Annual Report and Accounts 2025 – 39
Strategic report Corporate governance Financial statements Supplementary information

Financial review continued
conjunction with Gulf Energy to contest the assessment
through the regular objection process. There will be no
cash outflow in respect of lodging these objections, nor
does the Group expect cash outflow on completion of its
appeal process. Therefore, a provision for uncertain tax
treatments in respect of this risk has not been recorded.
Liquidity risk management and going concern
The Directors consider the going concern assessment
period to be up to 30 April 2027.
On 27 April 2026, the Group announced the completion of
its refinancing transaction to address the maturity of
$1.285 billion senior secured notes (the 2026 Notes).
Following a repayment of $100 million of principal amount
of the 2026 Notes at par, the Group issued $1.185 billion
new notes maturing 15 November 2028 to existing holders
plus $25 million fungible new notes to Glencore (together
the New Notes) in exchange for the cancellation in full of
the 2026 Notes. Further, a $400 million loan provided by
Glencore was extended by two years to mature on 15 May
2030, with $21 million in accrued interest and $2 million
payment in kind fees added to the loan balance on
completion.
The Group also entered into a revolving $100 million cargo
prepayment facility maturing on 15 November 2028 with
Glencore which is undrawn and will be primarily used for
working capital purposes and to provide a liquidity buffer
in a downside scenario.
The New Notes, the Glencore loan and the cargo
prepayment facility do not have any maintenance
covenants. If a legally binding sale and purchase
agreement has not been entered into within nine months
of commencement of an M&A process (such process to
commence before the end of 2026), the maturities of the
New Notes and the cargo prepayment facility will be
brought forward to 15 May 2028 (unless extended by
approval of a Super Majority of holders of the New Notes),
which is outside of the going concern assessment period.
Governance will be enhanced with the addition of three
new Independent Non-Executive Directors (INEDs) to
Tullow’s Board of Directors. The New Notes include a
semi-annual forward-looking cash sweep whereby freely
available cash will be required to repay the New Notes
subject to the condition that rolling 15-month projected
liquidity on the last date of each calendar month within the
projection period (under certain downside assumptions) is
equal to or exceeds $100 million.
The Group closely monitors and manages its liquidity
headroom. Cash forecasts are regularly produced, and
sensitivities run for different scenarios covering key
judgements and assumptions including, but not limited to,
changes in commodity prices, different production rates
from the Group’s producing assets and different outcomes
on ongoing disputes or litigations and the timing of any
associated cash outflows.
Management has applied the following oil price
assumptions for the going concern assessment based on
forward prices and market forecasts:
Net debt and gearing
Reconciliation of net debt $m
FY 2024 net debt 1,452.3
Sales revenue (962.4)
Operating costs 202.9
Other operating and administrative expenses 164.1
Operating cash flow before working
capitalmovements (595.4)
Movement in working capital 133.8
Tax paid 127.3
Purchases of intangible exploration and evaluation
assets and property, plant and equipment 195.6
Other investing activities (345.1)
Other financing activities 358.3
Debt arrangement fees 19.7
Foreign exchange loss on cash 6.5
FY 2025 net debt 1,353.0
1. Amounts above are presented including discontinued operations
inGabon.
Net debt reduced by $99.3 million during the year to
$1,353.0 million on 31 December 2025 (2024: $1,452.3million),
consisting of $1,285 million Senior Secured Notes due
2026 and $400 million Secured NotesFacility, less cash
and cash equivalents.
The gearing ratio has increased to 2.3 times (2024: 1.4 times)
due to a decrease in Adjusted EBITDAX from lower revenue
in the current year as explained above.
Ghana tax assessments
The Group has two ongoing disputed tax assessments that
relate to the disallowance of loan interest deductions for
the fiscal years 2010 – 2020 and proceeds received by
Tullow Oil plc under Tullow’s corporate Business Interruption
Insurance policy. Both were referred to international
arbitration in 2023, with first hearings scheduled for 2025.
The parties initially agreed a procedural timetable for the
loan interest arbitration under which the first Tribunal hearing
was due to have been held in the week commencing
30June 2025. This has now been postponed to
September 2026 allowing more time to conclude the
negotiations. The hearing on the Business Interruption
Insurance proceeds was held in November 2025, and
aruling can be expected during the first half of 2026. The
Groupcontinues to engage with the Government of
Ghana, including the Ghana Revenue Authority (GRA), with
the aim of resolving theassessments on a mutually
acceptable basis.
Kenya tax assessments
The Group is aware of a tax assessment for c.$170 million
from the Kenya Revenue Authority relating to alleged
underpaid VAT and Capital Gains Tax on the disposal of its
100% shareholding in its Kenyan subsidiary, Tullow Kenya
BV, tothe Gulf Energy Group for a minimum consideration
of$120 million. The Group’s clear and firm position is that
theassessment is wholly without merit and it intends in
40 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

Base Case: $76/bbl for 2026; $70/bbl for 2027.
Low Case: $66/bbl for 2026; $65/bbl for 2027.
To consider the principal risks to the cash flow projections,
a sensitivity analysis has been performed which is
represented in the Low Case, which management
considers to be severe, but plausible, given the cumulative
impact of the sensitivities applied. The most significant risk
would be a sustained decline in oil prices. The analysis has
been tested by including a 10% production decrease and a
5% increase in operating costs compared to the Base
Case. Management has also considered additional
outflows in respect of all ongoing disputes and litigations
within the Low Case, with an additional $33 million outflow
included for the cases expected to progress in the going
concern period. Based on the legal opinions received by
management, the remaining disputes and litigations are
not expected to conclude within the going concern period
or have remote outcomes, therefore no outflows have
been included in that respect in the Low Case. In the event
of negative outcomes after the going concern period,
management would use all available court processes to
appeal such rulings, which, based on observable court
timelines, would likely take in excess of a further year.
Following completion of the refinancing transaction the
Directors have concluded that the material uncertainties
noted in the 2024 Annual Report and Accounts, associated
with implementing a refinancing proposal no longer exist.
Upon completion of the refinancing transaction, the Group
had in excess of $200 million liquidity headroom of
undrawn and available debt facilities and free cash. The
Group’s forecasts show that the Group will be able to
operate within its current debt facilities and have sufficient
financial headroom for the going concern assessment
period under the Base Case and the Low Case. These
forecasts assume full availability of the $100 million cargo
prepayment facility, which remains undrawn under the
Base Case. Furthermore, management has performed a
reverse stress test and the average oil price throughout the
going concern period required to reduce headroom to
zero during the assessment period is $32/bbl.
Based on the analysis above, the Directors have a
reasonable expectation that the Company has adequate
resources to continue in operational existence for the
going concern assessment period to 30 April 2027. On this
basis the Board have prepared the Financial Statements on
a going concern basis.
Events since 31 December 2025
TEN FPSO Purchase
On 19 February 2026, Tullow signed a Sale and Purchase
Agreement (SPA) to acquire the TEN FPSO on behalf of the
joint venture for a gross consideration of $205.0 million
($125.6 million net to Tullow), which is to be paid upon
completion at the end of the first quarter of 2027.
The lease modification to include an obligation to purchase
the FPSO, together with the update to the lease term,
constitutes a lease remeasurement in accordance with IFRS
16 Leases. As at the date of the SPA, the remeasurement will
result in a reduction in the lease liability, a reduction in the
right-of-use asset, and a corresponding decrease in the
receivable from the joint venture partners, as the value
ofthe gross undiscounted lease payments will decrease
from $716.7 million to $424.9 million. As the assessment of
the financial impacts is ongoing, these cannot be disclosed
in the Annual Report and Accounts. Accordingly, the relevant
disclosure will be made in the 2026 half-year results.
Extension of the Petroleum Agreements in Ghana
On 20 February 2026, Tullow announced that the
extension of its West Cape Three Points and Deep Water Tano
Petroleum Agreements, which cover the Jubilee and TEN
fields, was ratified by the Ghanaian Parliament.
Accordingly, these agreements have been extended to 31
December 2040, and from 20 July 2036 Ghana National
Petroleum Corporation’s share in the field will increase by a
further 10% interest and the joint venture partners’ shares
will decrease pro rata.
In addition, Tullow has secured revised terms for the
supply of gas from the Jubilee field to the end of the
extended period at an escalating price of $2.50/mmbtu
and heads of terms for the potential supply of gas from
TEN. Tullow and the Government of Ghana have also
agreed a gas payment security mechanism.
Refinancing transaction
On 20 February 2026, Tullow announced that it had
entered into a binding Lock-Up Agreement to implement
arefinancing transaction with holders of c.66% 10.25%
senior secured notes due May 2026 (the Senior Secured
Notes) and with Glencore Energy UK Limited (Glencore).
Key features of the transaction included:
• Release of Senior Secured Notes and issuance of new
Extended Notes maturing 15 November 2028, together
with a paydown of a $100 million, extending the
Company’s debt maturity profile.
• Glencore’s existing $400 million Secured Notes Facility
released and issuance of new Glencore Junior Notes of
an equal amount maturing 15 May 2030.
• Strengthened liquidity position through a new
$100million super senior Cargo Prepayment Facility
provided by Glencore, complemented by a reduced
all-in cash interest profile through Payment-In-Kind (PIK)
only interest on the Glencore Junior Notes.
• Existing equity remains in place and no new shares
areanticipated to be issued in connection with the
refinancing transaction.
On 26 February 2026, Tullow announced that holders of
over 90% of its Senior Secured Notes have acceded to the
Lock-Up Agreement in support of the Company’s
refinancing transaction, meeting the necessary threshold
required to implement it by way of consent solicitation.
On 25 March 2026, Tullow launched a consent solicitation
to obtain formal consents from the holders of the Notes
required in connection with the implementation of the
refinancing transaction.
Tullow Oil plc Annual Report and Accounts 2025 – 41
Strategic report Corporate governance Financial statements Supplementary information

Events since 31 December 2025 continued
On 8 April 2026, Tullow announced that holders representing over 97% of the outstanding principal amount of
itsexistingnotes had provided consents to approve amendments to the indenture and intercreditor agreement,
thereleaseand exchange of the existing notes for new notes, and related waivers to permit the release of collateral,
ineach case in connection with the proposed refinancing transaction.
On 27 April 2026, Tullow announced the completion of the refinancing transaction. As the assessment of the financial
impacts is ongoing, these cannot be disclosed in the Annual Report and Accounts. Accordingly, the relevant disclosure will
be made in the 2026 half-year results.
Receipt of Tranche B payment for sale of Kenya assets
On 9 March 2026, Tullow received $36 million proceeds of the Tranche B payment under the terms of the SPA
announced on 21 July 2025 for the sale of its entire working interest in Kenya. The final 10% of Tranche B proceeds
($4million), was received on 1 April 2026 following completion of transition support services.
Board of Directors appointments
On 8 April 2026, Tullow has announced the appointment of four independent Non-Executive Directors (Henry Steel,
Garrett Soden, Euan Shirlaw and James Peterkin) to its Board of Directors. Henry Steel’s appointment was effective
immediately. The other appointments were conditional on completion of the refinancing, which closed on 27 April 2026,
and will become effective on 1 May 2026. The appointments will be subject to election by shareholders at the Annual
General Meeting in June.
These are all non-adjusting events as at 31 December 2025 asdefined by IAS 10 Events after the Reporting Period.
There have not been any other events since 31 December 2025 that have resulted in a material impact on the year
end results.
Richard Miller
Chief Financial Officer
27 April 2026
Financial review continued
42 – Tullow Oil plc Annual Report and Accounts 2025
Strategic report Corporate governance Financial statements Supplementary information

Non-financial and sustainability information statement
We are committed to complying with the non-financial reporting requirements contained
inSections 414CA and 414CB of the Companies Act 2006.
The table below outlines our principal policies, risks and KPIs in relation to key non-financial and sustainable matters.
Thelocation of further relevant information, including policy implementation and outcomes, is provided on the pages
highlighted below and is incorporated in this statement by cross-reference.
Matter and policy
Environment
Climate Policy: Outlines our climate change commitments
and the steps we are taking to mitigate the impact of climate
change risks on our business.
Safe and Sustainable Operations Policy: Sets out how we
achieve our goal of creating a working environment that causes
no harm to people, minimises our negative environmental
and social impacts and optimises the shared benefits with
our stakeholders.
Code of Ethical Conduct: Sets out the conduct we expect
from everyone and our key ethical policies, standards
and procedures.
Non-Technical Risk Standard: Sets out the framework to
identify, assess, mitigate and monitor social and environmental
impacts, and stakeholder issues.
Principal risks
Climate change impacts:
page 31.
Major accident event:
page32.
Non-financial KPIs
Sustainability
Safety
Outcomes
Pages 16 to 17
(AchieveNet Zero).
Page 13 (Safety).
Page 18 (Respect the
environment).
Page 12 (Governance, ethics
and compliance).
Matter and policy
Climate-related financial disclosures
Climate Policy.
Principal risks
Climate change impacts:
page31.
Non-financial KPIs
Sustainability
Outcomes
Pages 16 to 17
(AchieveNet Zero).
Pages 19 to 26
(TaskForceonClimate-related
Financial Disclosures).
Matter and policy
People
Code of Ethical Conduct.
Safe and Sustainable Operations Policy.
Speak Up Policy: Outlines processes that enable reporting
of any concern, in particular anything that is unsafe, unethical
or breaches our Code of Ethical Conduct or could harm an
individual or the Group.
Smart Working Policy: Outlines how we seek to promote
flexibility in the workplace with regard to duration, location and
work patterns, creating a more progressive approach to how
employees manage their work-life balance.
Principal risks
Capability cannot be
attracted, developed
or retained: page 33.
Major accident event:
page32.
Compliance or regulatory
breach: page 33.
Non-financial KPIs
Safety
Leadership effectiveness
Sustainability
Outcomes
Page 12
(Governance,ethicsand
compliance).
Pages 13 and 14
(Attract,retainand
developtalent).
Page 14
(Advance inclusion
anddiversity).
Matter and policy
Social and community
Code of Ethical Conduct.
Safe and Sustainable Operations Policy.
Non-Technical Risk Standard.
Principal risks
Business plan not delivered:
page 30.
Major accident event:
page32.
Compliance or regulatory
breach: page 33.
Non-financial KPIs
Business plan implementation
Unlocking value
Safety
Sustainability
Outcomes
Page 12 (Governance, ethics
and compliance).
Page 13 (Safety).
Page 14 (Accelerating
localisation in Ghana).
Page 15 and 16 (Manage
impacts on host communities,
Contibute to socio-economic
development and Progressing
local content and supplier
capacity development).
Matter and policy
Respect for human rights
Code of Ethical Conduct.
Speak Up Policy.
Human Rights Policy: Sets out our commitment to respecting
internationally recognised human rights and seeks to
implement the United Nations guiding principles on business
and human rights and the voluntary principles on security and
human rights.
Modern Slavery Act Transparency Statement: Outlines the
steps we take to address modern slavery risks.
Principal risks
Compliance or regulatory
breach: page 33.
Non-financial KPIs
Sustainability
Outcomes
Page 12 (Governance, ethics
and compliance).
Pages 14 and 15 (Respect for
human rights).
Matter and policy
Anti-corruption and anti-bribery
Code of Ethical Conduct.
Speak Up Policy.
Principal risks
Compliance or regulatory
breach: page 33.
Non-financial KPIs
Sustainability
Outcomes
Page 12 (Governance, ethics
and compliance).
Our business model is set out on page 7. The non-financial
KPIs highlighted above, which are used to monitor our
progress, are detailed on page 8.
Further information, including our key policies and
documents, are available on our website at
www.tullowoil.com/policy-library.
This Strategic report and the information referred to herein
have been approved by the Board and signed on its behalf
on 27 April 2026 by:
Roald Goethe Adam Holland
Chair Company Secretary
Tullow Oil plc Annual Report and Accounts 2025 – 43
Strategic report Corporate governance Financial statements Supplementary information

Corporate governance
44 Code compliance
45 Chair’s letter
46 Board of Directors
47 Governance framework
48 Board leadership and company purpose
52 Division of responsibilities
53 Composition, succession and evaluation
Code application
Principle Further information
Board leadership and company purpose
A An effective and entrepreneurial board that promotes long-term
sustainable success that generates value for shareholders and
contributes to society.
2025 Board activity highlights. See page 50.
Board consideration of stakeholder issues in its decision
making and Section 172 statement. See pages 51 and 10.
B Establishment of purpose, values and strategy and promotion
ofdesired culture.
Purpose, values, culture and strategy. See page 48.
C Ensuring resources are in place to meet objectives, measuring
performance and establishing controls which assess and manage risk.
Audit Committee report. See pages 56 to 59.
D Effective stakeholder engagement and participation. Engaging with our stakeholders. See pages 9 and 51.
Board consideration of stakeholder issues in its decision
making and Section 172 statement. See page 10.
E Ensuring workforce policies and practices are consistent with
thecompany’s values and support long-term success, and that
mechanisms are in place to allow the workforce to raise concerns.
Engagement with workforce. See pages 9 and 51.
Independent whistleblowing procedures. See pages 12
and 59.
Division of responsibilities
F Chair’s role. Division of responsibilities. See page 52.
G Clear division of responsibilities and appropriate combination
ofexecutive and non-executive roles.
Governance framework. See page 47.
Division of responsibilities. See page 52.
H Time commitment, constructive challenge and strategic guidance. Time commitment and external appointments. See page 49.
I Effective and efficient board. Composition, succession and evaluation. See page 53.
Composition, succession and evaluation
J Board appointments and succession. Nominations Committee report. See page 54.
K Combination of skills, experience and knowledge. Board of Directors. See page 46.
L Annual evaluation. Composition, succession and evaluation. See page 53.
Audit, risk and internal control
M Independent and effective internal and external audit functions. Audit Committee report. See pages 58 and 59.
N Fair, balanced and understandable assessment. Statement of Directors’ responsibilities. See page 85.
O Risk management and internal control systems. Audit Committee report. See pages 58 and 59.
Remuneration
P Remuneration policy and practices. Remuneration Policy. See pages 75 to 80.
Q Development of remuneration policy and packages. Remuneration report. See pages 61 to 80.
R Independent judgement and discretion. Remuneration report. See pages 62 and 67.
54 Nominations Committee report
56 Audit Committee report
60 Safety and Sustainability Committee report
61 Remuneration report
81 Directors’ report
85 Statement of Directors’ responsibilities
Strategic report Corporate governance Financial statements Supplementary information
44 – Tullow Oil plc Annual Report and Accounts 2025

Chair’s letter
1. A copy of the Code is available at www.frc.org.uk.
Strong foundations
During the year we have significantly increased Tullow’s
financial and operational resilience. As explained in my
statement on page 2, we delivered a number of strategic
milestones which enabled us to refinance the business.
Wehave also enhanced our governance arrangements.
The Board’s focus is now on ensuring we capitalise
onthese key developments and secure value for
ourstakeholders.
Board and Committee changes
In February 2025, Richard Miller, our Chief Financial Officer,
assumed the role of interim Chief Executive Officer. This
transition enabled us to maintain our focus on our near-
term priorities, including the successful disposals of the
Gabon and Kenya assets. Following an extensive global
search, we were pleased to announce the appointment
ofIan Perks as Tullow’s new CEO. Ian joined the Company
and the Board on 15 September 2025, at which point
Richard reverted to his role as CFO.
During the year, there were several other Board changes.
On 1 August 2025 Sheila Khama, independent Non-Executive
Director, stepped down from the Board to focus on her wider
professional commitments. On 1 December 2025 I succeeded
Phuthuma Nhleko as Chair. At the same time, Genevieve
Sangudi, Martin Greenslade and Mitchell Ingram stepped
down from the Board as independent Non-Executive
Directors. On behalf of the Board, I extend my sincere
thanks to Phuthuma, Genevieve, Martin, Mitch and Sheila
for their service and valuable contributions to Tullow.
Following the above changes, the Board:
• Initiated a global search for a new Audit Committee Chair
and Senior Independent Director. In the interim I was
appointed acting interim Chair of the Audit Committee.
Garrett Soden will succeed me as Chair of the Audit
Committee when he joins the Board on 1 May 2026 (see
below), at which time I will step down from the Audit
Committee. Henry Steel (see below) joined the Audit
Committee as a member on 8 April 2026 and Rebecca
Wiles continues to be a member of the Committee.
• Reconstituted the Nominations Committee. I became
Chair of the Nominations Committee on 8 April 2026
andRebecca Wiles joined the Committee as a member
at the same time.
• Reconstituted the Remuneration Committee. Rebecca
Wiles joined the Committee as Chair on 8 April 2026.
Icontinue to be a member of the Remuneration
Committee, but I will step down from the Committee
when Euan Shirlaw joins the Board and the Remuneration
Committee on 1 May 2026 (see below).
• Assumed the responsibilities of the Safety and
Sustainability Committee, which was then dissolved.
Operating at all times in a safe and sustainable way is
fundamental to our long-term success and the Board is
fully committed to providing the oversight previously
discharged by the Safety and Sustainability Committee.
Information about the Committee’s activities during
2025, until its dissolution, are set out on page 60.
On 8 April 2026, we announced the appointment of
HenrySteel as an independent Non-Executive Director and
Senior Independent Director with immediate effect, and
the appointments of Garrett Soden, Euan Shirlaw and
James Peterkin as independent Non-Executive Directors
with effect from 1 May 2026. Information about them is
available at www.tullowoil.com/investors/regulatory-news.
Each of their appointments will be put to shareholders for
approval at our forthcoming AGM in June 2026. With effect
from 1 May 2026 we will establish an M&A Committee that
will be dedicated to maximising value from our asset base.
The members of the M&A Committee will be Euan Shirlaw
as Chair of the Committee and Garrett Soden, James
Peterkin and Richard Miller as members of the Committee.
Its terms of reference will be available at www.tullowoil.
com/about-us/corporate -governance/board-committees.
Compliance with 2024 UK Corporate
Governance Code
1
The Board remains fully committed to maintaining the
highest standards of corporate governance and for the
year ended 31 December 2025, the Company assessed
itself with reference to the 2024 UK Corporate Governance
Code (the Code). The Board confirms that for the year
ended 31 December 2025, the Company complied with
allrelevant Provisions of the Code during the year, with
theexception of the following:
• Provisions 11, 12, and 24: As at 31 December 2025, half of
theBoard (excluding the Chair) were not independent
Non-Executive Directors. In addition, the Board did not have
a Senior Independent Director, or a Non-Executive Director
Audit Committee Chair. With effect from 1 May2026 the
Company will be compliant with these Provisions.
• Provision 21: The Code recommends an externally
facilitated board performance review to be undertaken
every three years. Our next externally facilitated review
was scheduled to takeplace in relation to the year ended
31 December 2025. However given the significant
Boardchanges during the year, the Board deemed it
appropriate to defer the review to allow time for the
reconstituted Board to work together, ensuring that the
next review is both meaningful and reflective of the
Board’s long-term effectiveness.
We outline our adherence to applicable principles and
provisions of the Code in this Corporate governance report,
the Strategic report and the Committee reports, and the
table on the previous page highlights where relevant
information can be found.
Conclusion
I am confident that the refreshed composition of our Board
and its Committees, together with our strengthened
governance arrangements, will enhance our ability to deliver
sustainable value for our stakeholders.
Roald Goethe
Chair
27 April 2026
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 45

Board of Directors
Roald Goethe
Independent Non-Executive Chair
Committee membership:
A
R
N
Appointed: Non-Executive Director – February 2023
Independent Non-Executive Chair – December 2025
Key strengths: Upstream business, finance, development,
executive leadership, capital markets, M&A.
Experience: Experienced oil and gas executive with extensive
commercial knowledge of the energy industry in Africa. In 2006
Roald founded Delaney Petroleum Ltd, trading crude oil and
petroleum products predominantly in West Africa and the Middle
East. Previously, Roald spent 11 years at Trafigura Group, where he
had an integral role in the development of the group’s oil trading
activities, primarily in West Africa.
Current external appointments: Director of ROFGO
Racing Limited.
Ian Perks
Chief Executive Officer
Appointed: September 2025
Key strengths: Upstream oil and gas, African and other
international markets and large multi-stakeholder project
management.
Experience: Significant upstream oil and gas business
experience, deep knowledge of African and other international
markets and senior leadership experience covering all aspects
ofthe oil and gas sector. Ian served as Senior Vice President for
Mozambique Liquified Natural Gas at Anadarko and at Total. Prior
to Anadarko, he led numerous divisions of BG Group and delivered
a number of multi-billion-dollar projects, reducing costs and
growing profitability.
Current external appointments: None.
Richard Miller
Chief Financial Officer
Appointed: January 2023 (CFO), February 2025 (Interim CEO),
September 2025 (CFO)
Key strengths: Upstream oil and gas, capital markets, M&A,
financial management, audit and assurance.
Experience: Extensive oil and gas and financial experience.
Since 2011, Richard has led the Tullow Finance team and
supported a number of acquisitions, disposals and capital
markets transactions. Richard is a chartered accountant
previously with Ernst and Young LLP, where he worked
in the audit and assurance practice.
Current external appointments: None.
Henry Steel
Senior Independent Director
Committee membership:
A
Appointed: April 2026
Key strengths: Investment experience spanning corporate
finance, listed equities and natural resources.
Experience: Spent eight years at Odey Asset Management as
aFund Manager for the Odey Concentrated Natural Resources
Fund. Previously at Rio Tinto in a number of roles including
Special Adviser to the Head of Business Development focusing
on mergers and acquisitions, strategy and project finance.
Current external appointments: Co-founder and Chief
Investment Officer of Globe12, a research-driven, fundamental
investor in developed market-listed equities.
Rebecca Wiles
Independent Non-Executive Director
Committee membership:
A
R
N
Appointed: June 2023
Key strengths: Subsurface, geoscience, technology, emerging
markets, commercial, government relations, safety and risk
management and executive leadership.
Experience: Significant technical subsurface and geoscience
expertise gained during a 33-year career at BP plc (BP). She also
has extensive emerging markets, commercial, operational and
safety experience having served as Vice President of Exploration
and Appraisal at BP Angola and as Managing Director of BP’s
Norway business.
Current external appointments: None.
Board of Directors
1
Board composition
Committee membership key
Committee Chair
A
Audit Committee
N
Nominations Committee
R
Remuneration Committee
1. Board composition as at the date of this Annual Report. The following Directors also served during the year: Rahul Dhir (CEO) and Sheila Khama
(Non-Executive Director) until they stepped downfrom the Board on 14 February 2025 and 1 August 2025 respectively. Phuthuma Nhleko (independent
Non-Executive Chair, Genevieve Sangudi (Non-Executive Director), Martin Greenslade (Non-Executive Director) and Mitchell Ingram (Non-Executive
Director) until they stepped down from the Board on 1 December 2025.
Gender
Male 4
Female 1
Nationality
British 4
German 1
Ethnicity
White British
orother white
Strategic report Corporate governance Financial statements Supplementary information
46 – Tullow Oil plc Annual Report and Accounts 2025

The Board
• Led by the Chair and collectively responsible for setting the Company’s strategy to deliver long-term value to shareholders
and wider stakeholders.
• Ensures that the appropriate resources, leadership and effective controls are in place to deliver the strategy.
• Sets the Company’s culture and values.
• Monitors the business’s performance, oversees risk management and determines the Company’s risk appetite.
• Accountable for the stewardship of the Company’s business to the shareholders and wider stakeholders.
Committees
Nominations Committee
• Responsible for reviewing the balance of skills, knowledge, experience and diversity of the Board and its Committees.
• Oversees the recruitment and appointment of Directors.
• Ensures plans are in place for orderly succession for the Board and senior management and oversees the development
of a diverse pipeline for succession.
• Monitors the development and implementation of the inclusion and diversity strategy at Board level and throughout
the Company.
See pages 54 and 55.
Audit Committee
• Responsible for the integrity of financial reporting and disclosures and reviews the controls in place.
• Oversees the relationship with the external auditor, including monitoring independence.
• Reviews significant financial reporting and accounting policy issues.
• Oversees the Group’s internal audit programme and the process of identifying principal and emerging risks and ensuring
thatthey are managed effectively.
See pages 56 to 59.
Safety and Sustainability Committee (Dissolved on 8 April 2026 and responsibilities assumed
bythe Board – see page 45)
• Responsible for and monitors occupational and process safety, people and asset security, health and environmental
stewardship, including protection of the environment, climate and biodiversity.
• Oversees the Company’s sustainability-related governance matters including respect for human rights, sociopolitical issues
and sustainability-related disclosures.
• Oversees implementation of the Company’s strategic sustainability priorities.
See page 60.
Remuneration Committee
• Responsible for the remuneration arrangements for the Chair, Executive Directors and senior management in line with the
Remuneration Policy.
• Ensures rewards and incentives closely align with the successful delivery of the Company’s long-term purpose and strategy
as well as those of the shareholders and wider stakeholders, including the workforce.
• Reviews the remuneration arrangements for the wider workforce.
See pages 61 to 80.
Governance framework
The Board operates through a governance framework with clear procedures, lines of
responsibility and delegated authorities to ensure that our strategy is implemented, key risks
are assessed and managed effectively and legal and regulatory requirements are adhered to.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 47

Board leadership and company purpose
Purpose
Building a better future through responsible oil and gas development
Values
Aim high Own it Be true
How we embed our values across Tullow
• Implement and regularly review policies, including
our Code of Ethical Conduct, that set our
expectations of the behaviours and practices
expected, inform behaviour and embed good
decision making in line with our desired culture.
• Embed processes framework and working practices
that ensure that at all times we do what is right and
promote a culture of openness, empowerment,
performance and continuous improvement.
How the Board monitors our culture
• Safety: Reviews, supported by its Committees,
safety incident reports and ensures that
management deploys appropriate mitigating
actionsand provides regular progress updates.
• Engagement: Meets quarterly with the Tullow
Advisory Panel (TAP), our employee advisory panel,
to gain insights into employees’ experiences and
concerns and to better understand the working
practices that operate across the Group. Interactions
and meetings between the Board and our employees
across the Group provide valuable insights and a
deeper understanding of our culture.
• Employee surveys: Considers feedback from
employee engagement surveys and implements
actions to address.
• Site visits: Undertakes site visits and meets with
employees. During 2025, individual Directors visited
offices and sites across the Group, including our
offshore facilities.
• Speaking up: Reviews reports from the Group’s
whistleblowing facility and reviews the effectiveness
of the Group’s whistleblowing arrangements.
Seepage 59. In addition, the Audit Committee’s
supervision of the Group’s internal controls
framework and review of any compliance issues
informs the Board’s assessment and monitoring
of our culture.
• Continuous review: Monitors culture throughout
the year to ensure it remains aligned with our
purpose and strategy.
Purpose, culture, values and strategy
The delivery of long-term, positive outcomes for all our stakeholders is dependent on building trust. The Board sets,
promotes and monitors our values-led culture including ensuring that our purpose and values align.
Read more about our values and culture on page 13.
Strategic report Corporate governance Financial statements Supplementary information
48 – Tullow Oil plc Annual Report and Accounts 2025

Board meetings and attendance in 2025
The table below shows the number of scheduled Board meetings each Director attended during the year together with
the number of meetings they were entitled to attend.
Name Role Board Nomination Audit Safety Rem
Roald Goethe
1
Independent Non-Executive Chair
Nominations Committee Chair from
8April 2026.
Interim Audit Committee Chair from
8April 2026.
5/5 – 4/4 – 4/4
Ian Perks
2
Chief Executive Officer 2/2 – – – –
Richard Miller
3
Chief Financial Officer 5/5 – – – –
Rebecca Wiles
Independent Non-Executive Director
Remuneration Committee Chair from
8April2026. 5/5 – 4/4 5/5 –
Phuthuma Nhleko
4
Independent Non-Executive Chair
Nominations Committee Chair until
1December 2025.
5/5 4/4 – – –
Martin Greenslade
4
Independent Non-Executive Director
Senior Independent until 1 December 2025.
Audit Committee Chair until
1December 2025.
5/5 4/4 4/4 – 4/4
Genevieve Sangudi
4
Independent Non-Executive Director
Remuneration Committee until
1December 2025.
5/5 – – 5/5 4/4
Mitchell Ingram
4
Independent Non-Executive Director
Safety and Sustainability Chair
5/5 – – 5/5 4/4
Sheila Khama
5
Independent Non-Executive Director 3/3 2/2 – 3/3 2/2
1. Appointed Chair with effect from 1 December 2025. Previously independent Non-Executive Director.
2. Appointed to the Board with effect from 15 September 2025.
3. Served as Interim Chief Executive Officer between 14 February 2025 and 15 September 2025.
4. Stepped down from the Board with effect from 1 December 2025.
5. Stepped down from the Board with effect from 1 August 2025.
In addition, there were six unscheduled Board meetings held during the year to consider a variety of different matters.
Incertain circumstances these unscheduled meetings are called at short notice and, due to prior business commitments
and time differences, Directors may not always be able to attend. If a Director is unable to attend a meeting because of
exceptional circumstances, they receive the papers in advance of the meeting and have the opportunity to discuss any
matters they wish to raise with the relevant Chair or the Company Secretary. Directors are provided with feedback about
decisions made at any meeting they are unable to attend.
Time commitment and external appointments
The expected time commitment of the Chair and Non-Executive Directors is agreed and set out in writing in their letter
ofappointment. The Board has considered the individual Director’s attendance, their contribution and their external
appointments, and is satisfied that each of the Directors is able to allocate sufficient time to the Group to discharge his
orher responsibilities effectively.
Directors can only take on additional external appointments with the prior approval of the Board, and in line with the Code
Directors are required to seek Board approval prior to taking on such role. In making its decision, the Board considers
both the time commitment required as well as any potential conflicts that may arise. The Directors’ significant external
appointments are disclosed in their biographies on page 46.
In addition to attending Board and Committee meetings, each Director devotes sufficient time to the Company to ensure
that their responsibilities are met effectively. This includes preparation ahead of each meeting and, for the Chair and
Committee Chairs, holding planning meetings and discussions with the relevant Senior Leadership Team (SLT) members
and wider teams to ensure that each meeting has been well prepared. The Chair maintains frequent contact with all
members of the Board between meetings and has regular meetings with the CEO to keep apprised of material
developments in the business, and with the Company Secretary on Board planning and governance.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 49

Board activities during the year
Strategy, business plans and leadership
The Board considered and oversaw the delivery
ofour strategic objectives for the benefit of our
shareholders and wider stakeholders including
reviewing the following matters:
• Capital structure, refinancing and capital allocation.
• Strategy, the Group’s strategic plan
andstrategic updates.
• Disposal of the Gabon and Kenya assets.
• Business development initiatives.
• Considered Nominations Committee
recommendation in relation to CEO
appointmentand transition arrangements.
• Refresh of the Board and leadership structure.
Governance, political and
regulatory environment
The Board received regular reports from the
Company Secretary on governance and regulatory
matters, as well as updates and insights on market
trends and developments from the Board’s
advisers. Key governance matters considered
andreviewed included:
• 2024 Annual Report and Accounts.
• Annual General Meeting and investor feedback.
• Board effectiveness including evaluation
and independence.
• Succession planning and Committee
composition.
• Reports from Committee Chairs.
• Terms of reference reviews.
• Updates on host countries’ domestic
developments.
• Macro and geopolitical developments.
• Modern Slavery Act Transparency Statement.
• The Economic Crime and Corporate
Transparency Act (2023).
• Human Rights Policy.
Performance and risk management
The Board regularly reviewed financial
performance and risks, as well as risk controls
and processes including:
• Business reviews, including operational performance.
• Health and safety performance.
• 2024 preliminary results statements.
• Enterprise risk management framework including
climate-related risks.
• Internal audit, controls and risk management.
• Going concern and viability statements.
• Audit fees.
• Annual tax update.
Culture, stakeholders and sustainability
Recognising the importance of understanding the
views and interests of our people and our wider
stakeholders, the Board:
• Reviewed our culture and values to ensure
alignment with our purpose and feedback.
• Considered investor feedback.
• Considered reports on workforce engagement
including feedback from Board participation
in the TAP.
• Regularly reviewed the Group’s sustainability
approach including progress in relation to our
Net Zero by 2030 strategy and Taskforce on
Nature-related Financial Disclosures (TNFD).
Board leadership and company purpose continued
Strategic report Corporate governance Financial statements Supplementary information
50 – Tullow Oil plc Annual Report and Accounts 2025

Schedule of matters reserved to the Board
There are certain key responsibilities that the Board does
notdelegate and which are reserved for its consideration.
The Board’s responsibilities include: the development of
strategy; the approval of major capital expenditure; the
Group’s capital structure; the consideration of significant
financing matters; and oversight of policies and procedures.
The full schedule of matters reserved to the Board is available
at www.tullowoil.com/about-us/corporate-governance.
TheBoard reviews the schedule on an annual basis and a
new schedule will be uploaded in May 2026.
Conflicts of interest
Directors have a statutory duty to avoid situations in which
they have, or may have, interests that conflict with those of
Tullow, unless that conflict is first authorised by the Board.
The Company has procedures in place for managing
conflicts of interest. The Company’s Articles of Association
also contain provisions to allow the Directors to authorise
potential conflicts of interest so that a Director is not in
breach of his or her duty under company law.
Should a Director become aware that he or she has an
interest, directly or indirectly, in an existing or proposed
transaction with Tullow, they are required to notify the
Board in line with the Company’s Articles of Association.
If a conflict does arise, the Director is excluded from
discussions and all Directors have a continuing duty
to update any changes to their conflicts of interest.
There have been no contracts or arrangements during
thefinancial year in which a Director of the Company
wasmaterially interested and/or which were significant
inrelation to the Group’s business.
Engaging with our stakeholders
Strong relationships built on trust remain key to the
delivery of the Group’s strategy and goals. Information
about our stakeholders, including how the Board engages
with them, is set out on page 9.
During 2025 the Chair, Executive Directors and
Non-Executive Directors frequently engaged with many
of our stakeholders and the insights arising from such
engagement were considered and discussed by the Board
as a whole and taken into consideration during Board
decision making. Our Section 172 statement and examples
of how the Board took account of stakeholders in its
decision making are included on page 10.
Workforce engagement
Our people have a key role to play in Tullow’s evolution
and the Board recognises the importance of engaging
with them to understand their views and their valuable
insights about our business.
In accordance with Provision 5 of the Code, we operate
a dedicated formal advisory panel, the Tullow Advisory
Panel (TAP), which consists of eight elected colleague
representatives from across our different locations. The TAP
meets at least quarterly with members of the SLT, and on
separate occasions with two independent Non-Executive
Directors. The purpose of these meetings is to discuss the
workforce’s feedback on a wide range of topics including
staff development, employee wellness, inclusion and
diversity, and the Company’s strategic objectives.
This forum helps to ensure that our employees’
perspectives are considered by the Board and its
Committees in their decision-making processes. It also
provides an opportunity for the Non-Executive Directors
to hear about our business from employees’ perspectives
and gain more insight about our culture and operations.
Following their meetings with the TAP, the Non-Executive
Directors formally report to the Board on the key matters
arising from the discussions.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 51

Division of responsibilities
Responsibilities
As at the date of this report, our Board comprised of
three independent Non-Executive Directors, including
the Chair, and two Executive Directors. There is a clear
division of responsibilities, which ensures responsibility
and accountability. The roles of the Chair and Chief
Executive are held separately and clearly defined and
agreed as set out in the division of responsibilities
approved each year by the Board. See summary below.
The Chair
The Chair of our Board, Roald Goethe, is responsible for
leading the Board and its overall effectiveness and for
promoting the highest standards of integrity, probity and
corporate governance. The Chair is also responsible for
effective shareholder engagement and building strong
relationships with our wider stakeholders. The Chair meets
regularly with the other Non-Executive Directors, without
Executive Directors present, to review Board discussions
and engagement as well as the performance of the SLT.
The Chief Executive Officer (CEO)
Our CEO, Ian Perks, was appointed on 15 September 2025.
Heis responsible for the overall performance and day-to-day
operational management of our business including executing
the Group’s strategy and overall commercial objectives,
monitoring the progress against the Company’s strategic
objectives and the performance of the SLT.
The Senior Independent Director (SID)
Our SID was appointed on 8 April 2026. He provides a
sounding board for the Chair. He is also available to meet
shareholders if they have concerns that cannot be
resolved through discussion with the Chair or for
matterswhere such contact would be inappropriate.
In addition, the SID’s responsibilities include meeting
withthe other Non-Executive Directors, without the
Chairpresent, toevaluate the Chair’s performance.
Non-Executive Directors (NEDs)
Our independent NEDs assess, challenge and monitor
the Executive Directors’ delivery of strategy within the risk
and governance structure agreed by the Board. As Board
Committee members, they also review the integrity of the
Company’s financial information, consider ESG issues,
recommend appropriate succession plans, and set the
Executive Directors’ remuneration.
Board independence
The independence of our Non-Executive Directors is
formally reviewed annually by the Nominations Committee.
All of the Non-Executive Directors who served during the
year were considered by the Board to be independent for
the purposes of the Code, and the Chair was considered
independent upon his appointment. These considerations
specifically include reference to Provision 10 of the Code
and the Directors’ shareholdings and interests in
the Company.
In accordance with the Code, all of the Directors will
retire at the 2026 AGM and submit themselves for
appointment or re-appointment by shareholders. Each
of the Non-Executive Directors seeking appointment or
re-appointment are considered to be independent in
character and judgement.
The Non-Executive Directors can obtain independent
professional advice, at the Company’s expense, in the
performance of their duties.
Board Committees
During the year, the Board delegated some of its
responsibilities to four Committees: the Audit Committee,
the Nominations Committee, the Safety and Sustainability
Committee and the Remuneration Committee (see page
47). With effect from 8 April 2026, the Safety and
Sustainability Committee was dissolved and its
responsibilities were assumed by the Board (see page 45).
The Board issatisfied that the Committees have sufficient
time and resources to carry out their duties effectively.
Their terms of reference are reviewed and approved
annually by the Board and the respective Committee
Chairs report on their activities to the Board. The individual
Committee terms of reference are available at www.
tullowoil.com/about-us/corporate-governance/board-
committees.
Company Secretary
The Board is supported and advised by the Company
Secretary who ensures that it has the policies, processes,
information, time and resources it needs for it to function
effectively and efficiently. The Company Secretary is
also responsible for ensuring compliance with all Board
procedures and for providing advice to Directors when
required. The Company Secretary acts as secretary to
the Audit, Nominations and Remuneration Committees
and has direct access to the Chairs of these Committees.
All Directors have access to the advice and services of the
Company Secretary, whose appointment and removal are
matters reserved for the Board.
Strategic report Corporate governance Financial statements Supplementary information
52 – Tullow Oil plc Annual Report and Accounts 2025

Composition, succession and evaluation
Composition, skills and experience
To ensure that the Executive Directors and senior management possess the necessary skills and experience required for
the strategy of the business, the Board has established a Nominations Committee (see pages 54 and 55) to oversee the
process of appointments and succession planning for Directors and other senior managers. The role of the Nominations
Committee is critical in ensuring that the Group’s Board and Committee composition and balance support both the
Group’s business ambitions and best practice in the area of corporate governance.
The Board comprises a diverse range of skills, industries, backgrounds and nationalities. This composition enables a
broad evaluation of all matters considered by the Board and contributes to a culture of collaborative and constructive
discussion. The biographies of all Directors are included on page 46. Information about how we promote inclusivity and
diversity across our leadership team is included on page 55.
Key skills and experience matrix
Director Oil & gas Financial International Listed
Safety &
sustainability
Oil & gas
operational
excellence
Government
relations
Roald Goethe
Ian Perks
Richard Miller
Rebecca Wiles
Henry Steel
Board performance evaluation
The effectiveness of the Board and its Committees is vital to the overall success of the Group. Our last externally facilitated
evaluation took place in 2022 and information about it is included in the 2022 Annual Report and Accounts on pages 69
and 70. An external evaluation was scheduled to be carried out in relation to the year ending 31 December 2025, however
as explained on page 45 the review has now been deferred in light of the significant Board changes that took place
during the year.
The 2024 evaluation was carried out internally and an update on how we are progressing its recommendations is set
out below.
2024 evaluation progress
Recommendation Progress
Notwithstanding the well-structured forward agendas and
pre-meeting sessions, consideration should be given to
increasing the deep dive sessions between meetings.
These sessions are intended to facilitate more constructive
discussions during scheduled meetings.
To strengthen oversight during the year, the Board formed
a Ghana ad hoc subcommittee consisting of the technical
independent Non-Executive Directors (INEDs). The
subcommittee undertook detailed deep dive sessions
andprovided constructive guidance and challenge to
management on production, safety and subsurface
issues.The INEDs also updated the Board regularly on the
subcommittee’s progress and the outcome of its discussions.
Enhance the flow of constructive feedback to
management on the quality of Board and Committee
papers in order to ensure that the Directors continue to
receive high-quality and relevant information to inform
decision making.
The Board has adapted its agenda to make clear whether
items require approval, input or are for information only. This
has ensured that less meeting time is spent on matters that
are for information only and that material is available in
advance. Directors continue to be encouraged to provide
feedback directly to presenters and report writers at
meetings and, in circumstances where that is not possible,
to use the Group Company Secretary as a conduit for
facilitating feedback.
Focus on completing the permanent CEO search process
and, subsequently, the successful integration of the
permanent CEO, to ensure effective working arrangements
with the Board and the wider business.
The appointment of Ian Perks as CEO was announced on
5September 2025. Ian joined the Company and the Board
on 15 September 2025.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 53

Overview
The Committee continues to play a vital role in ensuring
that we have the right balance of skills experience,
knowledge and diversity across our leadership team.
Thisreport covers the Committee’s activities from
1January 2025 until 1 December 2025.
Role and responsibilities
The Committee’s key responsibilities are set out on page
47 and the Committee’s terms of reference, which set out
its full remit, are available at www.tullowoil.com/about-us/
corporate-governance/board-committees.
Committee membership, meetings and
attendance
The members of the Committee from 1 January 2025 to
1December 2025 are listed on page 49 together with
information about the number of scheduled meetings
heldduring the year and their meeting attendance.
Inaddition, other Non-Executive Directors were on
occasion invited to meetings as appropriate. The CEO
andDirector of Business Services also attend meetings
ofthe Committee by invitation and were present at
mostof, or part of, the meetings in 2025, as appropriate.
On 8 April 2026 the Committee was reconstituted and I
became Chair of the Committee and Rebecca Wiles joined
as a member of the Committee at the same time.
CEO appointment
A significant amount of the Committee’s time has been
spent overseeing the CEO succession following the
announcement of Rahul Dhir’s resignation from the Board
at the end of 2024. In addition to commissioning an
independent executive search for his successor, the
Committee considered arrangements to ensure a smooth
leadership transition and the ongoing delivery of the
Company’s near-term objectives ahead of the
appointment of a permanent CEO. In February 2025, the
Committee recommended to the Board the appointment
of Richard Miller, Chief Financial Officer, as Interim CEO.
Nominations Committee report
And following the completion of the search process,
inSeptember 2025 the Committee recommended
to theBoard that Ian Perks be appointed CEO.
Board training and development
The Non-Executive Directors receive frequent updates on a
variety of issues relevant to the Group’s business, including
legal, regulatory and governance developments. During
the year, the Directors received tailored deep dive sessions
into their areas of interest. In addition, individual training
and development needs are reviewed as part of the annual
Board evaluation process and training is provided where
appropriate, requested or if a need is identified.
Time commitment and external appointments
During the year the Committee reviewed each of the
individual Directors’ meeting attendance, contribution and
external appointments and reported to the Board that it
was satisfied that each of the Directors had discharged
his or her responsibilities effectively (see page 49).
Inclusion and diversity
We are committed to prioritising a diverse and inclusive
culture across Tullow. We support the recommendations
of the FTSE Women Leaders Review on gender diversity
and the Parker Review on ethnic diversity.
The Board seeks to promote inclusion and diversity by
objectively considering candidates for Board and SLT
roles on the basis of their skill set, experience, expertise,
knowledge, gender, cultural and geographical
backgrounds, ethnicity and age.
As at the date of this Annual Report, female representation
on the Board was 20% (2024: 25%). The Committee
acknowledges the FCA’s diversity target recommendation
that at least 40% of the Board should be female and one of
the Chair or SID and/or the CEO or CFO should be female.
Following the Board changes in December 2025, the
Board remains cognisant and committed to the targets
setout in the Parker Review.
We are committed to building a Board and management
team that are diverse in all respects. We are mindful of the
recommendation of the 2023 Parker Review to set a target
for 2027 for ethnic diversity, and continue to consider
an appropriate target that reflects the diversity of our
dynamic workforce and the areas we operate in.
The Committee also oversees the development of a
diverse pipeline for future succession to Board and senior
management appointments, including reviewing the
gender balance of senior management and its direct
reports. As at the date of this Annual Report, the SLT
has17% female representation, and among their direct
reports female representation is 26% (excluding
administrative staff).
Whilst the Committee remains committed to increasing
diversity, all appointments will be based on merit with
each candidate assessed against objective criteria, with
the prime objective to maintain and enhance the Board’s
overall effectiveness.
2025 key activities
• Appointment of a new CEO and orderly transition.
• Reviewed Board and Committees’ composition.
• Reviewed succession planning and development
initiatives for the Executive Directors and senior
management.
2026 priorities
• Oversee induction of independent Non-Executive
Directors following their appointments on 8 April
2026 and 1 May 2026.
• Undertake an externally facilitated Board
performance review to evaluate the effectiveness
ofthe Board and its Committees.
• Continue to refine succession planning for
seniormanagement.
• Inclusion and diversity planning.
Strategic report Corporate governance Financial statements Supplementary information
54 – Tullow Oil plc Annual Report and Accounts 2025

Board
1
and leadership team diversity as at 31 December 2025
As required under Listing Rule 6.6.6R(10), the breakdown of the gender identity and ethnic background of the Board
andexecutive management
2
, as at 31 December 2025, is set out in the tables below. This information is based on
self-reported data from the Board and SLT.
Gender identity
Number
of Board
members
Percentage
of the Board
Number
of senior
positions on
the Board
1
Number
in executive
management
2
Percentage
of executive
management
Men 3 75% 3 6 85.7%
Women 1 25% 0 1 14.3%
Not specified/prefer not to say n/a n/a n/a n/a n/a
Ethnic background
Number
of Board
members
Percentage
of the Board
Number
of senior
positions on
the Board
1
Number
in executive
management
2
Percentage
of executive
management
White British or other White 4 100% 3 5 71.4%
Mixed/multiple ethnic groups 0 0% 0 0 0%
Asian/Asian British 0 0% 0 1 14.3%
Black/African/Caribbean/Black British 0 0% 0 1 14.3%
Other ethnic group, including Arab 0 0% 0 0 0%
Not specified/prefer not to say n/a n/a n/a n/a n/a
1. Includes CEO, CFO, Chair and Senior Independent Director.
2. Includes the SLT (which includes the CEO and CFO) and aligns with the FCA’s definition of executive management.
Following the appointment of Henry Steel to the Board on 8 April 2026, the above Board composition changed to 80%
(men), 20% (women). Following changes to the SLT and Madhan Srinivasan’s resignation from the Group with effect from
31 January 2026, the above executive management composition changed to 83% (men), 17% (women), 83% (white) and
17% (black).
Roald Goethe
Chair of the Nominations Committee
27 April 2026
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 55

Overview
The purpose of this report is to describe how the
Committee has discharged its responsibilities during
theyear, including its consideration of the key areas of
judgements underpinning the full year results, its review of
the Group’s risk management and internal control systems
and its assessment of the external auditor’s independence.
Role and responsibilities
The Committee’s key responsibilities are set out on page
47 and the Committee’s terms of reference, which set out
its full remit, are available at www.tullowoil.com/about-us/
corporate-governance/board-committees.
Committee membership, meetings
and attendance
The members of the Committee from 1 January 2025 to
1December 2025 are listed on page 49, together with
information about the number of scheduled meetings held
during the year and their meeting attendance. In addition,
there was one unscheduled meeting attended by all
Committee members, and the Committee held
conference calls between meetings
to consider specific items. The Committee meetings are
routinely attended by the CEO, CFO, the Group General
Counsel, the Group Financial Controller, the Head of
Internal Audit and Risk and representatives of the external
auditor, and members of Company Secretariat. The
Committee also invites other senior finance and business
heads to attend certain meetings to gain a deeper level
ofinsight on particular items. The Committee also met
without management present and met privately with the
external audit partner. During 2025 the then Committee
Chair met privately with the Head of Internal
Audit and Risk.
Martin Greenslade stepped down from the Committee on
1 December 2025. I was appointed acting interim Chair of
the Committee whilst the search for a new Audit Chair was
undertaken and completed. As explained on page 45,
Garrett Soden will succeed me as Chair of the Committee
when he joins the Board on 1 May 2026. Henry Steel was
appointed a member of the Committee when he joined
the Board on 8 April 2026. Rebecca Wiles continues to be
a member of the Committee.
For the purposes of the Code, the Board has determined
that I am an independent Non-Executive Director and that
the other members of the Committee, Rebecca Wiles and
Henry Steel, are also independent.
Meetings are scheduled to allow sufficient time for full
discussion of key topics and to enable early identification
and resolution of risks and issues. Meetings are aligned with
the Group’s financial reporting calendar. The Committee
sets an annual work plan, developed from its terms of
reference, with standing items that the Committee
considers at each meeting, in addition to areas of risk
identified for detailed review and any matters that arise
during the year.
Audit Committee report
2025 key activities
• Reviewed the significant accounting judgements
made during the year.
• Monitored the developments arising from the
internal audit programme.
• Monitored developments and reviewed processes
and procedures in readiness for forthcoming audit
and corporate governance reforms.
2026 priorities
• Enhance and further embed our integrated
enterprise risk management framework.
• Prepare to ensure compliance with the 2024
Corporate Governance Code.
Strategic report Corporate governance Financial statements Supplementary information
56 – Tullow Oil plc Annual Report and Accounts 2025

Significant issues and financial judgements
The significant issues and primary areas of financial judgement considered by the Committee in relation to the 2025
accounts and how these were addressed are detailed below. The related material Group accounting policies can be
found on pages 101 to 110.
Significant financial
judgements and
areas of estimation How the Committee addressed these judgements and areas of estimation
Carrying value of
property, plant and
equipment (PP&E)
The Committee received and reviewed the papers prepared by management on the Group’s
oil price and discount rate assumptions, which are used in the assessment of the carrying value
of PP&E. At the Committee’s July 2025 and April 2026 meetings, these assumptions were
compared to independent oil price forecasts and challenged by the Committee.
At the Committee’s April 2026 meeting it reviewed and challenged detailed papers on
management’s assessment of impairment triggers and resulting impairment tests for PP&E. The
Committee gave focus to Jubilee, given the reduction in reserves and production challenges
during 2025, as well as TEN, considering the impact of the acquisition of the FPSO announced
in February 2026. Based on these discussions, the Committee concurred with the impairments
(and impairment reversals) proposed by management and ensured that adequate disclosure of
this judgement was disclosed in this Annual Report and Accounts. See note 10 to the financial
statements for further information.
Going concern
and viability
Cash flow analysis and a detailed accounting paper prepared by management were provided
to the Committee, which then reviewed and challenged the assumptions and judgements in
the underlying going concern and viability statement forecast cash flows. The Committee
discussed with management the risks, sensitivities and mitigations identified by management
to ensure the Company can continue as a going concern. Particular consideration was given to
the going concern assessment period of 12 months to April 2027 and the maturity dates of the
new debt in November 2028 and May 2030 for the new senior secured notes and the Glencore
loan, respectively, following the completion of the refinancing in April 2026. The Committee
also discussed the five-year time horizon used by management for the viability statement,
which extends beyond the new debt maturities and the requirement to enter into a legally
binding sale and purchase agreement by 30 September 2027, and considered management’s
assessment of options available to address these requirements.
The Committee concurred with management’s assessment and ensured that adequate
disclosure of this judgement was disclosed in this Annual Report and Accounts. See note (d)
in Material accounting policies for further information.
Gabon disposal The Committee reviewed a detailed accounting paper prepared by management documenting
the background and accounting treatment of the Gabon disposal and its impact on the Group’s
results. The paper proposed that the transaction, which was completed on 29 July 2025,
represented a disposal of a separate major geographical area of operation, which in
accordance with IFRS 5 required presentation as a discontinued operation. The Committee
concurred with management’s accounting treatment of the transaction and ensured that
adequate disclosure of this judgement was disclosed in this Annual Report and Accounts. See
note 8 to the financial statements for further information.
Kenya disposal The Committee reviewed a detailed accounting paper prepared by management documenting
the background and accounting treatment of the Kenya disposal and its impact on the Group’s
results. The Committee concurred with management’s accounting treatment of the transaction
and ensured that adequate disclosure of this judgement was disclosed in this Annual Report
and Accounts. See note 8 to the financial statements for further information.
Uncertain tax and
regulatory
treatments
The Committee reviewed detailed accounting papers prepared by management on all tax and
regulatory exposures. Where relevant, the papers included summaries of external legal or tax
advice on particular tax claims and assessments received. The Committee also met with the
Head of Tax during its April 2026 meeting to discuss and challenge the key judgements and
estimates made, including the likelihood of success and the quantum of the total exposure for
which provision had been made. The Committee concurred with management’s assessment
and ensured that adequate disclosure of this judgement was included in this Annual Report
and Accounts. See note (ah) in Material accounting policies for further information.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 57

External auditor
The Committee has primary responsibility for managing
therelationship with the external auditor, including assessing
its performance, effectiveness and independence,
recommending to the Board its re-appointment or
removal, and agreeing terms of engagement.
Based on the competitive tender process conducted in
2018, the Committee recommended to the Board the
appointment of Ernst & Young LLP (EY) as Tullow’s
statutory auditor for the 2020 financial year, which was
approved by shareholders at the 2021 AGM. Under current
regulations, the Group will be required to retender the
audit by no later than the 2029 financial year.
The external auditor is required to rotate the audit partner
responsible for the Group audit every five years. Steve
Dobson took over as lead audit partner with effect from
June 2025.
During the year the Committee held private meetings with
the external auditor, and the previous Audit Committee
Chair maintained regular contact with the audit partner
throughout the year.
These meetings provided an opportunity for open
dialogue with the external auditor without management
being present, and help ensure that the external auditor is
able to operate effectively and challenge management
sufficiently when required.
Effectiveness of external audit process
The Committee is responsible for assessing the qualifications,
expertise and resources, and independence of EY, as well
asthe effectiveness of the audit process. The Committee’s
assessment of the 2025 audit process covered all aspects
ofthe audit service provided by EY, including:
• Obtaining a report on the auditor’s own internal quality
control procedures and consideration of the auditor’s
annual transparency reports in line with the Code.
• Approving the auditor’s terms of engagement and fees.
• Reviewing and approving the audit plan prepared by
theauditor at the start of the audit cycle. This plan
identifies key audit risks, which included going concern;
uncertain tax treatments; oil and gas reserve estimations;
recoverability of property plant and equipment; accounting
for Kenya and Gabon disposals; and revenue
recognition.
• Discussing and challenging a number of matters
including the auditor’s assessment of the Group’s
significant financial risks and the performance of
management in addressing these risks, the auditor’s
opinion of management’s role in fulfilling obligations for
the maintenance of internal controls and the transparency
and responsiveness of interactions with management.
• Confirming the independence of the audit including
how the auditor had exercised professional challenge.
• Assessing the effectiveness and performance of the
external auditor and the audit process based on the
Committee’s interactions with the external auditor and
management’s survey.
As a result of the Committee’s assessment, the Committee
concluded that the external audit process had operated
effectively. EY and management have agreed on step
plans to ensure the quality of audit, team continuity and
focus on continuous improvement are maintained.
Non-audit services and independence
The Committee closely monitors the level of audit and
non-audit services provided by the auditor to the Group.
Non-audit services are normally limited to assignments that
are closely related to the annual audit or where the work is of
such a nature that a detailed understanding of the Group is
necessary. An internal Tullow standard for the engagement
ofthe auditor to supply non-audit services is in place to
formalise these arrangements, and it requires Committee
approval for all non-trivial categories of non-audit work.
In2025, total fees for audit-related work amounted to
$2.5million and total fees for non-audit-related work
amounted to $1.4 million. The non-audit work during the
yearmainly related to refinancing. See note 4 to the
financialstatements for further information.
In addition to processes put in place to ensure segregation
of audit and non-audit roles, EY is required, as part of the
assurance process in relation to the audit, to confirm to the
Committee that it has both the appropriate independence
and the objectivity to allow it to continue to serve the
Company’s shareholders. This confirmation is received
every six months, and no matters of concern were
identified by the Committee.
Internal controls and risk management
The Board has overall responsibility for risk management
and internal control systems, and for reviewing their
effectiveness. This process is overseen by the Committee
on the Board’s behalf.
In 2025, the Committee reviewed, discussed and briefed
the Board on risks, controls and assurance, including the
annual assessment of the system of risk management
and internal control, to monitor the effectiveness of the
procedures for internal control over financial reporting,
compliance and operational matters.
The Directors obtained comfort over the effectiveness of
the Group’s risk management and internal control systems
through various assurance activities that included:
• Audits undertaken by the Internal Audit team.
• Enterprise risk management and assurance processes.
• The external auditor’s observations on internal financial
controls identified as part of its audit.
• Regular performance, risk and assurance reporting by
the business functions and corporate teams to
the Board.
Audit Committee report continued
Strategic report Corporate governance Financial statements Supplementary information
58 – Tullow Oil plc Annual Report and Accounts 2025

During the year, in conjunction with the Board, the
Committee completed two robust assessments of the
significant risks facing the Company, including those that
would threaten its business model, future performance,
solvency or liquidity. This assessment included the
identification and discussion of principal and emerging
risks. The assessment process included engagements
with the SLT to support understanding, ownership and
accountability of enterprise-wide risks across all layers
of the Company. For each of the principal risk categories,
the Board reviewed the risk strategies to ensure they
were still valid, and their associated risk appetites.
Internal Audit periodically presented its findings to the
Committee over delivery of the assurance plan, progress
of issues raised and their timely resolution. On occasions,
senior management representatives from the business
were also invited to attend the Committee to provide
updates on key matters such as the annual tax strategy
review and TCFD reporting.
In addition, during the year the Committee received
reports from the principal independent reserves auditor
TRACS and reviewed the arrangements in place for
managing cyber risk relating to the Group’s critical
information systems.
All identified findings were assessed, with no indications
of fraud noted.
Based on the results of the annual effectiveness review
of risk management and internal control systems, the
Directors concluded that the system of internal controls
operated effectively throughout the financial year and up
to the date on which the financial statements were signed.
There were areas identified for improvement and the
Directors are confident that they are in the process of
being addressed.
During the year the Committee received updates on the
ongoing project to further develop the Group’s assurance
processes and reporting to ensure compliance with the
requirements of Provision 29 of the Code. See pages
27 and 28.
Internal audit requirements
The Committee’s role is to consider how the Group’s
internal audit requirements are satisfied and make
relevant recommendations to the Board. Throughout
2025 the Committee requested and received reports
from management on its resource and budget planning
forthe Internal Audit function in order to assess the
effectiveness of internal audit and satisfy itself that
thequality, experience and expertise of the function is
appropriate for the business. The level of internal resource
available to the function was in line with target throughout
the year. In addition, the Internal Audit function uses
external expertise for specialist reviews.
During the year:
• The Committee reviewed and challenged the 2025
programme of internal audit work developed to address
both financial and overall risk management objectives
identified in the Group during the internal audit planning
phase. The 2025 programme included two projects
carried forward from 2024 and 15 planned projects for
2025. The programme was subsequently adopted with
progress reported at the Committee’s meetings and
feedback provided. During the year one project was
removed from the programme and one additional
project was added. These changes were driven by
reassessments of the Group’s priorities, changes in
delivery of information system projects and the results
ofcompleted audits. At the year end, nine projects
hadbeen completed and six were in progress. Based
onthe nature of the audits completed, the assurance
performed by management, the Committee’s
subsequent assessment and the scale of the business
the Committee believes an appropriate level of
assurance has been performed over the Group’s
internalcontrol environment.
• Detailed results from the internal audits were reported
to management and the previous Committee Chair,
andin summary, to the Committee. Where required, the
Committee received full reports and details on any key
findings and received regular reports on the status of
the implementation of Internal Audit recommendations.
• The Committee assessed the effectiveness of Internal
Audit through meeting with the Head of Internal Audit,
its review and assessment of the Internal Audit Plan and
the results of audits reported.
• During the year the previous Committee Chair met
privately with the Head of Internal Audit.
Speaking-up procedure
In line with best practice and to ensure we operate to the
highest ethical standards, an independent whistleblowing
procedure operated throughout 2025. The procedure
allows staff and third parties to confidentially raise any
concerns about business practices and complements our
internal reporting processes. The Committee considers
the whistleblowing procedures to be appropriate for the
size and scale of the Group.
The Whistleblowing Policy is included in the Code of
Ethical Conduct, which is available to all staff on our
intranet. Eachmember of staff is annually required to
complete an online awareness course to refresh their
knowledge of keyprovisions of the Code of Ethical
Conduct, which was included as a Group-wide KPI.
The Committee receives from the Head of Ethics and
Compliance summaries of investigations of significant
knownorsuspected misconduct by third parties and
employees, including ongoing monitoring and updates
aboutinternal investigations.
Roald Goethe
Interim Chair of the Audit Committee
27 April 2026
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 59

Safety and Sustainability Committee report
Overview
Until April 2026 the Committee oversaw our sustainability
approach, which focuses on three interrelated sustainability
themes: Caring for people, Achieving Net Zero and
Respecting the environment.
Role and responsibilities
The Committee’s key responsibilities are set out on page
47. On 8 April 2026 the Board assumed the responsibilities
of the Committee and the Committee was dissolved with
immediate effect. This report covers its activities from
1January 2025 until 1 December 2025.
Committee membership, meetings
and attendance
The members of the Committee from 1 January 2025 to
1December 2025 are listed on page 49, together with
information about the number of scheduled meetings held
during the year and their meeting attendance. In 2025, the
Committee again met each quarter, supporting the
advancement of sustainability programmes and
performance across all key areas.
The Director of Business Services and the Ghana
Managing Director are invited to attend each meeting of
the Committee and participated in all of the meetings
during 2025. The Climate Change Manager, Group Shared
Prosperity Manager, Group Sustainability Manager and
the Group EHS Manager also attend meetings of the
Committee by invitation and were present at most of the
meetings during the year. The Committee was supported
by the Company Secretary.
Committee activities
At each meeting, the Committee reviews performance
against all sustainability KPIs, which form part of the
Group’s scorecard (see page 66), including the ways
in which sustainability is embedded across all business
activities and decision making.
The Committee evaluated and agreed the Group’s
sustainability disclosures including its climate-related
financial disclosures (see pages 19 to 26). During the year
the Committee also considered the matters below.
Caring for people
In 2025, the Committee dedicated significant time to
undertake in-depth reviews and discussions of personal
and process safety and asset integrity performance. The
Committee reviewed all notable safety events including
five medical treatment cases and two high potential incidents.
The Committee reviewed the asset integrity scorecard,
progress against the strategy for FPSO maintenance,
drilling campaigns and outcomes of the planned
shutdown earlier in the year.
The Committee also reviewed progress on the implementation
of our human rights roadmap and thesocio-economic
initiatives ongoing in our host communities (see pages 14
and 15), which are focused on ensuring self-sustainable
long-term positive outcomes for the communities and
supplier development.
Achieving Net Zero
During the year the Committee regularly discussed
theplans to deliver our Net Zero by 2030 strategy and
minimise routine flaring. As part of these discussions
theCommittee reviewed progress updates on the
implementation of modifications at Jubilee and TEN
fieldsduring the shutdown and the challenges posed
byrisk of instability if zero routine flaring is maintained.
Additionally, the Committee received updates on our
collaboration with the Ghana Forestry Commission in
anature-based project, that seeks to offset more than
600,000 tonnes of carbon emissions per year, representing
100% of Tullow’s residual hard-to-abate emissions.
Respecting the environment
The Committee continued to monitor the progress being
made to advance our approach to biodiversity and ocean
health and noted a number of key milestones, including
the approval of a Biodiversity Policy and interim metrics for
monitoring potential impacts on nature.
This report was approved by the Board on 27 April 2026
and signed on its behalf by:
Roald Goethe
Chair of the Board
2025 key activities
• Conducted in-depth reviews of safety
performance, safety incident investigations
andsafety practices.
• Assessed progress of Net Zero 2030 strategy,
including the nature-based offset solution in Ghana.
• Reviewed and approved our Biodiversity, Climate
and Human Rights Policies including our Modern
Slavery Statement.
• Approved our socio-economic investments
inGhana including the updated Grievance
Management process.
Strategic report Corporate governance Financial statements Supplementary information
60 – Tullow Oil plc Annual Report and Accounts 2025

Remuneration report
Key responsibilities
• Ensures Executive Directors and the SLT are rewarded
for promoting the long-term sustainable success
of the Company and delivering on its strategy.
• Reviews the remuneration arrangements for
thewider workforce.
2025 key activities
• Agreed an appropriately stretching set of key
performance metrics for the 2025 scorecard
andreviewed metrics aligned with strategy
andculture for the 2026 scorecard.
• Reviewed feedback received from shareholders
at the 2025 AGM.
• Reviewed the remuneration arrangements,
including benchmarking of total remuneration for
the Executive Directors and SLT and reviewed the
implementation of the revised pay philosophy
and principles for the wider workforce.
• Reviewed the 2023 Remuneration Policy and
agreed minor changes to be put to shareholders
for approval at the 2026 AGM (see following page).
2026 priorities
• Monitor progress against the 2026 KPI scorecard.
• Review alignment of remuneration arrangements
across the workforce to ensure fair and consistent
reward based on performance.
Annual statement on remuneration
Overview
On behalf of the Board, I am presenting the Remuneration
Committee’s report for 2025 on Directors’ remuneration.
I joined the Committee as Chair on 8 April 2026,
succeeding Genevieve Sangudi, who stepped down from
the Committee and the Board on 1 December 2025.
The report is divided into three main sections:
• This Annual statement, which contains a summary of
performance and pay for 2025, the Committee’s activities
during the year, and the proposed implementation of the
Directors’ Remuneration Policy (Policy) for 2026.
• The 2025 Annual Report on Remuneration, which
provides details of the remuneration earned by Directors
in the year ended 31 December 2025 and how the Policy
will be operated in 2026.
• The Directors’ Remuneration Policy report, which will
besubject to a binding vote at the 2026 AGM.
2025 performance context
In 2025 operational and strategic delivery was strong,
aswe laid foundations for value creation. However, free
cash flow generation of $99 million (2024: $156 million)
was lower than expected due to lower realised revenue
towards the end of the year and delayed receipt of the
second Kenya disposal proceeds, which were received
inMarch 2026, and delayed receipt of cash calls and
gaspayments from the Government of Ghana. Full
yearproduction was 40.4 kboepd (2024: 51.5 kboepd),
reflecting the sale of our Gabonese assets, which
waseffective from the beginning of the year. Revenue
generation was $847 million (2024: $1,287 million); gross
profit was $247 million (2024: $635 million); and loss after
tax was $129 million (2024: $55 million). The Tullow team
has shown commitment and dedication, which has driven
the significant progress we have made. We are now well
positioned to improve performance and execute our
business plan to deliver value for our stakeholders.
Board changes
As announced in December 2024, Rahul Dhir stepped
down as CEO on 14 February 2025. Details of his
remuneration on departure were disclosed in last year’s
report. As announced in September 2025, Ian Perks
wasappointed to the Board as CEO with effect from
15September 2025. Ian’s salary on appointment was set
at£580,000. Givenhis appointment part way through the
year he received a reduced 2025 LTIP award, with
performance assessed over three years from his
appointment. Further details are provided on page 64.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 61

Annual statement on remuneration continued
Directors’ Remuneration Policy
The current Directors’ Remuneration Policy was approved
by shareholders at the 2023 AGM and expires at the 2026
AGM. Therefore the Committee undertook a comprehensive
review of the Directors’ Remuneration Policy with the
primary aim to ensure that executive remuneration
supported and incentivised the achievement of critical
priorities aligned with stakeholders’ interests.
Following the refinancing agreement reached in February
2026, the Committee reviewed the approach to LTIP awards
and determined that the previous approach of share-based
awards subject to TSR performance conditions would not
support the interests of, or provide value for money for, all
our stakeholders, would not help to retain our key senior
talent, and would not incentivise the necessary behaviours
or performance as Tullow looks to execute the business
plan over an extended financial runway to 2028.
The Committee therefore agreed that a more effective
approach would be to deliver part or all of the LTIP award
incash, which will meaningfully improve the retention
andincentivisation impact of these awards in the current
circumstances to align with shareholders interests. This
change is proposed under the 2026 Directors’ Remuneration
Policy. To further support retention, awards will be subject
to enhanced departure terms, with the expectation being
that awards will only vest if the Executive Directors are
inrole at the time the relevant objective is met.
Awards will vest following the achievement of critical
milestone-based objectives linked to the successful
refinancing of the November 2028 bonds and absolute TSR.
This will therefore directly link the interests of management
to the critical priorities of Tullowand our stakeholders.
Thespecific targets are deemed to be commercially
sensitive and have not been disclosed at this time.
Summary of Executive Director
remunerationfor2025
Following the year end, the Committee reviewed the
performance achieved against the corporate scorecard,
thatincludes a number of financial and non-financial key
performance indicators (KPIs), to determine the annual
bonus awards. Details of the scorecard outcomes are set
out on page 64 to 66. As a holistic refinancing was not
achieved during 2025, the Committee exercised its
discretion toensure alignment between the Company’s
overall performance and the in-year shareholder experience.
Itdecided to adjust downwards the scorecard outcome
by5%. Therefore a scorecard outcome of 38.7% was used
to determine the 2025 bonuses for the Executive Directors
and the SLT.
The Committee recognises that securing critical talent
tolead the business at this time is an immediate priority.
Toprovide an effective incentive in these circumstances
the Committee determined that, in line with the flexibility
under the Directors’ Remuneration Policy, 2025 annual
bonus awards would be delivered in cash, with any
payment deferred until the completion of a refinancing
agreement prior to May 2026. This condition was achieved
in February 2026. These awards will remain subject to
malus and clawback provisions as set out in our Policy. It is
intended that any bonus earned for 2026 performance will
also be paid in cash.
The Committee also assessed performance of the
2023-2025 LTIP awards. These were subject to relative total
shareholder returns (TSR) performance (50% weighting)
and absolute TSR performance (50% weighting) over the
period 1 January 2023 to 31 December 2025. The relative
and absolute TSR performance over the period were
below the threshold targets, and therefore the 2023 LTIP
lapsed in full.
Summary of implementation of remuneration
policy for 2026
The Committee has determined that Executive Director
salaries will not be increased as part of the 2026 pay
review. The performance measures and targets for 2026
annual bonus will be disclosed in the 2026 Annual Report.
The Committee also determined that no changes will be
made to the Chair, nor the Non-Executive Director fees
from 2025 levels.
Remuneration arrangements
forthewiderworkforce
During 2025, the Committee continued to consider
thealignment of remuneration arrangements across
theworkforce, ensuring all employees are rewarded fairly
andconsistently for their contribution to the overall
Company performance.
Employee engagement
During the year, members of the Committee met with the
Tullow Advisory Panel (TAP), a staff panel which collectively
represents Tullow’s global workforce. These meetings
provided an opportunity to gather feedback from employees
to help shape decisions regarding the ongoing development
of Tullow’s Employee Value Proposition. Onbehalf of the
Committee, I would like to thank TAP members and other
employees for their input to the Board’s discussions.
Looking ahead
I hope you are able to continue to support our approach
toremuneration at the 2026 AGM. If you have any
comments or questions on any element of the report,
please contact me via our Company Secretary at
companysecretary@tullowoil.com.
Rebecca Wiles
Chair of the Remuneration Committee
27 April 2026
Remuneration report continued
Strategic report Corporate governance Financial statements Supplementary information
62 – Tullow Oil plc Annual Report and Accounts 2025

Annual Report on Remuneration
Directors’ remuneration (audited)
The remuneration of the Directors for the year ended 31 December 2025 payable by Group companies in respect
of qualifying services and comparative figures for the prior year are shown in the table below:
Fixed pay Tullow Incentive Plan
Annual
bonus
plan
3
£
LTIP
awards
4
£
Total
£
Total
fixed
pay
£
Total
variable
pay
£
Salary
fees
£
Pensions
1
£
Taxable
benefits
2
£
TIP cash
£
Deferred
TIP shares
£
Executive Directors
Ian Perks
5
2025 171,769 25,765 188,273 – – 99,623 n/a 485,430 385,807 99,623
2024 – – – – – – – – – –
Richard
Miller
6
2025 469,692 40,000 17,526 – – 272,851 0 800,069 527,218 272,851
2024 391,500 39,150 14,952 – – 207,000 – 652,602 445,602 207,000
Rahul Dhir
7
2025 90,625 13,594 600 – – 51,887 0 156,706 104,819 51,887
2024 661,142 99,171 24,610 250,125 250,125 – – 1,285,173 784,923 500,250
Subtotal 2025 732,086 79,359 206,399 – – 424,361 0 1,442,205 1,017,844 424,361
Subtotal 2024 1,052,642 138,321 39,562 250,125 250,125 207,000 – 1,937,7 75 1,230,525 707,250
Non-Executive Directors
Sheila
Khama
8
2025 37,916 0 6,303 – – – – 44,219 44,219 n/a
2024 65,000 – 9,275 – – – – 74,275 74,275 n/a
Genevieve
Sangudi
9
2025 73,333 0 9,020 – – – – 82,353 82,353 n/a
2024 80,000 – 8,127 – – – – 88,127 88,127 n/a
Martin
Greenslade
9
2025 91,667 0 57,409 – – – – 149,076 149,076 n/a
2024 100,000 – 48,649 – – – – 148,649 148,649 n/a
Mitchell
Ingram
9
2025 73,333 0 6,715 – – – – 80,048 80,048 n/a
2024 80,000 – 5,415 – – – – 85,415 85,415 n/a
Phuthuma
Nhleko
9
2025 275,000 0 35,492 – – – – 310,492 310,492 n/a
2024 300,000 – 35,284 – – – – 335,284 335,284 n/a
Roald
Goethe
10
2025 76,250 0 5,732 – – – – 81,982 81,982 n/a
2024 65,000 – 3,606 – – – – 68,606 68,606 n/a
Rebecca
Wiles
2025 65,000 0 5,965 – – – – 70,965 70,965 n/a
2024 65,000 – 5,201 – – – – 70,201 70,201 n/a
Subtotal 2025 692,499 0 126,636 – – – – 819,135 819,135 n/a
Subtotal 2024 755,000 – 115,557 – – – – 870,557 870,557 n/a
Total 2025 1,424,585 79,359 333,035 – – 424,361 – 2,261,340 1,836,979 424,361
Total
(includes
former
Directors) 2024 1,807,642 138,321 155,119 250,125 250,125 207,000 – 2,808,332 2,101,082 707,250
1. None of the Executive Directors have a prospective entitlement to a defined benefit pension by reference to qualifying services. Pension benefits
for Executive Directors are workforce aligned.
2. Taxable benefits comprise private medical insurance for all Executive Directors and any other taxable expenses. Travel and subsistence benefits
provided to Executive Directors and Non-Executive Directors have also been included on a grossed-up basis as Tullow meets the UK tax liability
ontheir behalf.
3. These figures for 2024 represent the combined annual bonus (cash and shares) as a single value. The 2025 figure is paid entirely in cash.
4. LTIP value for 2025 is in respect of 2023 LTIP awards granted to Rahul Dhir and Richard Miller with performance periods ended 31 December 2025.
Awards lapsed in full as performance targets were not met. Details of the performance assessment are on page 67.
5. Ian Perks was appointed to the role of CEO on 15 September 2025.
6. Richard Miller’s figures for 2025 include remuneration received in his time in the role of CFO and Interim CEO.
7. Rahul Dhir stepped down from the Board on 14 February 2025.
8. Sheila Khama stepped down from the Board on 1 August 2025.
9. These NEDs stepped down from the Board on 1 December 2025.
10. Roald Goethe was appointed as Chair of the Board on 1 December 2025. Roald Goethe’s figures for 2025 include fees received in his time in the role
ofNED till 30 November 2025 and in the role of Board Chair from 1 December 2025.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 63

Annual Report on Remuneration continued
Changes to the Board
Rahul Dhir
As announced in December 2024, Rahul Dhir stepped down as CEO on 14 February 2025 and was available to the
business until his notice period ended on 5 June 2025 to ensure a smooth transition. Full details of his remuneration
arrangements on departure, including the treatment of his share awards, are set out in the 2024 Annual Report.
AsRahulremained employed for the duration of his notice period, he did not receive any payment in lieu of notice.
For the period from 14 February to 5 June 2025 Rahul received his normal salary and pension and benefits totalling
£257,393. He did not receive any variable pay in respect of this period. As reported last year Rahul Dhir received
outplacement support services and the cost of £55,646 was covered by Tullow.
Richard Miller
Richard Miller was appointed as Interim CEO on 14 February 2025 and served in this role until 15 September 2025.
Asdisclosed in the 2024 Annual Report, Richard received an allowance of £10,000 per month in recognition of his role
asInterim CEO. His bonus for 2025 was based on the actual salary he received during the year, including his allowance
asInterim CEO and his 2025 LTIP award was based on his salary as CFO.
Ian Perks
On 15 September 2025, Ian Perks was appointed to the Board as CEO. Ian’s salary on appointment was set at £580,000.
Ian received a £90,000 payment to support his relocation to the UK.
On joining, Ian received a 2025 LTIP award, with the maximum opportunity limited to 125% of salary (below the normal
maximum opportunity of 250% of salary), recognising that he joined mid-year. Ian’s 2025 LTIP award is subject to the
same performance measures as the 2025 LTIP award granted to the CFO, assessed over the three years from his
appointment. Full details of these targets are detailed on page 70.
Payments to past Directors
No payments were made to past Directors in 2025.
Determination of annual bonus awards based on performance to 31 December 2025 (audited)
We measure performance using a corporate scorecard that includes a number of financial and non-financial KPIs.
EachKPI has a percentage weighting and financial indicators have trigger, base and stretch performance targets.
Progress against the corporate scorecard is tracked during the year. Following the end of the 2025 financial year,
theformulaic corporate scorecard outturn was determined by the Committee to be 43.7% of the maximum. The
Committee reviewed this outcome in the context of the Company’s overall performance and the in-year shareholder
experience. It decided to apply its discretion and reduce the scorecard outcome for Executive Directors and the
SLT to 38.7%.
Details of variable pay earned in the year
Details of the performance targets and performance against those targets are as follows:
Performance metric Performance
% of
annual
bonus
award
(% of
salary
maximum)
Actual
annual
bonus
award
Safety
Measure of Total Recordable Incident
Rate (TRIR) and Loss of Primary
Containment (LOPC) Tier 1 & 2
asperIOGP
Health and safety of our staff and everyone who is associated with
our operations.
15%
(22.5%)
3.8%
(5.7%)
Trigger Base Stretch
2025
Performance
TRIR as per IOGP 0.65 0.43 0.22 1.02
Payout 30% 70% 100% 0%
Trigger Base Stretch
2025
Performance
Number of LOPC Tier
1 & 2 as per IOGP
Tier 1: 0
Tier 2: 2
Tier 1: 0
Tier 2: 1
Tier 1: 0
Tier 2: 0
Tier 1: 0
Tier 2: 1
Payout 20% 50% 100% 50%
Remuneration report continued
Strategic report Corporate governance Financial statements Supplementary information
64 – Tullow Oil plc Annual Report and Accounts 2025

Performance metric Performance
% of
annual
bonus
award
(% of
salary
maximum)
Actual
annual
bonus
award
Financial
performance
Key value driver for our business and the delivery of this KPI is driven by
how effectively we are deploying our strict cost framework and our
progress in achieving capital efficiency.
10%
(15%)
1.5%
(2.25%)
Trigger Base Stretch
2025
Performance
Operating cash flow
(OCF) ($m) 373 414 455 296.3m
Payout 20% 50% 100% 0%
Trigger Base Stretch
2025
Performance
Gross General &
Administrative cost
(G&A) ($m) 147 140 133 137m
Payout 20% 50% 100% 77%
Production
Targets related to oil production and
vessel efficiency
Trigger Base Stretch
2025
Performance
20%
(30%)
6.1%
(9.15%)
Oil production
(kbopd) 33.2 36.8 38.2 33.3
Payout 25% 75% 100% 26%
Trigger Base Stretch
2025
Performance
Jubilee operational
performance:
Facilityefficiency 95% 96% 97% 96%
Payout 20% 50% 100% 50%
Trigger Base Stretch
2025
Performance
Jubilee operational
performance: Power
generation uptime 95% 96% 98% 93.9%
Payout 20% 50% 100% 0%
Trigger Base Stretch
2025
Performance
Jubilee operational
performance: Water
injection efficiency
(kbwpd) 250 275 285 215.5
Payout 20% 50% 100% 0%
Trigger Base Stretch
2025
Performance
TEN operational
performance 96% 97% 98% 98.7%
Payout 20% 50% 100% 100%
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 65

Performance metric Performance
% of
annual
bonus
award
(% of
salary
maximum)
Actual
annual
bonus
award
Business plan implementation
Trigger Base Stretch
2025
Performance
15%
(22.5%)
15%
(22.5%)
Budget adherence
1
Actual capex/decom
spent vs Budget
amount for work
delivered
Base x 1.1 $198m x
Work
completed
(%)
Base x 0.9 172m
Payout 20% 50% 100% 100%
Trigger Base Stretch
2025
Performance
Adherence to work
programme
2
90% 95% 100% 100%
Payout 20% 50% 100% 100%
Sustainability Further progressed our people, climate and nature-focused sustainability
approach. We continued to make socio-economic investments that
maximise positive impacts, reduced flare emissions and started
implementing our biodiversity action plan.
10%
(15%)
6.5%
(9.75%)
Unlocking
value
2
Performance assessment focused on critical actions including increasing
the value of our TEN and Jubilee assets, acquiring new assets, refinancing
the business, growing and protecting our non-operated exploration
assets and managing our exposure to the Ghana Branch Profits
Remittance Tax.
20%
(30%)
3.8%
(5.7%)
Leadership effectiveness Recruited a new CEO and put in place effective interim leadership to
maintain momentum across our key strategic objectives. Despite
challenging circumstances, including an organisation restructuring, the
teams remained focused and continued to execute 2025 activities and
progress a number of strategic priorities.
10%
(15%)
7%
(10.5%)
Formulaic total 100%
(150%)
43.7%
(65.55%)
Total (following discretion) 100%
(150%)
38.7%
(58.05%)
1. This is defined as percentage of work programme delivered, assessing capex efficiency and performance against preset objectives and milestones.
2. Overall achievement is defined as percentage of work programme achieved.
Remuneration report continued
Annual Report on Remuneration continued
Details of variable pay earned in the year continued
Strategic report Corporate governance Financial statements Supplementary information
66 – Tullow Oil plc Annual Report and Accounts 2025

Discretion applied to the scorecard outcomes
In assessing performance against the scorecard, the Committee considered the application of discretion and the overall
outcomes, taking into account the business performance achieved over the year and the wider stakeholder experience.
In line with principles agreed at the start of the year, the Committee decided to exercise negative discretion to recognise
that refinancing was not achieved during 2025, notwithstanding the substantial progress made throughout the year and
that an agreement was secured in February 2026. The Committee therefore applied a -5% adjustment to the scorecard
outcome, reducing it from 43.7% to 38.7% of maximum. This adjustment resulted in an 11.5% reduction in the bonus
outcomes for Executive Directors for 2025.
Annual bonus outcomes
Ian Perks’ annual bonus award was pro-rated based on the period from his appointment as CEO on 15 September 2025.
Richard Miller’s bonus was based on his actual salary received for the year, including his allowance as Interim CEO.
Determination of 2023-25 LTIP awards based on performance to 31 December 2025 (audited)
The LTIP awards granted in June 2023 were subject to performance conditions based on absolute and relative total
shareholder return over the three financial years to 31 December 2025. The table below shows the outcome of the LTIP,
comparing results achieved with the original performance conditions. The performance conditions were not satisfied
andaccordingly these awards will lapse in full in June 2026.
Weighting
Threshold
(25% vesting)
Maximum
(100% vesting)
Actual
performance
% of
vesting
Relative total shareholder
return (TSR) vs TSR
comparator group
1
50% Median Upper quartile Ranked 11/12 0%
Absolute TSR 50% 20% per annum 30% per annum 11.42% 0%
Total vesting 100% 0% 0% 0%
1. The TSR comparator group comprised the following companies: Meren Energy, BW Energy, Capricorn Energy, Diversified Energy Co., Energean,
EnQuest, Harbour Energy, Kosmos Energy, Maurel and Prom, Pharos Energy and Seplat Energy (NSA).
Comparison of overall performance and pay
The Committee has chosen to compare the TSR of the Company’s ordinary shares against the FTSE 250 index. Tullow is
aconstituent of the FTSE SmallCap and has historically shown data versus the FTSE 250. The values indicated in the graph
below show the share price growth plus re-invested dividends for the period 2016 to 2025 from a £100 hypothetical holding
of ordinary shares in Tullow Oil plc and in the indices.
2016 2017 2018 2019 2020 202520242022 20232021
Tullow FTSE 250
Total shareholder return
200
150
50
100
0
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 67

Annual Report on Remuneration continued
Comparison of overall performance and pay continued
The total remuneration figures for the CEO during each of the last 10 financial years are shown in the tables below. The total
remuneration figure includes the annual bonus based on that year’s performance (2016 to 2025). TIP awards are based on
the performance period ending in the relevant year (2016 to 2025). The annual bonus payout and TIP award, as a percentage
of the maximum opportunity, are also shown for each of these years.
Year CEO
Single figure of
total
remuneration
TIP vesting (%
of maximum)
Annual bonus
payout (%
of maximum)
LTIP payout (%
of maximum)
2025 Ian Perks
1
£485,430 n/a 38.7% n/a
2025 Rahul Dhir
2
£156,706 n/a 38.7% 0%
2024 Rahul Dhir £1,285,173 17.25 % n/a n/a
2023 Rahul Dhir £1,388,910 27% n/a n/a
2022 Rahul Dhir £1,419,400 30% n/a n/a
2021 Rahul Dhir £1,860,806 51% n/a n/a
2020 Rahul Dhir
3
£686,519 20% n/a n/a
2020 Dorothy Thompson
4
£418,452 n/a n/a n/a
2019 Dorothy Thompson
4
£37,704 n/a n/a n/a
2019 Paul McDade £986,706 0% n/a n/a
2018 Paul McDade £2,759,684 60% n/a n/a
2017 Paul McDade
5
£1,416,281 40% n/a n/a
2017 Aidan Heavey
5
£1,717,276 40% – n/a
2016 Aidan Heavey £2,893,232 39% – n/a
1. For 2025, total remuneration is shown for Ian Perks from the commencement of his appointment as Chief Executive Officer on 15 September 2025.
2. For 2025, total remuneration is shown for Rahul Dhir for the period he held the office of Chief Executive Officer until 14 February 2025.
3. For 2020, total remuneration is shown for Rahul Dhir from the commencement of his appointment as Chief Executive Officer on 1 July 2020.
4. For 2020, total remuneration is shown for Dorothy Thompson for the period she served as Executive Chair, i.e. 1 January 2020 to 8 September 2020.
For 2019, the amount shown is the Executive Chair fee pro rata for the period 9 December 2019 to 31 December 2019. Dorothy Thompson did not
participate in any incentive plans whilst serving as Executive Chair.
5. For 2017, total remuneration figures are shown for Aidan Heavey based on the period he served as Chief Executive Officer and for the transition period
up to 31 October 2017, and for Paul McDade from 27 April 2017 when he commenced his role as Chief Executive Officer.
Remuneration report continued
Strategic report Corporate governance Financial statements Supplementary information
68 – Tullow Oil plc Annual Report and Accounts 2025

Additional statutory information – percentage change in remuneration for Executive and
Non-Executive Directors
The table below shows the percentage change in each of the Directors’ salary, benefits and bonus between the financial
years in question and the year prior, compared to that of the average for all employees of the Group.
% change from 2024 to 2025 % change from 2023 to 2024 % change from 2022 to 2023 % change from 2021 to 2022 % change from 2020 to 2021
Salary
/fees Benefits Bonus
Salary
/fees Benefits Bonus
Salary
/fees Benefits Bonus
Salary
/fees Benefits Bonus
Salary
/fees Benefits Bonus
Executive Directors
Rahul Dhir
1
-86.3% -97.6% -89.6% 7.8% -13.0% -23.7% 3.4% 38% -8.6% 2.0% 193% -40.0% 99.0% 379.0% 232.0%
Richard Miller
2
20.0% 17.2% 31.8% 7.0% 35.9% -28.9% n/a n/a n/a n/a n/a n/a n/a n/a n/a
Ian Perks
3
100% 100% 100% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a
Non-Executive Directors
Mike Daly
4
n/a n/a n/a -100.0% -100.0% n/a -58.0% 1,345.0% n/a 0.0% n/a n/a -19.0% n/a n/a
Sheila Khama
5
-41.7% -32.0% n/a 0.0% 10.2% n/a 0.0% -10.0% n/a 0.0% n/a n/a 0.0% -100.0% n/a
Genevieve Sangudi
6
-8.3% 11.0% n/a 0.0% 9.6% n/a 8.0% -28.0% n/a 14.0% 1,051.0% n/a 0.0% -100.0% n/a
Martin Greenslade
7
-8.3% 18.0% n/a 0.0% 1,425.2% n/a 14% 1,044% n/a 3.0% n/a n/a 8.0% n/a n/a
Mitchell Ingram
8
-8.3% 24.0% n/a 0.0% 86.6% n/a 0.0% -31.0% n/a 0.0% n/a n/a 295% n/a n/a
Phuthuma Nhleko
9
-8.3% 0.6% n/a 0.0% -22.0% n/a 0.0% 46% n/a 2,607% n/a n/a n/a n/a n/a
Roald Goethe
10
17.3% 59.0% n/a 18.9% 7.4% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a
Rebecca Wiles
11
0% 14.7% n/a 92.6% 59.2% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a
Average
employees
12
-2.4% 11.5% 7.5% 0.9% 3.7% n/a 3.3% 5.6% -14.9% 5.4% 5.7% (1 1.7 % ) 2.8% 7.0% 119.9%
1. Rahul Dhir stepped down from the Board on
14February 2025.
2. Increase in salary for Richard Miller reflects
hisadditional allowance in respect of his role
as Interim CEO during the year.
3. Ian Perks was appointed as Chief Executive
Officer on 15 September 2025.
4. Mike Daly stepped down from Board in 2024.
5. Sheila Khama stepped down from the Board
on 1 August 2025.
6. Genevieve Sangudi stepped down from the
Board on 1 December 2025.
7. Martin Greenslade stepped down from the
Board on 1 December 2025.
8. Mitchell Ingram stepped down from the Board
on 1 December 2025.
9. Phuthuma Nhleko stepped down from the
Board on 1 December 2025.
10. Appointed as Chair of Board on 1 December
2025.
11. Rebecca Wiles was appointed Chair of the
Remuneration Committee on 8 April 2026.
12. Fluctuation in the average employee is due
to all the Board changes that have occurred
during 2025.
CEO pay ratio 2025
Year Method
25th
percentile
pay ratio
Median pay
ratio
75th
percentile
pay ratio
2025 A 4:1 3:1 2:1
2024 A 10:1 7:1 5:1
2023 A 11:1 8:1 5:1
2022 A 12:1 8:1 6:1
2021 A 16:1 10:1 8:1
We have calculated the CEO pay ratio using the methodology described as ‘Option A’ in the Regulations, as we recognise
that this is the most statistically accurate form of calculation.
For each UK employee¹ the Single Total Figure of Remuneration (STFR) has been calculated as a summation of base pay,
other cash allowances, benefits, employer pension contributions receivable during the year ended 31 December 2025 and
cash bonus payable and value of share awards to be granted for the 2025 performance year. The STFR at 25th percentile is
£119,972, £171,403 at median and £229,743 at 75th percentile. The wages component at 25th percentile is £103,775,
£126,765 at median and £203,600 at 75th percentile.
1. All STFRs have been based on a full-time equivalent and annualised to provide a dataset for the full year 31 December 2025.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 69

Annual Report on Remuneration continued
CEO pay ratio 2025 continued
In setting both our CEO remuneration and the remuneration structures for the wider UK workforce, we have adopted a
remuneration structure which includes the same core components for employees at all levels (base pay, benefits, pension,
cash bonus and share awards). Whilst all employees receive a base salary commensurate to the Company’s position in the
market, the differences exist in the quantum of variable pay achievable by our Executive Directors and SLT; at these levels
there is a greater emphasis placed on variable pay given their opportunity to impact directly on Company performance.
Based on this distinction, and taking into account Company performance in a particular financial year and the impact on
variable pay, the Committee believes that the median pay ratio is consistent with and reflective of the wider pay, reward
and progression policies impacting our UK employees. The Committee will continue to monitor longer-term trends.
Relative importance of spend on pay
The following table shows the Group’s actual spend on pay for all employees relative to tax and retained profits.
Staff costs have been compared to tax expense and retained profits in order to provide a measure of their scale
compared to other key elements of the Group’s financial metrics.
2024 2025 % change
Staff costs (£m) 67.5 55.3 (18)%
Tax expense (£m)
1
208.9 50.5 (76)%
Retained profits (£m)
1
(1,788.9) (1,725.0) 4%
1. Voluntary disclosure.
Share awards granted during 2025
Director
Award type
Grant date
Face
value of
the award
Share price
used to
determine
award
Shares
awarded
% vesting at
threshold
performance
% vesting at
maximum
performance
Ian Perks LTIP 3.10.2025 £725,000 10.68p 6,788,390 25% 100%
Richard Miller LTIP 28.03.2025 £1,000,000 15.34p 6,519,755 25% 100%
For the 28 March 2025 grant, the share price was determined by the average closing price in the five business days
preceding the grant date. For the 3 October 2025 grant, the spot share price was used.
For Richard Miller’s 2025 LTIP award, 50% of the awards are based on TSR performance relative to an industry peer group
and 50% based on absolute TSR targets. Performance for these awards will be measured over the period 1 January 2025
to 31 December 2027. The target ranges are set out below.
Metric
Weighting
Threshold Maximum
Relative TSR vs TSR comparator group
1
50% Median Upper quartile
Absolute TSR 50% 60p 77p
Straight-line vesting between threshold and maximum
For Ian Perks’ 2025 LTIP award, 50% of the awards are based on TSR performance relative to an industry peer group, and
50% based on absolute TSR targets. Performance for these awards will be measured over the period 15 September 2025
to 14 September 2028. The target ranges are set out below.
Metric
Weighting
Threshold Maximum
Relative TSR vs TSR comparator group
1
50% Median Upper quartile
Absolute TSR 50% 36p 47p
Straight-line vesting between threshold and maximum
1. The TSR comparator group for all 2025 awards comprised the following companies: Africa Oil, BW Energy, Capricorn Energy, Diversified Energy Co.,
Energean, EnQuest, Harbour Energy, Kosmos Energy, Maurel and Prom, Pharos Energy and Seplat Energy (NSA).
Remuneration report continued
Strategic report Corporate governance Financial statements Supplementary information
70 – Tullow Oil plc Annual Report and Accounts 2025

UK SIP shares awarded in 2025 (audited)
The UK SIP is a tax-favoured all-employee plan that enables UK employees to save out of pre-tax salary. Quarterly
contributions are used by the plan trustee to buy Tullow Oil plc shares (partnership shares). The Group funds an award
of an equal number of shares (matching shares). The current maximum contribution is £150 per month. Shares held in
theplan for five years will be free of income tax and national insurance, as well as capital gains tax if retained in the plan
until sold. Details of shares purchased and awarded to Executive Directors under the UK SIP are as follows:
Director
Shares
held 01.01.25
Partnership
shares
acquired
in year
Matching
shares
awarded
in year
Total shares
held 31.12.25
(including
dividend
shares)
Dividend
shares
acquired
in the year
SIP
shares that
became
unrestricted
in year
1
Total
unrestricted
shares held at
31.12.25
Richard Miller 17,963 – – 17,963 – 8,890 17,963
1. Unrestricted shares (which are included in the total shares held at 31 December 2025) are those which no longer attract a tax liability if they are
withdrawn from the plan; they include all types of shares including partnership, matching and dividend shares.
Details of outstanding share awards to Executive Directors
Director
Award grant
date
Share price
on grant
date
As at
01.01.25
Granted
during the
year
Exercised
during the
year
As at
31.12.25
Earliest date
shares can
be acquired
Latest date
shares can
be acquired
Richard Miller
1
14.02.19 226.30p 33,906 – – 33,906 14.02.22 14.02.29
13.03.20 10.91p 152,518 – – 52,818 13.03.23 13.03.30
15.03.21 60.48p 59,117 – – 59,117 15.03.24 15.03.31
14.03.22 49.14p 240,848 – – 240,848 14.03.25 14.03.32
30.09.22 42.22p 71,056 – – 71,056 30.09.25 30.09.32
08.12.22 37.22p 39,979 – – 39,979 08.12.25 08.12.32
13.03.23 32.00p 280,576 – – 280,576 13.03.26 13.03.33
28.06.23 27.74p 2,726,460 – – 2,726,460 13.03.28 13.03.33
11.03.24 27.10p 338,652 – – 338,652 11.03.27 11.03.34
11.03.24 27.10p 3,491,620 – – 3,491,620 11.03.29 11.03.34
28.03.25 15.34p – 6,519,755 – 6,519,755 28.03.30 28.03.35
Ian Perks
2
03.10.25 10.68p – 6,788,390 – 6,788,390 03.10.30 03.10.35
1. The awards granted in 2022 and in March 2023 are Non-Executive Director ESAP and TIP awards. The awards granted in June 2023 and March 2024
areExecutive Director LTIP grant for the 2023-2025 performance period with performance conditions attached. The award granted in March 2025
isExecutive Director LTIP grant for the 2025-2027 performance period with conditions attached.
2. The awards granted in October 2025 is Executive Director LTIP grant for the 2025-2027 performance period with performance conditions attached.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 71

Annual Report on Remuneration continued
Details of Directors’ interests
The interests of the Directors (all of which were beneficial), who held office during FY 2025, are set out in the table below:
Ordinary shares held
% of salary
under 2023
Remuneration
Policy
shareholding
guidelines
1
TIP
awards
LTIP
awards
Deferred
share
awards Buy-out awards SIP
SIP
total
01.01.25 31.12.25 Unvested Vested Unvested Unvested Unvested Vested Restricted Unrestricted 31.12.25
Executive Directors
Rahul Dhir
2
1,706,900 1,706,900 49.76% – 3,843,069 5,268,968 – 6,000,000 – – –
Richard
Miller
3
89,500 89,500 27.04% 280,576 487,29 6 12,737,835 788,515 – – – 17,963 17,963
Ian Perks n/a 0 0% n/a n/a 6,788,390 – – – – – –
Non-Executive Directors
Sheila
Khama
4
39,970 39,970 – – – – – – – – – –
Genevieve
Sangudi
5
100,000 100,000 – – – – – – – – – –
Martin
Greenslade
5
60,000 60,000 – – – – – – – – – –
Mitchell
Ingram
5
50,000 50,000 – – – – – – – – – –
Phuthuma
Nhleko
5
142,500 142,500 – – – – – – – – – –
Roald
Goethe
6
24,759,396 28,259,396 – – – – – – – – – –
Rebecca
Wiles – – – – – – – – – – – –
1. Calculated using share price of 15.338p at year end, excluding awards remaining subject to performance conditions. Under the Company’s shareholding
guidelines, each Executive Director is required to build up their shareholdings in the Company’s shares to at least 400% of their current salary. Further
details of the minimum shareholding requirement are set out in the Remuneration Policy report.
2. Stepped down as CEO on 14 February 2025.
3. For the purposes of the percentage of salary under 2023 Remuneration Policy shareholding guidelines, Richard Miller’s vested, untaxed awards have
been reduced by his hypothetical tax rate to ensure for the purposes of the calculation that they are treated on a like-for-like basis as the ordinary
shares. The values present in the vested columns are the full untaxed awards.
4. Stepped down from the Board on 1 August 2025.
5. Stepped down from the Board on 1 December 2025.
6. Roald Goethe holds 400,000 Senior Notes due 2026.
Executive Director and Non-Executive Director terms of appointment
Director
Year
appointed
Number of
complete
years on
the Board
1
Date of
current
engagement
commenced
Expiry of
current
term
Ian Perks
2
2025 0 15.09.25 n/a
Richard Miller 2023 3 01.01.23 n/a
Rebecca Wiles 2023 2 28.06.23 27.06.26
Roald Goethe
3
2023 2 24.02.23 23.02.29
1. Complete number of years is calculated between the original appointment to the Board to the end of the current financial year.
2. Ian Perks was appointed as Chief Executive Officer on 15 September 2025.
3. Roald was appointed as a Non-Executive Director on 24 February 2023 and as the Chair of the Board on 1 December 2025.
Remuneration report continued
Strategic report Corporate governance Financial statements Supplementary information
72 – Tullow Oil plc Annual Report and Accounts 2025

In the case of each Non-Executive Director, the appointment is renewable thereafter if agreed by the Director and the
Board. The appointment of any Non-Executive Director may be terminated by either party on three months’ notice.
There are no arrangements under which any Non-Executive Director is entitled to receive compensation upon the early
termination of their appointment.
The details of the service contracts of the Executive Directors and the letters of appointment of the Non-Executive
Directors are available for inspection at the Company’s registered office.
Implementation of policy for Executive Directors for 2026
The Remuneration Policy will be implemented during 2026 as follows:
• Executive Director salary levels will not be increased for 2026.
• Pension provision will remain 15% and 10% of salary for Ian Perks and Richard Miller respectively (workforce aligned).
• 2026 annual bonus opportunity for Ian Perks and Richard Miller with a maximum opportunity 150% of salary.
Performance measures and targets will be disclosed in the 2026 Annual Report.
• LTIP award for Ian Perks and Richard Miller with a maximum opportunity of 250% of salary. Awards will vest following
theachievement of critical milestone-based objectives linked to the successful refinancing of the November 2028
bonds and absolute TSR. The specific targets are deemed to be commercially sensitive and have not been disclosed
atthis time.
• No changes will be made to the Chair, nor the Non-Executive Director fees from 2025 levels.
Governance
Remuneration Committee members, independence, meetings and attendance
The members of the Committee from 1 January 2025 to 1 December 2025 are listed on page 49. Genevieve Sangudi,
Mitchell Ingram and Martin Greenslade stepped down from the Committee on 1 December 2025. On 8 April 2026,
Rebecca Wiles joined the Committee as its Chair. Roald Goethe continues to be a member of the Committee.
EuanShirlaw will be appointed to the Committee when he joins the Board on 1 May 2026, at which time Roald Goethe
willstepdown from the Committee.
All previous and current members of the Committee were and are independent Non-Executive Directors with
noday-to-day involvement with the business or any personal financial interest, except as shareholders, in the matters
toberecommended.
The number of scheduled meetings held during the year and the attendance by each member is shown in the table
onpage 49. There was one unscheduled meeting attended by all Committee members to discuss Executive
Directorremuneration.
The CEO and Director of Business Services attend Committee meetings to provide business context and performance
updates and from time to time other members of the SLT will also be invited to attend. However, no member of the SLT
ispresent when their own remuneration is determined. The Company Secretary acts as Secretary to the Committee.
The Company Secretary is available to assist the members of the Committee as required, ensuring that timely and
accurate information is distributed accordingly.
Advice received during 2025
The Committee received external advice from Deloitte LLP (Deloitte) during 2025, who was appointed by the Committee
in2022. Deloitte is a member of the Remuneration Consultants Group and is a signatory to its Code of Conduct. During the
year Deloitte also provided global mobility and payroll services. Fees (ex VAT) paid to Deloitte for advice to the Remuneration
Committee during 2025 amounted to £54,850. Deloitte has no other connections to Directors that affect its independence.
The Committee evaluates the services provided by external advisers and is satisfied that the advice received from Deloitte
wasobjective and independent.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 73

Annual Report on Remuneration continued
Governance continued
Activities of the Committee during 2025
A summary of the main Committee activities during 2025 are set out on page 61.
Shareholder voting at the AGM
At last year’s AGM on 22 May 2025 the remuneration-related resolutions received the following votes from shareholders:
2025 Annual Statement and Annual Report on Remuneration
Total number of votes % of votes cast
For 739,632,877 94.84%
Against 40,223,466 5.16%
Total number of votes % of ISC votes
Total votes cast (for and against) 779,856,343 53.38%
Votes withheld 742,049
2023 Remuneration Policy
Total number of votes % of votes cast
For 890,988,764 98.60%
Against 12,691,569 1.40%
Total number of votes % of ISC votes
Total votes cast (for and against) 903,680,333 62.43%
Votes withheld 631,953
Remuneration report continued
Strategic report Corporate governance Financial statements Supplementary information
74 – Tullow Oil plc Annual Report and Accounts 2025

Directors’ Remuneration Policy report
This section of the report sets out the Remuneration Policy (the Policy) for Executive and Non-Executive Directors, which
will be put forward for shareholder approval at the 2026 AGM on 10 June 2026. The Committee intends that the Policy will
come into effect from the date of the AGM and will apply for a period of up to three years.
Policy overview
The principles of the Remuneration Committee are to ensure that remuneration is linked to Tullow’s strategy and promote
the attraction, motivation and retention of the highest quality executives who are key to delivering sustainable long-term
value growth and the achievement of critical priorities aligned to stakeholders’ interests.
Directors’ Remuneration Policy
Element
Purpose and link
tostrategy Operation
Maximum opportunity/performance
measures
Base salary
To provide an
appropriate level of
fixed cash income.
To attract and retain
individuals with the
personal attributes,
skills and experience
required to deliver
ourstrategy.
Generally reviewed annually. Base salaries will
be set by the Committee taking into account:
• The scale, scope and responsibility
oftherole.
• The skills and experience of the individual.
• The base salary of other employees,
including increases awarded to the wider
population.
• The base salary of individuals undertaking
similar roles in companies of comparable
size and complexity. This may include
international oil and gas sector companies
or a broader group of FTSE-listed organisations.
Any increases to current Executive
Director salaries will not normally
exceed the average increase awarded
to other UK-based employees.
Increases may be above this level in
certain circumstances, for instance if
there is an increase in the scale, scope
orresponsibility of the role or to allow
thebase salary of newly appointed
Executives to move towards market
norms as their experience and
contribution increase.
Pension &
benefits
To attract and retain
individuals with the
personal attributes,
skills and experience
required to deliver our
strategy.
Defined contribution pension scheme or
salary supplement in lieu of pension. The
Company does not operate or have any
legacy defined benefit pension schemes.
Medical insurance, income protection and life
assurance. Additional benefits may be
provided as appropriate.
Executive Directors may participate in the
Tullow UK Share Incentive Plan (SIP) and the
Tullow Sharesave (SAYE) Plan.
Pension: Workforce aligned for Executive
Directors (as a percentage of salary).
Employees currently receive an
employer contribution of 10% of salary,
increasing to 15% of salary
for employees over 50.
Benefits: The range of benefits
thatmay be provided is set by the
Committee after taking into account
local market practice in the country
where the Executive Director is based.
No monetary maximum is given for
benefits provided to the Executive
Directors as the cost will depend on
individual circumstances.
Tullow UK SIP and SAYE: Up to HM
Revenue & Customs (HMRC) limits.
Maximum participation levels and
matching levels for all staff, including
Executive Directors, are set by
reference to the rules of the plan
and relevant legislation.
Annual bonus
The executive bonus
scheme rewards
Executive Directors for
achieving financial and
strategic targets in the
relevant year by
reference to operational
targets and individual
objectives.
Targets are set annually and any payout is
determined by the Committee after the year
end based on targets set for the financial period.
The Committee has discretion to amend the
payout should any formulaic output not
reflect the Committee’s assessment of overall
business performance or if the Committee
considers the formulaic outturn is not
appropriate in the context of other factors
considered by the Committee to be relevant.
One-third of any bonus earned may be
deferred into shares, typically for a period
ofthree years. Deferred bonus awards may
take the form of nil-cost options, conditional
awards of shares or such other form as has
asimilar economic effect.
Recovery provision apply (see below).
Maximum opportunity
Up to 150% of salary.
Performance measures
A balanced scorecard of stretching
financial and operational objectives,
linked to the achievement of Tullow’s
long-term strategy, will be used to
assess annual bonus outcomes.
Performance will typically be
measuredover one year.
No more than 25% of the maximum
opportunity will normally be payable
forthreshold performance.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 75

Element
Purpose and link
tostrategy Operation
Maximum opportunity/performance
measures
Long-Term
Incentives
(LTIP)
The LTIP provides
aclear link between
theremuneration
oftheExecutive
Directors andthe
creation of value
forshareholders by
rewarding the Executive
Directors forthe
achievement ofcritical
priorities aligned to
stakeholders’interests.
Awards are normally made on an annual basis
and normally vest three years from grant
subject to continued employment and the
satisfaction of performance targets. Awards
may be granted in shares or cash at the
discretion of the Committee.
A two-year holding period following LTIP
vesting normally applies to grants to
Executive Directors. In total, this results in a
five-year combined vesting and holding
period.
The Committee has discretion to vary the
formulaic vesting outturn if it considers that
theoutturn does not reflect the Committee’s
assessment of performance or is not
appropriate in the context of other factors
considered by the Committee to be relevant.
Recovery provision apply (see below).
Maximum opportunity
Annual awards of up to 250% of salary.
Performance measures
Performance will typically be measured
over a three-year period.
Performance measures for LTIP awards
mayinclude, but are not limited to, total
shareholder return (TSR), financial
measures and/or strategic measures
(whichmay include ESG measures).
Subject to the Committee’s discretion,
awards will normally vest at no more
than 25% of maximum for threshold
performance, increasing to 100% for
maximum performance.
Shareholding
guidelines
To align the interests
ofmanagement and
shareholders and
promote a long-term
approach to
performance and
riskmanagement.
Executive Directors are normally required to
retain at least 100% of vested post-tax share
awards until a minimum shareholding
equivalent to 400% ofbase salary is achieved
in owned shares.
Unvested share awards (which are no longer
subject to performance conditions) net of
applicable taxes count towards the minimum
shareholding requirement.
Shares included in this calculation are those
held beneficially by the Executive Director
and his or her spouse/civil partner.
50% of the shareholding guideline (i.e. 200%
ofsalary) will need to be retained by Executive
Directors for two years post-cessation.
N/A
Non-Executive
Directors
To provide an
appropriate fee level.
To attract individuals
with the necessary
experience and ability.
To make a significant
contribution to the
Group’s activities while
also reflecting the time
commitment and
responsibility of
therole.
The Chair is paid an annual fee and the
Non-Executive Directors are paid a base fee
and additional responsibility fees, for example
for the role of Senior Independent Director or
for chairing a Board Committee.
Fees are normally reviewed annually.
Each Non-Executive Director is also entitled
to a reimbursement of necessary travel and
other expenses including associated tax costs.
Non-Executive Directors do not participate in
any performance-related pay scheme and are
not eligible to join the Group’s pension schemes.
Non-Executive Director remuneration is
determined within the limits set by the
Articles of Association.
There is no maximum prescribed fee
increase, although fee increases for
Non-Executive Directors will not
normally exceed the average increase
awarded to Executive Directors.
Increases may be above this level
ifthere is an increase in the scale,
scope or responsibility of the role.
Remuneration report continued
Directors’ Remuneration Policy report continued
Directors’ Remuneration Policy continued
Strategic report Corporate governance Financial statements Supplementary information
76 – Tullow Oil plc Annual Report and Accounts 2025

Operation of incentive plans
The Committee will operate the LTIP and deferred bonus in accordance with the plan rules, Listing Rules and HMRC
ruleswhere relevant. The Committee, consistent with market practice, retains discretion over a number of areas relating
to the operation and administration of the plans in relation to senior management, including Executive Directors.
Theseinclude (but are not limited to) the following (albeit with the level of award restricted as set out in the Directors’
Remuneration Policy):
• Who participates.
• The timing of grant of awards and/or payment.
• The size of awards and/or payment.
• Whether awards are granted and/or settled in shares or cash.
• Choice of performance measures applicable to LTIP awards.
• Discretion relating to the measurement of performance in the event of a change of control or reconstruction.
• Determination of a good leaver (in addition to any specified categories) for incentive plan purposes and a good
leaver’streatment.
• Adjustments to awards required in certain circumstances (e.g. rights issues, corporate restructuring and special dividends).
• The ability to adjust existing performance conditions for exceptional events so that they can still fulfil their
original purpose.
Deferred bonus and LTIP shares may accrue additional shares in respect of the value of dividends paid during the period
beginning with the date of grant and ending with the date of vesting (this payment may assume that dividends had been
reinvested in Tullow shares on a cumulative basis).
In addition to the LTIP and deferred bonus, Executive Directors are also eligible to participate in the UK SIP or any
otherall-employee share plans on the same terms as other employees. All-employee share plans do not operate
performance conditions.
Performance measures for annual bonus and LTIP awards
The choice of the performance metrics and range of targets applicable to the annual bonus plan for Executive Directors
reflect the Committee’s belief that any incentive compensation should be appropriately challenging and tied to both
thedelivery of robust performance relating to the Group’s financial key performance indicators and, where appropriate,
specific individual/strategic objectives (including ESG objectives). Performance metrics applicable to the LTIP are
selected to support Company strategy and provide shareholder alignment. Targets applying to the annual bonus and
LTIPare reviewed annually, based on a range of internal and external reference points. Performance targets are set to
bestretching but achievable, with regard to the particular strategic priorities and business environment in a given year.
Legacy remuneration
For the avoidance of doubt, the Committee reserves the right to make any remuneration payments and/or payments
forloss of office (including exercising any discretions available to it in connection with such payments) notwithstanding
that they are not in line with the 2026 Remuneration Policy set out in the document where the terms of the payment were
agreed (i) before the 2026 Remuneration Policy came into effect, provided that the terms of the payment were consistent
with any applicable shareholder-approved Directors’ Remuneration Policy in force at the time they were agreed or were
otherwise approved by shareholders; or (ii) at a time when the relevant individual was not a Director of the Company
(orother persons to whom the Policy set out above applies) and, in the opinion of the Committee, the payment was
notinconsideration for the individual becoming a Director of the Company or such other person.
For these purposes ‘payments’ includes the Committee satisfying awards of variable remuneration and, in relation to an
award over shares, the terms of the payment are ‘agreed’ no later than the time the award is granted. This Policy applies
equally to any individual who is required to be treated as a Director under the applicable regulations.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 77

Directors’ Remuneration Policy report continued
Discretion
The Committee reserves the right to exercise its discretion in the event of exceptional and unforeseen positive or
negative developments during the performance period. In addition, the Committee reserves the right to adjust the
annual bonus or LTIP payment where the Committee considers that the level of payment is not commensurate with
overall corporate performance over the performance period.
Recovery provisions
Annual bonus and LTIP awards are subject to malus and clawback. The Committee retains discretion to apply malus and
clawback to the cash bonus, deferred bonus and LTIP awards up to three years after the payment or vesting of awards.
The Committee has selected this period which aligns with the typical LTIP performance period and bonus deferral period.
Malus and clawback triggers are outlined in the plan rules and include but are not limited to, a material adverse
restatement of the financial accounts or reserves, a catastrophic failure of operational, EHS and risk management or
corporate failure or insolvency.
Illustration of remuneration scenarios of Executive Directors
The charts below show how the composition of the Executive Directors’ remuneration packages varies at different levels
of performance under the Remuneration Policy, as a percentage of total remuneration opportunity and as a total value for
the current CEO and CFO for 2026:
Fixed Target Maximum Maximum
+50% share
growth 2025
£3.0m
£2.0m
£1.0m
£0.0m
Fixed Target Maximum Maximum
+50% share
growth 2025
£4.0m
£3.0m
£2.0m
£1.0m
£0.0m
CEO CFO
Fixed Annual bonus LTIP
100
%
100
%
37
%
35
%
22
%
22
%
18
%
17
%
24
%
24
%
29
%
29
%
23
%
24
%
40
%
40
%
49
%
49
%
59
%
59
%
1. Base salary is effective as at 1 April 2026.
2. Fixed pay includes pension in line with wider workforce.
3. The target annual bonus and LTIP Award is taken to be 50% of the maximum opportunity for 2026 (Annual bonus: 75% of salary; LTIP Award: 125% of
salary). The maximum value of the Annual Bonus is taken to 150% and LTIP Award is taken to be 250% of salary (i.e. the maximum annual opportunity).
4. No share price appreciation has been assumed for the fixed, target and maximum scenarios. 50% share price appreciation is applied to the maximum
scenario in the chart above based on LTIP awards being delivered in shares.
Service agreements
Executive Director service agreements set out restrictions on the ability of the Director to participate in businesses
competing with those of the Group or to entice or solicit away from the Group any senior employees in the six months
after ceasing employment. The above reflects the Committee’s policy that service contracts should be structured to
reflect the interests of the Group and the individuals concerned, while also taking due account of market and
best practice.
The term of each service contract is not fixed. Each agreement is terminable by the Director on six months’ notice
andbythe employing company on 12 months’ notice.
The Executive Directors’ service agreements and the appointment letters of the Non-Executive Directors are available
forinspection by shareholders at the Company’s registered office.
Remuneration report continued
Strategic report Corporate governance Financial statements Supplementary information
78 – Tullow Oil plc Annual Report and Accounts 2025

Policy for new appointments
The remuneration of a new Executive Director will normally include salary, benefits, pension and participation in the
annualbonus and LTIP arrangements in accordance with the policy for Executive Directors’ remuneration. In addition,
theCommittee has discretion to include any other remuneration component or award which it feels is appropriate taking
into account the specific circumstances of the recruitment, subject to the principles and limits set out below. The key terms
and rationale for any such component would be disclosed as appropriate in the Directors’ Remuneration report for the
relevant year.
Policy
Salary Salary will be set taking into account the individual’s experience and skills, prevailing market rates in companies
ofcomparable size and complexity and internal relativities.
Where appropriate the Committee may set the initial salary below the market level (e.g. if the individual has
limitedPLC Board experience or is new to the role), with the intention to make phased pay increases over a
number of years, which may be above those of the wider workforce, to achieve the desired market positioning.
These increases will be subject to continued development in the role.
Buy-out awards Where an individual forfeits outstanding variable pay opportunities or contractual rights at a previous employer
as a result of appointment, the Committee may offer compensatory payments or awards, in such form as the
Committee considers appropriate, taking into account all relevant factors including the form of awards,
expected value and vesting timeframe of forfeited opportunities.
When determining any such buy-out, the guiding principle would be that awards would generally be on a
like-for-like basis unless this is considered by the Committee not to be practical or appropriate.
Awards may be facilitated under the existing incentive plans where possible but also using the exception
available under the Listing Rules, if necessary.
Maximum level of
variable
remuneration
The Committee will not offer non-performance-related variable remuneration, and the maximum level of variable
remuneration which may be granted (excluding buy-out awards) is 400% of base salary, which is in line with the
current maximum limit under the annual bonus and LTIP.
Other elements of
remuneration
Other elements may be included in the following circumstances:
• An interim appointment being made to fill an Executive Director role on a short-term basis.
• If exceptional circumstances require that the Chair or a Non-Executive Director takes on an executive
function on a short-term basis.
• If an Executive Director is recruited at a time in the year when it would be inappropriate to provide an annual
bonus or LTIP award for that year. Subject to the limit on variable remuneration set out above, the quantum
inrespect of the period employed during the year may be transferred to the subsequent year.
• If the Executive Director is required to relocate, reasonable relocation, travel and subsistence payments may
be provided (either via one-off or ongoing payments or benefits).
For an internal Executive Director appointment, any variable pay element awarded in respect of the prior role may be
allowed to pay out according to its terms, adjusted as relevant to take account of the appointment. In addition, any other
ongoing remuneration obligations existing prior to appointment may continue. For external and internal appointments,
the Committee may agree that the Company will meet certain relocation and/or incidental expenses as appropriate.
Fee levels for Non-Executive Director appointments will take into account the expected time commitment of the role
andthe current fee structure in place at that time.
Payment for loss of office
Executive Directors’ service contracts are terminable by the Director on six months’ notice and by the relevant employing
company on 12 months’ notice. There are no specific provisions under which Executive Directors are entitled to receive
compensation upon early termination, other than in accordance with the notice period.
On termination of an Executive Director’s service contract, the Committee will take into account the departing Director’s
duty to mitigate his or her loss when determining the amount of any compensation. Disbursements such as legal and
outplacement costs and incidental expenses may be payable where appropriate, and payments may be made for
accrued holiday and outplacement. The Committee may provide other ancillary or non-material benefits linked with
departure (including for a defined period after departure).
The Committee reserves the right to make payments by way of settlement of any claim arising in connection with the
cessation of employment.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 79

Directors’ Remuneration Policy report continued
Payment for loss of office continued
The following payments may also be made to departing Executive Directors:
Cessation of employment due to death, injury,
disability, redundancy, the participant’s employing
company or business for which they work being sold
out of the Company’s Group or in other circumstances
at the discretion of the Committee
Cessation of employment due to other reasons
(e.g.termination for cause)
Annual bonus The Executive Director will normally be considered for
abonus payment. Unless the Committee determines
otherwise, any bonus payment will be paid at the usual
time following the determination of performance
measures and be subject to a pro rata reduction for
time served during the performance period.
No entitlement to annual bonus award following date
notice is served.
Deferred bonus
shares
Unvested awards will continue and will vest at the
normal vesting date. In exceptional circumstances,
theCommittee may decide that the Executive
Director’s deferred share awards will vest at the date
ofcessation of employment.
Unvested awards will normally lapse on cessation
ofemployment.
LTIP awards Unvested awards will continue and will remain capable
of vesting at the normal vesting date. To the extent
thatthe awards vest, a two-year holding period would
then normally apply.
In exceptional circumstances, the Committee may
decide that the Executive Director’s awards will vest
and be released early at the date of cessation of
employment or at some other time (e.g. following
theend of the performance period).
In either case, vesting will depend on the extent to
which the performance measures have been satisfied
and will normally be subject to a pro rata reduction of
the awards for time served from the grant date to the
date of cessation of employment (although the
Committee has discretion to disapply time pro rating
ifthe circumstances warrant it).
Unvested awards will normally lapse on cessation
ofemployment.
If an Executive Director leaves for any reason after
anaward has vested but before it has been released
(i.e. during a holding period), their award will ordinarily
continue to be released at the normal release date.
In the event of a change of control (or other equivalent corporate events), deferred bonus shares will vest in full. LTIP
awards will vest early in the event of change of control. The level of vesting will be determined taking into account the
extent to which performance measures are satisfied at the date of the relevant event and, unless the Committee
determines otherwise, awards will be pro-rated for time served from the grant date to the date of the relevant event.
The terms applying to any buy-out awards on cessation of employment or change of control would be determined when
the award is granted. Such terms would normally be consistent with the principles outlined above.
Consideration of shareholders’ views
Prior to the finalisation of this Policy the Committee consulted with major shareholders on the proposals. The Committee
considers shareholder feedback received at the AGM each year and, more generally, guidance from shareholder
representative bodies. This feedback, plus any additional feedback received during any meetings from time to time,
isconsidered as part of the Company’s annual review of the continuing appropriateness of the Remuneration Policy.
Employment conditions elsewhere in the Group
In setting the Remuneration Policy and remuneration levels for Executive Directors, the Committee is cognisant of the
approach to rewarding employees in the Group and levels of pay increases generally. The Committee does not currently
formally consult directly with employees on the executive pay policy, but it does receive regular updates from the
Company Secretary and the Director of Business Services. During the year this included updates on discussions with the
Senior Leadership Team on the proposed changes to the Directors’ Remuneration Policy and how these changes would
apply more widely to other employees.
Rebecca Wiles
Chair of the Remuneration Committee
27 April 2026
Remuneration report continued
Strategic report Corporate governance Financial statements Supplementary information
80 – Tullow Oil plc Annual Report and Accounts 2025

Directors’ report
The Directors present their Annual Report and audited Financial Statements for the Group
for the year ended 31 December 2025. Certain statutory or regulatory information required to
be included in this section is included elsewhere in this Annual Report (see table below) and
is incorporated by reference. The Corporate governance report on pages 44 to 80 is the
corporate governance statement for the purposes of Disclosure Guidance and Transparency
Rule 7.2.1 and this statement is incorporated into the Directors’ report by reference.
Information incorporated by reference
The information in the table below is incorporated in the Directors’ report by reference and can be found on the pages of
this Annual Report as indicated in the table below.
Information Page
Principal activities 7
Likely future developments 5
Our stakeholders and how we engage with them 9
ESG 11 to 18
Employee involvement and engagement 9, 13,14 and 51
Diversity 14 and 55
Greenhouse gases 17
Climate-related financial disclosures 19 to 26
Human rights 14
Anti-bribery and anti-corruption 12
Derivative financial instruments 38 and 39
Post balance sheet events 141 and 142
Articles of Association
The Company’s Articles were adopted at the 2021 AGM.
They may only be amended by a special resolution of
the shareholders.
Listing of notes
Tullow’s Senior Secured Notes due 2026 are listed on the
Luxembourg Stock Exchange and and will be de-listed
following the closing of the refinancing transaction.
Tullow’s Senior Secured Notes due 2028 will be listed on
the International Stock Exchange.
Results and dividends
The loss on ordinary activities after taxation of the
Group for the year ended 31 December 2025 was
$129million (2024: $55 million profit). In 2025 the Board
recommended that no interim and final dividend
would be paid.
Share capital
As at 27 April 2026 (being the latest practicable date
before publication of this Annual Report and financial
statements), the Company’s issued share capital comprised
of 1,485,023,041 ordinary shares each with a nominal
value of £0.10.
Share price range
During 2025, the highest mid-market price of the
Company’s shares was 25.0p and the lowest was 3.5p. The
year-end price was 6.1p.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 81

Major shareholdings
As at 31 December 2025 and 27 April 2026 (being the
latest practicable date before publication of this Annual
Report), the Company had been notified in accordance
with the requirements of provision 5.1.2 of the Financial
Conduct Authority’s Disclosure Guidance and Transparency
Rules of the following major holdings in the Company’s
ordinary share capital:
Shareholder
Number
of shares
% of issued
capital (as at
date of
notification)
Date of
notification
Samuel Dossou-
Aworet 243,635,633 16.80% 23/11/2023
Azvalor Asset
Management
S.G.I.I.C., S.A. 173,325,714 12.04% 20/10/2022
RWC Asset
Management LLP 71,022,015 5.09% 31/10/2018
Summerhill Trust
Company (Isle
of Man) Limited 58,838,104 4.19% 06/06/2019
Sustainable
Capital Limited 50,633,810 3.47% 29/11/2024
The Goldman
Sachs Group, Inc. 44,552,039 3.05% 07/02/2025
Shareholders’ rights
The rights and obligations of shareholders are set out in
the Company’s Articles of Association (which can be amended
by special resolution). The rights and obligations attaching
to the Company’s shares are as follows:
• Dividend rights – holders of the Company’s shares may,
by ordinary resolution, declare dividends but may not
declare dividends in excess of the amount recommended
by the Directors. The Directors may also pay interim
dividends. No dividend may be paid other than out of
profits available for distribution. Subject to shareholder
approval, payment or satisfaction of a dividend may be
made wholly or partly by distribution of specific assets.
• Voting rights – voting at any general meeting may
beconducted by a show of hands unless a poll is duly
demanded. On a show of hands every shareholder
whois present in person at a general meeting (and
everyproxy or corporate representative appointed by
ashareholder and present at a general meeting) has
onevote regardless of the number of shares held by the
shareholder (or represented by the proxy or corporate
representative). If a proxy has been appointed by more
than one shareholder and has been instructed by one or
more of those shareholders to vote ‘for’ the resolution
and by one or more of those shareholders to vote
‘against’ a particular resolution, the proxy shall have one
vote for and one vote against that resolution. On a poll,
every shareholder who is present in person has one vote
for every share held by that shareholder and a proxy has
one vote for every share in respect of which he has been
appointed as proxy (the deadline for exercising voting
rights by proxy is set out in the form of proxy). On a poll,
a corporate representative may exercise all the powers
of the Company that has authorised him.
• A poll may be demanded by any of the following: (a) the
Chairman of the meeting; (b) at least five shareholders
entitled to vote and present in person or by proxy or
represented by a duly authorised corporate representative
at the meeting; (c) any shareholder or shareholders present
in person or by proxy or represented by a duly authorised
corporate representative and holding shares or being a
representative in respect of a holder of shares representing
in the aggregate not less than one-tenth of the total
voting rights of all shareholders entitled to attend and
vote at the meeting; or (d) any shareholder or shareholders
present in person or by proxy or represented by a duly
authorised corporate representative and holding shares
or being a representative in respect of a holder of shares
conferring a right to attend and vote at the meeting on
which there have been paid up sums in the aggregate
equal to not less than one-tenth of the total sums paid
up on all the shares conferring that right.
• Return of capital – in the event of the liquidation of the
Company, after payment of all liabilities and deductions
taking priority, the balance of assets available for distribution
will be distributed among the holders of ordinary shares
according to the amounts paid up on the shares held by
them. A liquidator may, with the authority of a special
resolution, divide among the shareholders the whole or
any part of the Company’s assets, or vest the Company’s
assets in whole or in part in trustees upon such trusts for
the benefit of shareholders, but no shareholder is compelled
to accept any property in respect of which there is a liability.
• Control rights under employee share schemes –
the Company operates a number of employee share
schemes (see pages 71 and 76). Under some ofthese
arrangements, shares are held by trustees on behalf of
employees. The employees are not entitled to exercise
directly any voting or other control rights. The trustees
will generally vote in accordance with employees’
instructions and abstain where no instructions are
received. Unallocated shares are generally voted at the
discretion of the trustees.
• Restrictions on holding securities – there are no
restrictions under the Company’s Articles of Association
or under UK law that either restrict the rights of UK
resident shareholders to hold shares or limit the rights
ofnon-resident or foreign shareholders to hold or vote
the Company’s ordinary shares.
There are no UK foreign exchange control restrictions on
the payment of dividends to US persons on the Company’s
ordinary shares.
Directors’ report continued
Strategic report Corporate governance Financial statements Supplementary information
82 – Tullow Oil plc Annual Report and Accounts 2025

Material agreements containing ‘change of
control’ provisions
To the extent that a ‘change of control’ occurs, as a result of:
(i) a disposal of all or substantially all the properties or assets
of the Company and all its restricted subsidiaries (other than
through a merger or consolidation) in one or a series of
related transactions (including an M&A transaction); (ii) a
plan being adopted relating to the liquidation or dissolution
of the Company; (iii) any person becoming the beneficial
owner, directly or indirectly, of shares of the Company which
grant that person more than 50% of the voting rights of the
Company the following significant agreements will
beaffected; (iv) the Company ceases to own, directly, 100%
of the issued and outstanding capital stock of Tullow
Holdco 1 Limited (other than certain Directors’ qualifying
shares and management’s qualifying shares); (v) Tullow
Holdco 1 Limited ceases to own, directly, 100% of the issued
and outstanding capital stock of Tullow Holdco 2 Limited
(other than certain Directors’ qualifying shares and
management’s qualifying shares); (vi) Tullow Holdco 2
Limited ceases to own, directly, 100% of the issued and
outstanding capital stock of Tullow Overseas Holdings BV
(other than certain Directors’ qualifying shares and
management’s qualifying shares); or (vii) the equity interests
of the Company cease to be listed or admitted to trading on
a nationally recognised securities exchange:
• Under an indenture relating to $1.1 billion of 10.25% cash
pay/3.00% PIK/1.75% PIYC senior secured notes due in
2028 between, among others, Tullow Holdco 2 Limited,
the Company and GLAS Trust Company LLC as the
Trustee, Tullow Holdco 2 Limited must make an offer to
noteholders to repurchase all or any part of the notes
at 101% of the aggregate principal amount of the notes,
plus accrued and unpaid interest on the notes
repurchased to the date of purchase in the event
that a change of control of the Company occurs. The
repurchase offer must be made by the Company to all
noteholders within 30 days following the change of
control and the repurchase must take place no earlier
than 10 days and no later than 60 days from the date
of the repurchase offer. Tullow Holdco 2 Limited shall
redeem the Notes withing ten days following such
change of control.
• Under the $402 million note subscription agreement
between, amongst others, Tullow Holdco 1 Limited, the
Company, Glencore, Glas Trust Corporation and Global
Loan Agency Services Limited, the Company is obliged to
notify the agent (who notifies the noteholders) upon the
occurrence of a change of control. Each noteholder shall
be entitled to repayment of all outstanding amounts owed
by the Company to it under the agreement and any
connected finance document. Each noteholder shall also
be entitled to cancel any undrawn commitments
immediately under the agreement. In order to give effect
to the noteholder’s request for repayment, they are to
notify the Company within 30 days of Tullow Holdco 2
Limited notifying the Agent of the change of control
being notified by the agent, following which the
repayment amount will become due and payable no later
than 30 days after such notice from each relevant
noteholder to the Company.
• Under the $100 million cargo prepayment facility
agreement between, amongst others, Tullow Ghana
Limited, the Company, Glencore and Glas Trust
Corporation, Tullow Ghana Limited is obliged to notify
Glencore upon the occurrence of a change of control.
Upon such change of control, Glencore shall be entitled
to repayment of all outstanding amounts owed by Tullow
Ghana Limited to it under the agreement and any
connected prepayment agreements.
Directors
The names and biographies of our current Directors are
included on page 46. During the year Rahul Dhir, Sheila
Khama, Phuthuma Nhleko, Martin Greenslade, Mitchell
Ingram and Genevieve Sangudi also served as Directors
until they stepped down from the Board.
In accordance with the provisions of the Code, all Directors
eligible for re-election should retire at each AGM and offer
themselves for election or re-election (as appropriate).
Accordingly, all Directors will retire and seek election
orre-election at the AGM, to be held on 10 June 2026. As
announced on 8 April 2026 Henry Steel joined the Board
with immediate effect and Garrett Soden, Euan Shirlaw
and James Peterkin will join the Board with effect from 1
May 2026 and they will stand for election at the AGM. Their
biographies will be made available on our website and in
the notice of meeting. TheBoard believes that all Directors
offering themselves for election or re-election continue to
be effective and demonstrate commitment to the role.
Details of the Directors’ interests in the ordinary shares of
the Company and in the Group’s long-term incentive and
other share option schemes are set out on page 72 in the
Directors’ Remuneration report.
Directors’ indemnities and insurance cover
As at the date of this report, indemnities are in force under
which the Company has agreed to indemnify the Directors,
to the extent permitted by the Companies Act 2006, against
claims from third parties in respect of certain liabilities arising
out of, or in connection with, the execution of their powers,
duties and responsibilities as Directors of the Company or
any of its subsidiaries. The Directors are also indemnified
against the cost of defending a criminal prosecution or a
claim by the Company, its subsidiaries ora regulator provided
that where the defence is unsuccessful the Director must
repay those defence costs. The Company also maintains
directors’ and officers’ liability insurance cover, the level of
which is reviewed annually.
Powers of Directors
The general powers of the Directors are set out in Article 104
of the Articles of Association of the Company. It provides
that the business of the Company shall be managed by the
Board, which may exercise all the powers of the Company
whether relating to the management of the business of the
Company or not. This power is subject to any limitations
imposed on the Company by applicable legislation. It is also
limited by the provisions of the Articles of Association of the
Company and any directions given by special resolution of
the shareholders of the Company, which are applicable on
the date that any power is exercised.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 83

Powers of Directors continued
Please note the following specific provisions relevant
to the exercise of power by the Directors:
• Pre-emptive rights and new issues of shares – the
holders of ordinary shares have no pre-emptive rights
under the Articles of Association of the Company.
However, the ability of the Directors to cause the
Company to issue shares, securities convertible into
shares or rights to shares, otherwise than pursuant
to an employee share scheme, is restricted under the
Companies Act 2006, which provides that the directors
of a company are, with certain exceptions, unable to
allot any equity securities without express authorisation,
which may be contained in a company’s articles of
association or given by its shareholders in general
meeting, but which in either event cannot last for more
than five years. Under the Companies Act 2006, the
Company may also not allot shares for cash (otherwise
than pursuant to an employee share scheme) without
first making an offer on a pre-emptive basis to existing
shareholders, unless this requirement is waived by a
special resolution of the shareholders.
• Borrowing powers – the net external borrowings of
theGroup outstanding at any time shall not exceed an
amount equal to four times the aggregate of the Group’s
adjusted capital and reserves calculated in the manner
prescribed in Article 105 of the Company’s Articles of
Association, unless sanctioned by an ordinary resolution
of the Company’s shareholders.
Appointment and replacement of Directors
The Company shall appoint (disregarding Alternate
Directors) no fewer than two and no more than
15Directors. The appointment and replacement
ofDirectors may be made as follows:
• The shareholders may by ordinary resolution elect
anyperson who is willing to act to be a Director.
• The Board may elect any person who is willing to act
tobe a Director. Any Director so appointed shall hold
office only until the next Annual General Meeting and
shall then be eligible for election.
• Each Director is required in terms of the Articles of
Association to retire from office at the third Annual
General Meeting after the Annual General Meeting at
which he or she was last elected or re-elected, although
he or she may be re-elected by ordinary resolution if
eligible and willing. However, to comply with the principles
of best corporate governance, the Board intends that
each Director will submit him or herself for re-election
onan annual basis.
• The Company may by special resolution remove any
Director before the expiration of his or her period of
office or may, by ordinary resolution, remove a Director
where special notice has been given and the necessary
statutory procedures are complied with.
• There are a number of other grounds on which a Director’s
office may cease, namely voluntary resignation, where all
the other Directors (being at least three in number) request
his or her resignation, where he or she suffers physical or
mental incapacity, where he or she is absent from meetings
of the Board without permission of the Board for six
consecutive months, becomes bankrupt or compounds
with his or her creditors or where he or she is prohibited
by law from being a Director.
Authority to allot new shares
The Directors decided not to seek the authority to allot
new shares at the last AGM held on 22 May 2025. Although
not currently anticipated, should the Company require such
authority, a separate general meeting would be called at
which the relevant resolutions would put to shareholders.
Purchase of own shares
As in previous years, the Directors decided not to seek
authority to make market purchases of the Company’s
ownshares. Although not anticipated, should the Company
require to make market purchases of its own shares, a
separate general meeting would be called at which the
authority to purchase the Company’s own sharewould
besought from shareholders.
Political donations
In line with Group policy, no donations were made
forpolitical purposes.
Auditor and disclosure of relevant audit information
Having made the requisite enquiries, so far as the Directors
are aware, there is no relevant audit information (as defined
by Section 418(3) of the Companies Act 2006) of which
the Company’s auditor is unaware and each Director has
taken all steps that ought to have been taken to make him
or herself aware of any relevant audit information and to
establish that the Company’s auditor is aware of that information.
A resolution to re-appoint EY as the Company’s auditor will
be proposed at the 2026 AGM. Further information can be
found in the Audit Committee report on page 58.
Annual General Meeting
The 2026 AGM will be held at 9 Chiswick Park, 566
Chiswick High Road W4 5XT on 10 June 2026, at 11.00 am.
The Notice convening the AGM and detailing the resolutions
to be put to shareholders at the meeting, will be sent to
shareholders together with this Annual Report and Accounts
and published on our website at www.tullowoil.com.
This Corporate governance report (which includes the
Directors’ Remuneration report) and the information
referred to herein have been approved by the Board
and signed on its behalf by:
Adam Holland
Company Secretary
27 April 2026
Registered office:
9 Chiswick Park
566 Chiswick High Road
London W4 5XT
Company registered in England and Wales No. 3919249
Directors’ report continued
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84 – Tullow Oil plc Annual Report and Accounts 2025

Statement of Directors’ responsibilities
The Directors are responsible for preparing the Annual Report and the Financial Statements
in accordance with applicable United Kingdom law and regulations.
Company law requires the Directors to prepare Financial
Statements for each financial year. Under that law the
Directors have elected to prepare the Group and Parent
Company financial statements in accordance with
UK-adopted international accounting standards (IFRSs), and
the Parent Company financial statements in accordance
with United Kingdom Generally Accepted Accounting
Practice (United Kingdom Accounting Standards and
applicable law), including Financial Reporting Standard 101
Reduced Disclosure Framework (FRS 101). Under company
law the Directors must not approve the Financial Statements
unless they are satisfied that they give a true and fair view of
the state of affairs of the Group and the Company and of
the profit or loss of the Group and the Company for
that period.
Under the Financial Conduct Authority’s Disclosure
Guidance and Transparency Rules and the Transparency
(Directive 2004/109/EC) Regulations 207 (as amended),
Group Financial Statements are required to be prepared
in accordance with UK-adopted international accounting
standards and international Financial Reporting Standards
adopted pursuant to Regulation (EC) No. 1606/2002 as it
applies in the European Union.
In preparing these Financial Statements the Directors are
required to:
• select suitable accounting policies in accordance with
IAS 8 Accounting Policies, Changes in Accounting
Estimates and Errors and then apply them consistently;
• make judgements and accounting estimates that are
reasonable and prudent;
• present information, including accounting policies,
in a manner that provides relevant, reliable, comparable
and understandable information;
• provide additional disclosures when compliance with
the specific requirements in IFRSs and in respect of
the Parent Company Financial Statements, FRS 101 is
insufficient to enable users to understand the impact
of particular transactions, other events and conditions
on the Group and Company financial position and
financial performance;
• in respect of the Group Financial Statements,
statewhether UK-adopted international accounting
standards and IFRSs adopted pursuant to Regulation
(EC) No. 1606/2002 as it applies in the European Union
have been followed, subject to any material departures
disclosed and explained in the Financial Statements;
• in respect of the Parent Company Financial Statements,
state whether applicable UK Accounting Standards,
including FRS 101, have been followed, subject to any
material departures disclosed and explained in the
Financial Statements; and
• prepare the Financial Statements on the going concern
basis unless it is inappropriate to presume that the
Company and/or the Group will continue in business.
The Directors are responsible for keeping adequate
accounting records that are sufficient to show and explain
the Company’s and Group’s transactions and disclose with
reasonable accuracy at any time the financial position of the
Company and the Group and enable them to ensure that
the Company and the Group Financial Statements comply
with the Companies Act 2006. They are also responsible for
safeguarding the assets of the Group and Parent Company
and hence for taking reasonable steps for the prevention
and detection of fraud and other irregularities.
Under applicable law and regulations, the Directors are
also responsible for preparing a strategic report, Directors’
report, Directors’ remuneration report and corporate
governance statement that comply with that law and
those regulations. The Directors are responsible for the
maintenance and integrity of the corporate and financial
information included on the Company’s website.
Directors’ responsibility statement (DTR 4.1
andthe Transparency (Directive 2004/109/EC)
Regulations (as amended))
The Directors confirm, to the best of their knowledge:
• that the consolidated Financial Statements, prepared in
accordance with UK-adopted international accounting
standards and IFRSs adopted pursuant to Regulation
(EC) No. 1606/2002 as it applies in the European Union;
give a true and fair view of the assets, liabilities,
financialposition and profit of the Parent Company
andundertakings included in the consolidation taken
as a whole;
• that the Annual Report, including the Strategic Report,
includes a fair review of the development and
performance of the business and the position of the
Company and undertakings included in the consolidation
taken as a whole, together with a description of the
principal risks and uncertainties that they face; and
• that they consider the Annual Report, taken as a whole,
is fair, balanced and understandable and provides the
information necessary for shareholders to assess the
Company’s position, performance, business model
and strategy.
Ian Perks
Chief Executive Officer
27 April 2026
Richard Miller
Chief Financial Officer
27 April 2026
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 85

Financial statements
87 Independent auditor’s report to the members
of Tullow Oil plc
97 Group financial statements
101 Material Group accounting policies
111 Notes to the Group financial statements
145 Company financial statements
147 Material Company accounting policies
149 Notes to the Company financial statements
Supplementary information
153 Alternative performance measures
155 Commercial reserves and contingent resources
summary (unaudited) working interest basis
156 Shareholder information
Strategic report Corporate governance Financial statements Supplementary information
86 – Tullow Oil plc Annual Report and Accounts 2025

Independent auditor’s report to the members of Tullow Oil plc
Opinion
In our opinion:
• Tullow Oil plc’s Group financial statements and Parent Company financial statements (the “financial statements”) give
a true and fair view of the state of the Group’s and of the Parent Company’s affairs as at 31 December 2025 and of the
Group’s profit for the year then ended;
• the Group financial statements have been properly prepared in accordance with UK adopted international accounting
standards and International Financial Reporting Standards adopted pursuant to Regulation 9EC No. 1606/2002 as it
applies in the European Union;
• the Parent Company financial statements have been properly prepared in accordance with United Kingdom Generally
Accepted Accounting Practice; and
• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements of Tullow Oil plc (the ‘Parent Company’) and its subsidiaries (the ‘Group’) for the
year ended 31December2025 which comprise:
Group Parent company
Group balance sheet as at 31December2025 Company balance sheet as at 31December2025
Group income statement for the year then ended Statement of changes in equity for the year then ended
Group statement of comprehensive income for the year
then ended
Related notes1 to 7 to the financial statements including
material accounting policy information
Group statement of changes in equity for the year then ended
Group statement of cash flows for the year then ended
Related notes1 to 31 to the financial statements,
includingmaterial accounting policy information
The financial reporting framework that has been applied in the preparation of the Group financial statements is
applicable law and UK adopted international accounting standards and International Financial Reporting Standards
adopted pursuant to Regulation 9EC No. 1606/2002 as it applies in the European Union. The financial reporting
framework that has been applied in the preparation of the Parent Company financial statements is applicable law
andUnited Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure Framework” (United Kingdom
Generally Accepted Accounting Practice).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law.
Ourresponsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the
financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Independence
We are independent of the Group and Parent Company in accordance with the ethical requirements that are relevant to
our audit ofthe financial statements in the UK, including the FRC’s Ethical Standard as applied to listed public interest
entities, andwe have fulfilled our other ethical responsibilities in accordance with these requirements.
The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the group or the parent company
and we remain independent of the Group and the Parent Company in conducting the audit.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 87

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting
in the preparation of the financial statements is appropriate. Our evaluation of the directors’ assessment of the Group
andParent Company’s ability to continue to adopt the going concern basis of accounting included:
• Confirming our understanding of management’s going concern assessment process in conjunction with our walkthrough
of the Group’s financial close process and challenging management to confirm all significant assumptions were considered;
• evaluating whether management’s going concern period of 12 months from signing of the financial statements was
appropriate, in particular in view of the maturity dates of the refinanced debt and the conditions attached;
• assessing the reasonableness of management’s oil priceassumptions by comparing them with our independent forecasts;
• comparing the forecast cash expenditure incorporated inthe model with the board approved budget to ensureconsistency;
• assessing historical forecasting accuracy through comparing forecasts with actuals;
• checking that the cash flow assumptions used in thegoing concern model were consistent with those usedfor
impairment testing purposes, including decarbonisation costs, and evaluating whether any differences were appropriate;
• ensuring significant assumptions, such as cash flows associated with production levels, capital expenditure and
settlement ofprovisions were consistent with other areas of our audit;
• challenging whether the assumptions underlying management’s downside scenario were plausible and sufficiently
severe, including by comparing prior period forecasts to actual outcomes and evaluating those assumptions against
our understanding of the Group’s circumstances and potential future outcomes;
• obtaining an understanding of ongoing litigations andidentifying cases, in particular those mentioned inthe Material
Group accounting policies section note (ah), where the outcome is expected within the going concern period. We then
challenged whether the timing and quantum ofpotential outflows, based on settlement discussions and legal opinions,
are appropriately captured in management’s downside case;
• evaluating management’s reverse stress test to determine the oil price at which liquidity becomes negative and assessing
the likelihood of its occurrence;
• obtaining and reading signed loan agreements to confirm the extension ofthe $1.3bn Senior Secured Notes to
November 2028, the extension of the $400m Glencore facility to November 2030 and to understand the attached
conditions and covenants and their impact on the going concern assumption;
• engaging our EY restructuring specialists to assist in reviewing signed term sheets and management’s plans tomeet
the conditions attached, particularly the need to perform a refinancing or asset sales by 30 September 2027; and
• considering whether management’s disclosures in the Annual Report and Accounts, Material Group accounting
policies section Note (b) Basis of preparation were adequate, including those inrelation to the conditions attached to
the refinanced Senior Secured Notes, through consideration of the relevant disclosure standards and our
understanding of the signed term sheets.
Going concern has also been determined tobeakey audit matter
Based on the work we have performed, we have not identified any material uncertainties relating to events orconditions
that, individually or collectively, may cast significant doubt on the Group and Parent Company’s ability to continue as
agoing concern for a period of 12months from when the financial statements are authorised for issue to 30 April 2027.
In relation to the Group and Parent Company’s reporting on how they have applied the UK Corporate Governance Code,
we have nothing material to add or draw attention to in relation to the directors’ statement in the financial statements about
whether the directors considered it appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant
sections of this report. However, because not all future events or conditions can be predicted, this statement is not a
guarantee as to the Group’s ability to continue as agoing concern.
Independent auditor’s report to the members of Tullow Oil plc continued
Strategic report Corporate governance Financial statements Supplementary information
88 – Tullow Oil plc Annual Report and Accounts 2025

Overview of our audit approach
Audit scope • We performed an audit of the complete financial information of three components, audit
procedures on specific balances for a further three components and central procedures
onimpairment of oil and gas assets, going concern, oil and gas reserves estimates, accounting
fordisposal of Kenya and Gabon assets, cash and cash equivalents, investments in subsidiaries,
intercompany balances, litigation including uncertain tax treatments, provisions including
decommissioning and equity accounts.
Key audit matters • Uncertain tax treatments
• Impairment of Ghana oil and gas assets
• Going concern (refer to going concern section above)
• Impairment of Investment in subsidiaries (parent company only)
Materiality • Overall Group materiality of £16 million which represents 2.45% of adjusted EBITDAX.
An overview of the scope of the Parent Company and Group audits
We have followed a risk-based approach when developing our audit approach to obtain sufficient appropriate audit
evidence on which to base our audit opinion. We performed risk assessment procedures, with input from our component
auditors, to identify and assess risks of material misstatement of the Group financial statements and identified significant
accounts and disclosures. When identifying components at which audit work needed to be performed to respond to
theidentified risks of material misstatement of the Group financial statements, we considered our understanding of the
Group and its business environment, the potential impact of climate change, the applicable financial framework, the
Group’s system of internal control at the entity level, the existence of centralised processes, applications and any relevant
internal audit results.
We determined that centralised audit procedures can be performed on multiple components in the following audit areas:
Key audit area on which procedures wereperformed centrally Component subject to central procedures
Impairment of oil and gas assets Tullow Ghana Ltd
Oil and gas reserves estimate Tullow Ghana Ltd, Tullow Côte d’Ivoire Ltd
Accounting for disposal of Kenya and Gabon assets Tullow Oil Gabon SA, Tullow Kenya B.V.
Cash and cash equivalents All in scope components
Investment in subsidiaries Tullow Oil plc and Tullow Overseas Holdings BV
Intercompany balances All components
Litigation including uncertain tax treatments;
Provisionsincluding decommissioning
Tullow Ghana Ltd, Tullow Côte d’Ivoire Onshore Ltd,
TullowIndia Operations Ltd, Tullow Uganda Ltd,
Tullow Group Services Ltd, Tullow Oil plc, Tullow Kenya BV
Equity Tullow Oil plc
We then identified four components as individually relevant to the Group due to relevant events and conditions
underlying the identified risks of material misstatement of the group financial statements being associated with the
reporting components and one of the components of the Group as individually relevant due to materiality or financial
size of the component relative to the Group.
For those individually relevant components, we identified the significant accounts where audit work needed to be
performed at these components by applying professional judgement, having considered the group significant accounts
onwhich centralised procedures will be performed, the reasons for identifying the financial reporting component as
anindividually relevant component and the size of the component’s account balance relative to the group significant
financial statement account balance.
We then considered whether the remaining group significant account balances not yet subject to audit procedures,
inaggregate, could give rise to a risk of material misstatement of the Group financial statements. We selected one
additional component of the Group to include in our audit scope to address these risks.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 89

An overview of the scope of the Parent Company
and Group audits continued
Having identified the components for which work will
beperformed, we determined the scope to assign
toeachcomponent.
Of the six components selected, we designed and
performed audit procedures on the entire financial
information of three components (“full scope components”).
For two components, we designed and performed audit
procedures on specific significant financial statement
account balances or disclosures of the financial information
of the component (“specific scope components”).
Fortheremaining component, we performed specified
audit procedures to obtain evidence for one or more
relevantassertions.
Our scoping to address the risk of material misstatement for
each key audit matter is set out in the Key audit matters
section of our report.
Involvement with component teams
In establishing our overall approach to the Group audit, we
determined the type of work that needed to be undertaken
at each of the components by us, as the Group audit
engagement team, or by component auditors operating
under our instruction.
In line with our approach from the previous year, audit
work for the Ghana component, which is a full scope
component, has been performed by an integrated primary
audit team comprising of team members from EY UK and
EY Ghana and led by the Senior Statutory Auditor.
During the current year’s audit cycle, visits were undertaken
by the Group audit team to Ghana in November 2025 and
January 2026. These visits involved meeting with local
management, including members of the finance, legal
andcommercial teams. The Group audit team interacted
regularly with the component team and local management
where appropriate during various stages of the audit,
reviewed relevant working papers and were responsible
forthe scope and direction of the audit process.
All audit work performed for the purposes of the audit
wasundertaken by the Group audit team.
Climate change
Stakeholders are increasingly interested in how climate
change will impact Tullow Oil plc. The Group has
determined that the most significant future impacts from
climate change on their operations will be from a potential
fall in oil prices, carbon pricing mechanisms and access
todebt and equity funding. These are explained on pages
19 to 26 in the Task Force On Climate Related Financial
Disclosures and on pages 30 to34 in the principal risks
and uncertainties. They have also explained their climate
commitments on pages 16 to 18. All of these disclosures
form part of the “Other information,” rather than the audited
financial statements. Our procedures on these unaudited
disclosures therefore consisted solely of considering
whether they are materiallyinconsistent with the financial
statements orourknowledge obtained in the course of the
audit orotherwise appear to be materially misstated, in line
with our responsibilities on “Otherinformation”.
In planning and performing our audit we assessed
thepotential impacts of climate change on the Group’s
business and any consequential material impact on
itsfinancial statements.
The Group has explained in note 26, how they have reflected
the impact of climate change in their financial statements
including how this aligns with their commitment to being
netzero by 2030 on Scope 1 and Scope 2 GHG emissions
ona net equity basis supporting the goal of limiting global
temperature rise to well below 2°C as per Article 2 of the
Paris Agreement and pursue efforts to limit the temperature
increase to 1.5°C above pre-industrial levels. Significant
judgements and estimates relating to climate change are
included in note 26. These disclosures also explain where
governmental and societal responses to climate change
risks are still developing, and where the degree of certainty of
these changes means that they cannot be taken into account
when determining asset and liability valuations under the
requirements of UK adopted international accounting
standards and International Financial Reporting Standards
adopted pursuant to Regulation (EC) No. 1606/2002 as it
applies in the European Union. In note 26 to the financial
statements supplementary sensitivity disclosures of the
impact of changes in oil price under IEA scenario — Net Zero
Emissions by 2050 have been provided.
Our audit effort in considering the impact of climate change
on the financial statements was focused on evaluating
management’s assessment of the impact of climate risk,
physical and transition, their climate commitments, the
effects of material climate risks disclosed on pages 19 to 26
and the significant judgements and estimates disclosed
innote 26 and whether these have been appropriately
reflected in oil and gas asset values where these are
impacted by future cash flows and associated sensitivity
disclosures (see note 26), and in the timing and nature of
decommissioning liabilities recognised, (see note 26)
following the requirements of UK adopted international
accounting standards and International Financial Reporting
Standards adopted pursuant to Regulation (EC) No.
1606/2002 as it applies in the European Union. As part of
this evaluation, we performed our own risk assessment,
supported by our climate change internal specialists. This
included making inquiries of the Head ofSustainability and
Group Finance teams, and a review ofpeer disclosures and
sector guidance on climate change and energy transition
to determine the risks of material misstatement in the
financial statements from climate change which needed to
be considered in our audit.
We also challenged the Directors’ considerations of climate
change risks in their assessment of going concern and
viability and associated disclosures. Where considerations
of climate change were relevant to our assessment of going
concern, these are described above.
Based on our work we have not identified the impact
ofclimate change on the financial statements to be a key
audit matter or to impact a key audit matter.
Independent auditor’s report to the members of Tullow Oil plc continued
Strategic report Corporate governance Financial statements Supplementary information
90 – Tullow Oil plc Annual Report and Accounts 2025

Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
financial statements of the current period and include the most significant assessed risks of material misstatement
(whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the overall
audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters
were addressed in the context of our audit of the financial statements as a whole, and in our opinion thereon, and we
donot provide a separate opinion on these matters. In addition to going concern, we have determined the matters
described below to be the key audit matters to be communicated in our report:
Risk Our response to the risk
Uncertain Tax Treatments
This is an estimate based on uncertain outcomes.
Therisk is that tax provisions are not appropriate given
the nature of the tax matter.
Refer to the Audit Committee Report (page 57);
Accounting policies (pages 109 to 110); and Note 6 of
the Consolidated Financial Statements (pages 115
and 116).
Uncertain tax treatments involve judgement as to
whether a matter is a provision or a contingent liability
and there is subjectivity in determining whether any
estimated provision is appropriate. This requires
significant judgement, including evaluating the
outcome of the tax matter, the timescale for resolution
and the need to negotiate with various stakeholders.
Furthermore, the outcome of the tax matter in most
instances is outside of Tullow’s control.
As described in note (ah) of Material Group
accounting policies to the Consolidated Financial
Statements Tullow has two ongoing arbitrations with
the Ghana Revenue Authority amounting to
$387million and exposure of $170million relating to
alleged underpaid VAT and Capital Gains Tax on the
disposal of its 100% shareholding in its Kenyan
subsidiary, Tullow Kenya BV, to the Gulf Energy Group
for a minimum consideration of $120 million.
Our procedures were focused on these matters.
Outcomes not in the Group’s favour, that are not
provided for appropriately, could result in material
charges through its profit and loss once settled.
We consider that the risk associated with this key audit
matter has remained consistent with the prior year.
Our procedures included, amongst others:
• confirmed our understanding of Tullow’s taxation process, as
well as the control environment implemented by management
by performing a walkthrough of the process;
• obtained and read the correspondence with tax authorities
and when required used our local audit teams and tax
specialists to assess management’s assumptions and
judgements regarding the level of provisions made;
• inspected external legal and tax opinions, where considered
necessary, to corroborate management’s assessment of the
riskprofile in respect of the tax claims;
• evaluated the professional qualifications and objectivity
ofmanagement’s external experts;
• discussed the likelihood and quantum of any potential
settlement with management outside the finance/tax function
including the General Counsel, CEO and Chair;
• obtained direct confirmation from external legal counsel
tocorroborate the status and management position for
material litigations;
• obtained Tullow’s uncertain tax treatment assessments and
assessed whether exposures and provisions were appropriately
extrapolated for periods which have yet to be assessed by tax
authorities;
• ensured consistency of assumptions regarding cash
outflowsin relation to arbitrations expected to progress
withinthe going concern period with the tax provision
recorded on the balance sheet; and
• considered the relevant disclosures made within the financial
statements to ensure they appropriately reflect the facts
andcircumstances of the tax litigations and exposures and
areinaccordance with the requirements of IAS 37 Provisions,
IAS12Income Taxes and IFRIC 23 Uncertainty over Income
taxtreatments.
Key observations communicated to the Audit Committee
Based on the evidence obtained and audit procedures performed, including inspecting external legal and tax opinions,
weare satisfied that the accounting treatment in respect of litigations and uncertain tax treatments is appropriate.
Wealso concluded that the disclosures made in the financial statements are appropriate.
How we scoped our audit to respond to the risk
We performed centralised procedures over this risk in two locations, which covered 100% of the risk amount. All audit
work performed to address this risk was undertaken by the Group audit team with assistance from tax specialists in the
UK, Ghana and Kenya.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 91

Risk Our response to the risk
Impairment of Ghana Oil and gas assets
This is a forecast based estimate. The risk is that
impairment recorded in the financial statements is not
appropriate.
Refer to the Audit Committee report (page 57);
Accounting policies (page 109); and Note10 of the
Consolidated Financial Statements (pages 121 to 122).
In the current period, management identified
impairment indicators for the TEN and Jubilee fields
following reductions in 2P reserves and a $5/bbl
decrease in the long-term oil price assumption.
Auditing the impairment of Oil and gas assets
involvesestimation for key inputs, in particular
production, commodity price and discount rates
assumptions. Changes to any of these key inputs
could lead to a further impairment or a reversal of
impairment, hence this is considered a key audit
matter. The carrying values for TEN and Jubilee
CGUswere tested for impairment on a Fair Value
LessCost to Dispose basis. While no impairment has
been recognised for either the TEN or Jubilee CGUs,
there is a material reduction in the Jubilee headroom.
We consider that the risk associated with this key
auditmatter has increased compared to the previous
year due to identification of impairment triggers and
the significant reduction in Jubilee headroom.
Our procedures included, amongst others:
• confirmed our understanding of Tullow’s impairment testing
process, as well as the control environment implemented by
management by performing a walkthrough of the process;
• tested the mathematical accuracy and formulae integrity
ofmanagement’s model by recomputing the 2025 Net Present
Value using the inputs and assumptions in the models;
• compared Tullow’s commodity price scenarios to assessments
provided by our Valuation specialists and to prices used by peer
companies. We also compared Tullow’s prices to the IEA’s Net
Zero Emissions 2050 (NZE) and to the Announced Pledges
Scenario (APS) price assumptions as potential contradictory
evidence for estimates of future oil prices;
• evaluated the appropriateness of management’s discount rate
for Ghana based on an independent re-calculation of the
discount rate by our Valuations specialists including an
assessment of country specific risks;
• obtained and read the reserves report produced by
management’s external expert and discussed key changes
with management and the external expert;
• reconciled production and cost profiles used in the
impairment model to the reserves report;
• evaluated the professional qualifications and objectivity
ofmanagement’s external expert who performed the
preparation of the reserves estimates;
• evaluated the consistency of assumptions used in the
impairment model with other areas of the audit such as
depletion, decommissioning, going concern and viability;
• verified that decarbonisation costs related to the oil and gas
assets as per the business plan were incorporated in the
impairment models;
• evaluated management’s impact assessment in respect
ofpotential physical risks arising from climate change and
whether this may impact the carrying value of the assets; and
• sensitised the valuation based on significant assumptions,
such as oil price and discount rate, and recalculated the
sensitivities performed by Tullow, including using the IEA’s Net
Zero Emissions oil price forecast post 2030.
Key observations communicated to the Audit Committee
We reported to the Audit Committee that the key assumptions used within the impairment models and management’s
conclusion that no impairment was required for the TEN or Jubilee CGUs were reasonable, as their recoverable amounts
are higher than their carrying values. We also reported that we were satisfied that the disclosures in the financial
statements are appropriate.
With respect to our procedures on climate change, we reported that management had appropriately included costs
fordecarbonisation projects related to the assets within the impairment models and have appropriately disclosed the
impact on the CGU carrying values under the IEA’s NZE oil price scenario.
How we scoped our audit to respond to the risk
We performed full scope audit procedures over this risk in one component, which covered 100% of the risk amount.
Allaudit work performed to address this risk was undertaken by the Group audit team.
Independent auditor’s report to the members of Tullow Oil plc continued
Key audit matters continued
Strategic report Corporate governance Financial statements Supplementary information
92 – Tullow Oil plc Annual Report and Accounts 2025

Risk Our response to the risk
Impairment of Investment in Subsidiaries
(Parentcompany only)
This is a forecast based estimate. The risk is that
potential impairment triggers at the subsidiary level
are not identified on a timely basis and would impact
the recoverability of the Parent Company’s
investments in subsidiaries.
Refer to the Audit Committee report (page 57);
Accounting policies (page 148); and Note 1 of the
Parent Financial Statements (page 142).
The principal driver of the recoverable amount
ofinvestments in subsidiaries is the estimated recoverable
value of the underlying net assets held bythe Group’s
subsidiaries. Changes to the key inputs could lead to
material changes in the estimated recoverable amounts.
Investments in subsidiaries in the Parent Company
financial statements are more sensitive to changes
inrecoverable value than the Group’s underlying
assets because certain assets have not been subject
to impairment in the past.
We consider that the risk associated with this key
auditmatter has remained same in the current year.
Our procedures included, amongst others:
• we assessed the methodology used by management to
estimate the recoverable value of each investment for which
an impairment test was performed and ensured that it was
consistent with accounting standards;
• we ensured that the relevant assets and liabilities of each
investment have been appropriately included in the
assessment of recoverable value, including the effects
ofintercompany balances;
• we assessed the adequacy of disclosures in the Parent
Company financial statements in respect of the investments
insubsidiaries, including relevant sensitivities performed.
Refer to the key audit matter on Impairment of Ghana oil and
gasassets with respect to procedures performed on the
recoverable value of CGUs tested for impairment, including
ourconsideration of climate change.
Key observations communicated to the Audit Committee
We reported to the Audit Committee that, based on our testing performed, we concluded that the recoverable amount
ofinvestment in subsidiaries and associated impairment of $995million is reasonable. We also concluded that the
disclosures made in the financial statements are appropriate.
How we scoped our audit to respond to the risk
We performed full scope audit procedures over this risk in one component, which covered 100% of the risk amount.
Allaudit work performed to address this risk was undertaken by the Group audit team.
In the prior year, our auditor’s report included key audit matters in relation to ‘Recoverability of Kenya Intangible
Exploration and Evaluation Assets (‘E&E’)’ and ‘Accounting for Gabon Asset swap’. In the current year these were not
identified as Key Audit Matters. as the Kenya asset was sold in the current year and so consideration of its recoverable
amount no longer involved significant judgement or required a higher allocation of resources. The accounting for the
Gabon asset swap was completed in the prior year and does not impact the current year financial statements. This year
we have identified a new key audit matter relating to the Impairment of Ghana oil and gas assets, given the judgement
and estimates required in relation to the determination of recoverable amounts.
Our application of materiality
We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identified misstatements
on the audit and in forming our audit opinion.
Materiality
The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably be expected to
influence the economic decisions of the users of the financial statements. Materiality provides a basis for determining the
nature and extent of our audit procedures.
We determined materiality for the Group to be $16.0million (2024:$28.4million), which is 2.45% (2024:2.47%) of adjusted
EBITDAX including results from discontinued operations in Gabon. We believe that adjusted EBITDAX provides us with
most appropriate measure upon which to calculate materiality as it represents a key performance indicator used by
Tullow’s stakeholders. The decrease in materiality in the current year is due to lower adjusted EBITDAX.
We determined materiality for the Parent Company to be $19.7million (2024:$41.0million), which is 1% of Total assets
(2024:1.5% of Net Assets). The basis for calculating Parent Company materiality has changed from Net Assets in the prior
year to Total Assets in the current year due to impairment of investment in subsidiaries recorded in the current year
creating a net liability position.
During the course of our audit, we reassessed initial materiality which was based on the full year budget to reflect actual
performance of the Group for 2025 and reduced materiality from $17.4million to $16.0million.
Key audit matters continued
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 93

Our application of materiality continued
Performance materiality
The application of materiality at the individual account
orbalance level. It is set at an amount to reduce to an
appropriately low level the probability that the aggregate
ofuncorrected and undetected misstatements
exceedsmateriality.
On the basis of our risk assessments, together with our
assessment of the Group’s overall control environment, our
judgement was that performance materiality was 75%
(2024:50%) of our planning materiality, namely $12 million
(2024:$14.1 million). We have set performance materiality at
thispercentage due to our assessment of the nature,
number and impact of the adjusted and unadjusted audit
differences identified in 2024 audit and expected in 2025
audit. We have increased our performance materiality as a
consequence of the improved control environment, reduced
misstatements and lower overall riskof engagement.
Audit work was undertaken at component locations for
thepurpose of responding to the assessed risks of material
misstatement of the group financial statements. The
performance materiality set for each component is based on
the relative scale and risk of the component to the Group as a
whole and our assessment of the risk of misstatement at that
component. In the current year, the range of performance
materiality allocated to components was $3.6 million to
$12.0 million (2024:$3.7 million to $14.2 million).
Reporting threshold
An amount below which identified misstatements are
considered as being clearly trivial.
We agreed with the Audit Committee that we would report
to them all uncorrected audit differences in excess of $0.8
million (2024:$1.5 million), which is set at 5% of planning
materiality, as well as differences below that threshold that,
in our view, warranted reporting on qualitative grounds.
We evaluate any uncorrected misstatements against both
the quantitative measures of materiality discussed above
and in light of other relevant qualitative considerations in
forming our opinion.
Other information
The other information comprises the information included
in the annual report set out on pages 1 to 85 and 153 to 157,
including the strategic report, corporate governance and
supplementary information, other than the financial
statements and our auditor’s report thereon. The directors
are responsible for the other information contained within
the annual report.
Our opinion on the financial statements does not cover
theother information and, except to the extent otherwise
explicitly stated in this report, we do not express any form
of assurance conclusion thereon.
Our responsibility is to read the other information and,
indoing so, consider whether the other information is
materially inconsistent with the financial statements or
ourknowledge obtained in the course of the audit or
otherwise appears to be materially misstated. If we identify
such material inconsistencies or apparent material
misstatements, we are required to determine whether
thisgives rise to a material misstatement in the financial
statements themselves. If, based on the work we have
performed, we conclude that there is a material
misstatement of the other information, we are required
toreport that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by
theCompanies Act 2006
In our opinion, the part of the directors’ remuneration
report to be audited has been properly prepared in
accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the
course of the audit:
• the information given in the strategic report and the
directors’ report for the financial year for which the
financial statements are prepared is consistent with
thefinancial statements; and
• the strategic report and the directors’ report have
beenprepared in accordance with applicable
legalrequirements.
Matters on which we are required to report
byexception
In the light of the knowledge and understanding of the
Group and the Parent Company and its environment
obtained in the course of the audit, we have not identified
material misstatements in the strategic report or the
directors’ report.
We have nothing to report in respect of the following
matters in relation to which the Companies Act 2006
requires us to report to you if, in our opinion:
• adequate accounting records have not been kept by the
Parent Company, or returns adequate for our audit have
not been received from branches not visited by us; or
• the Parent Company financial statements and the part
ofthe Directors’ Remuneration Report to be audited are
not in agreement with the accounting records and
returns; or
• certain disclosures of directors’ remuneration specified
by law are not made; or
• we have not received all the information and explanations
we require for our audit.
Independent auditor’s report to the members of Tullow Oil plc continued
Strategic report Corporate governance Financial statements Supplementary information
94 – Tullow Oil plc Annual Report and Accounts 2025

Corporate Governance Statement
We have reviewed the directors’ statement in relation to
going concern, longer-term viability and that part of the
Corporate Governance Statement relating to the Group
and Company’s compliance with the provisions of the UK
Corporate Governance Code specified for our review by
the UK Listing Rules.
Based on the work undertaken as part of our audit, we
have concluded that each of the following elements of the
Corporate Governance Statement is materially consistent
with the financial statements or our knowledge obtained
during the audit:
• Directors’ statement with regards to the appropriateness
of adopting the going concern basis of accounting
andany material uncertainties identified set out on
pages 40 and 41;
• Directors’ explanation as to its assessment of the
Company’s prospects, the period this assessment
covers and why the period is appropriate set out on
pages 35 and 36;
• Directors’ statement on whether it has a reasonable
expectation that the Group will be able to continue in
operation and meets its liabilities set out on page 36;
• Directors’ statement on fair, balanced and
understandable set out on page 85;
• Board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks set out
on page 59;
• The section of the annual report that describes the
review of effectiveness of risk management and internal
control systems set out on pages 58 and 59; and
• The section describing the work of the audit committee
set out on page 56.
Responsibilities of directors
As explained more fully in the directors’ responsibilities
statement set out on page 85, the directors are responsible
for the preparation of the financial statements and for being
satisfied that they give a true and fair view, and for such
internal control as the directors determine isnecessary to
enable the preparation of financial statements that are free
from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are
responsible for assessing the Group and Parent Company’s
ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the
going concern basis of accounting unless the directors
either intend to liquidate the Group or the Parent Company
or to cease operations, or have no realistic alternative
but to do so.
Auditor’s responsibilities for the audit of the
financial statements
Our objectives are to obtain reasonable assurance about
whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error,
andto issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is
not a guarantee that an audit conducted in accordance
with ISAs (UK) will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error
and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence
the economic decisions of users taken on thebasis of these
financial statements.
Explanation as to what extent the audit was
considered capable of detecting irregularities,
including fraud
Irregularities, including fraud, are instances of non-compliance
with laws and regulations. We design procedures in line with
our responsibilities, outlined above, to detect irregularities,
including fraud. The risk of not detecting a material
misstatement due to fraud is higher than the risk of not
detecting one resulting from error, as fraud may involve
deliberate concealment by, for example, forgery or
intentional misrepresentations, or through collusion. The
extent to which our procedures are capable of detecting
irregularities, including fraud is detailed below.
However, the primary responsibility for the prevention
anddetection of fraud rests with both those charged with
governance of the Company and management.
• We obtained an understanding of the legal and regulatory
frameworks that are applicable to the Group and
determined that the most significant are those that
related to the reporting framework (UK-adopted IAS, IFRS,
Companies Act 2006, the UK Corporate Governance
Code and Listing Rules of the UK Listing Authority) and
the relevant tax compliance regulations in the jurisdictions
in which Tullow operates. In addition, we concluded that
there are certain significant laws and regulations that may
have an effect on the determination of the amounts and
disclosures in the financial statements, relating to health
and safety, employee matters, environmental matters
and bribery and corruption practices.
• We understood how Tullow Oil plc is complying with
those frameworks by making inquiries of management,
internal audit and those responsible for legal and
compliance procedures. We corroborated our enquiries
through review of board minutes, papers provided to the
Audit Committee and correspondence received from
regulatory bodies.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 95

Auditor’s responsibilities for the audit of the
financial statements continued
Explanation as to what extent the audit was
considered capable of detecting irregularities,
including fraud continued
• We assessed the susceptibility of the Group’s financial
statements to material misstatement, including how
fraud might occur by considering the degree of
incentive, opportunity and rationalisation that may
existwithin the Group. We did this by meeting with
management to gain an understanding of where there
was susceptibility to fraud, how the Company is
complying with international tax laws and regulations,
and procedures in place to address the risk of bribery
and corruption in high-risk countries. We also performed
procedures around setting key performance indicators
and, alongside our forensics specialists, assessed
whistleblowing incidences for those with a potential
financial reporting impact.
• Based on this understanding we designed our audit
procedures to identify non-compliance with such laws
and regulations. Our procedures involved journal entry
testing, with a focus on journals meeting defined risk
criteria based on our understanding of the business;
inquiries with legal counsel, Group management, internal
audit and all full and specific scope management; review
of the volume and nature of whistleblowing complaints
received during the year; review of legal expense
accounts; and performance of adverse press searches.
• Based on the results of our audit procedures, and where
instances of potential non-compliance were identified,
weconsulted the relevant EY local teams and EY specialists
who aided us in determining sufficient, and executing
appropriate, procedures to respond to the risk identified.
A further description of our responsibilities for the audit
ofthe financial statements is located on the Financial
Reporting Council’s website at https://www.frc.org.uk/
auditorsresponsibilities. Thisdescription forms part of
ourauditor’s report.
Other matters we are required to address
• Following the recommendation from the Audit
Committee we were appointed by the Company on 21
July 2020 toaudit the financial statements for the year
ending 31December2020 and subsequent financial
periods. Theperiod of total uninterrupted engagement
including previous renewals and reappointments is 6
years, coveringthe years ending 2020 to 2025.
• The audit opinion is consistent with the additional report
to the audit committee.
Use of our report
This report is made solely to the company’s members,
asabody, in accordance with Chapter 3 of Part 16 of
theCompanies Act 2006. Our audit work has been
undertaken so that we might state to the Company’s
members those matters we are required to state to them
inan auditor’s report and for no other purpose. To the
fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the Company
and the Company’s members as a body, for our audit
work, for this report, or for the opinions we have formed.
Steven Dobson (Senior statutory auditor)
for and on behalf of Ernst & Young LLP, Statutory Auditor
London
27 April 2026
Independent auditor’s report to the members of Tullow Oil plc continued
Strategic report Corporate governance Financial statements Supplementary information
96 – Tullow Oil plc Annual Report and Accounts 2025

Restated
1
Revenue
2
8 4 7. 0
1 , 2 8 7. 2
Other operating income – insurance proceeds
4.2
–
Cost of sales
4
(603.9)
(652 . 5)
Gross profit
2 4 7. 3
634. 7
Administrative expenses
4
(4 5 .0)
(52. 2)
Restructuring costs
4
(7. 2)
(7. 1)
Expected credit loss reversal/(charge) on trade receivables
13
6 .6
(6 .6)
Loss on disposal
8
(4 . 5)
–
Exploration costs written off
9
(2 .1)
(2 0 2. 3)
Impairment reversal of property, plant and equipment, net
10
4.8
11 .8
Provisions reversal
4
–
70. 4
Operating profit
19 9.9
4 4 8 .7
Finance income
5
63.4
6 9.2
Finance costs
5
(3 2 6. 0)
(3 4 4 . 2)
(Loss)/Profit for the year from continuing operations before tax
(6 2 .7)
17 3 .7
Income tax expense
6
(66 . 5)
(2 2 8 .7)
Loss for the year from continuing operations
(12 9. 2)
(5 5. 0)
Profit for the year from discontinued operations
8
1 3 5 .7
1 09.6
Profit for the year
6.5
5 4.6
Owners of the Company
6.5
5 4.6
Earnings per ordinary share
7
¢
¢
Basic
0. 4
3 .7
Diluted
0.4
3.6
Loss per ordinary share from continuing operations
¢
¢
Basic
(8.8)
(3 . 8)
Diluted
(8.8)
(3 . 8)
1. Comparative amounts have been restated to present Gabon as a discontinued operation. Refer to note 8.
Group statement of comprehensive income and expense
Year ended 31 December 2025
Profit for the year
6.5
5 4.6
Gains/(Losses) arising in the year
18
0.3
(28. 5)
Losses arising in the year – time value
18
(5. 8)
(2 1. 9)
Reclassification adjustments for items included in profit on realisation
18
–
4 7. 5
Reclassification adjustments for items included in loss on realisation – time value
18
18.8
2 6 .1
Exchange differences on translation of foreign operations
(7. 7)
2 .0
Net other comprehensive income for the year
5.6
25. 2
Total comprehensive income for the year
1 2 .1
7 9.8
Owners of the Company
1 2 .1
7 9.8
Group income statement
Year ended 31 December 2025
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 97

Goodwill
15
–
4 4.9
Intangible exploration and evaluation assets
9
–
1 0 9 .1
Property, plant and equipment
10
1 ,894. 3
2,324. 1
Other non-current assets
11
3 00. 2
340. 8
Deferred tax assets
21
5.0
8.3
2 ,1 9 9 . 5
2 , 8 2 7. 2
Inventories
12
9 0 .1
132.4
Trade receivables
13
179. 2
1 3 7. 9
Other current assets
11
472 . 9
39 1.9
Current tax assets
2.9
6.9
Derivative financial instruments
18
2.0
0 .1
Cash and cash equivalents
14
332 .2
555. 1
1 ,079.3
1, 2 24 . 3
Total assets
3,278.8
4 ,0 51. 5
Trade and other payables
16
(6 3 8 . 4)
(73 6. 5)
Borrowings
17
(1,277 .9)
(589.4)
Provisions
20
(5. 5)
(24 . 3)
Current tax liabilities
(1 4 0. 5)
(1 75.3)
Derivative financial instruments
18
(0. 6)
(1 1. 9)
(2 ,0 6 2 . 9)
(1 , 5 3 7. 4)
Trade and other payables
16
(4 9 3 . 0)
(6 6 5. 9)
Borrowings
17
(381 . 0)
(1, 386.4)
Provisions
20
(2 5 7. 3)
(3 2 1 . 5)
Deferred tax liabilities
21
(3 3 7. 5)
(4 1 3 . 0)
(1 ,468.8)
(2,786.8)
Total liabilities
(3 ,5 3 1 .7)
(4,324.2)
Net liabilities
(2 52 . 9)
(272.7)
Called-up share capital
22
21 8.6
2 1 7. 5
Share premium
22
1, 2 9 4 .7
1 , 2 9 4 .7
Foreign currency translation reserve
(2 5 0 .1)
(24 2. 4)
Hedge reserve
0.4
0.1
Hedge reserve – time value
18
0. 9
(1 2 .1)
Merger reserve
755. 2
7 55.2
Retained earnings
(2 ,2 72 .6)
(2 ,285 . 7)
Equity attributable to equity holders of the Company
(2 52 . 9)
(272.7)
Total equity
(2 52 . 9)
(272.7)
Approved by the Board and authorised for issue on 27 April 2026.
Ian Perks Richard Miller
Chief Executive Officer Chief Financial Officer
27 April 2026 27 April 2026
Group balance sheet
As at 31 December 2025
Strategic report Corporate governance Financial statements Supplementary information
98 – Tullow Oil plc Annual Report and Accounts 2025

reserve
1
reserve
2
value
2
reserve
3
At 1 January 2024
2 1 6 .7
1 , 2 9 4 .7
(24 4 . 4)
(18. 9)
(16 .3)
75 5.2
(2,346.4)
(3 5 9. 4)
Profit for the year
–
–
–
–
–
–
54.6
5 4.6
Hedges, net of tax
18
–
–
–
19.0
4. 2
–
–
23.2
adjustments
–
–
2.0
–
–
–
–
2 .0
Total comprehensive
income
–
–
2.0
19.0
4.2
–
5 4.6
79.8
share options
22
0.8
–
–
–
–
–
(0.8)
–
payment charges
23
–
–
–
–
–
–
6.9
6.9
At 1 January 2025
2 1 7. 5
1 , 2 9 4 .7
(24 2 .4)
0.1
(1 2 .1)
7 55. 2
(2 ,285 . 7)
(272.7)
Profit for the year
–
–
–
–
–
–
6.5
6.5
Hedges, net of tax
18
–
–
–
0.3
13.0
–
–
13.3
adjustments
–
–
(7. 7)
–
–
–
–
(7. 7)
Total comprehensive
income
–
–
(7. 7)
0.3
13.0
–
6.5
1 2 .1
share options
22
1 .1
–
–
–
–
–
(1 .1)
–
payment charges
23
–
–
–
–
–
–
7. 7
7. 7
At 31 December 2025
218 .6
1 , 2 9 4 .7
(2 5 0 .1)
0. 4
0.9
75 5.2
(2 ,2 72 .6)
(2 52 . 9)
1. The foreign currency translation reserve represents exchange gains and losses arising on translation of foreign currency subsidiaries, monetary items
receivable from or payable to a foreign operation for which settlement is neither planned nor likely to occur, which form part of the net investment in
a foreign operation.
2. The hedge reserve represents gains and losses on derivatives classified as effective cash flow hedges.
3. The merger reserve represents the premium on shares issued in relation to acquisitions.
Group statement of changes in equity
Year ended 31 December 2025
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 99

(Loss)/Profit for the year from continuing operations before tax
(62 .7)
17 3 .7
Profit for the year from discontinued operations before tax
221 .9
1 4 7. 8
Profit for the year before tax
15 9.2
321.5
Depreciation, depletion and amortisation
10
376 .0
444.2
Asset revaluation
15
–
(3 8 .9)
Gain on disposals, net
8
(16 0 . 8)
–
Taxes paid in kind
(3 .8)
(6 . 3)
Exploration costs written off
8,9
7. 4
2 12.6
Impairment reversal of property, plant and equipment, net
10
(4 . 8)
(11. 8)
Provisions/(Provisions reversal), net
7. 2
(6 3 . 3)
Payment for provisions
20
(3 7. 9)
(0 .7)
Decommissioning expenditure
(1 7. 6)
(4 5 .0)
Share-based payment charge
23
7. 7
6.9
Finance income
5,8
(6 4 .1)
(7 1. 5)
Finance costs
5,8
326.9
34 5.6
Operating cash flow before working capital movements
595.4
1,09 3 .3
(Increase)/decrease in trade and other receivables
(78 . 5)
0 .7
Decrease/(increase) in inventories
20. 5
(2 5 .1)
(Decrease)/increase in trade and other payables
(75. 8)
4 9.9
Cash generated from operating activities
461 .6
1 ,1 1 8 . 8
Income taxes paid
(1 2 7. 3)
(3 6 0 . 3)
Net cash from operating activities
334 .3
758. 5
Proceeds from disposals, net of transaction costs
8
334. 2
–
Purchase of additional interest in joint operation
15
–
(8 .1)
Purchase of intangible exploration and evaluation assets
28
(7. 6)
(27 .8)
Purchase of property, plant and equipment
28
(1 88.0)
(1 9 6 .7)
Interest received
10.9
19. 5
Net cash from/(used in) investing activities
14 9.5
(2 1 3 .1)
Debt arrangement fees
(19 .7)
–
Repayment of borrowings
28
(74 2 . 5)
(10 0.0)
Drawdown of borrowings
42 0.3
–
Payment of obligations under leases
19
(14 2 .1)
(1 69 .0)
Finance costs paid
(2 16 .2)
(2 23 . 2)
Net cash used in financing activities
(70 0. 2)
(49 2 . 2)
Net (decrease)/increase in cash and cash equivalents
(2 1 6. 4)
53. 2
Cash and cash equivalents at beginning of year
555. 1
4 99 .0
Foreign exchange (loss)/gain
(6 . 5)
2.9
Cash and cash equivalents at end of year
14
332 .2
555. 1
Group cash flow statement
Year ended 31 December 2025
Strategic report Corporate governance Financial statements Supplementary information
100 – Tullow Oil plc Annual Report and Accounts 2025

(a) General information
Tullow Oil plc is a public limited company incorporated
and domiciled in the United Kingdom under the
Companies Act 2006. The address of the registered office
is Tullow Oil plc, Building 9, Chiswick Park, 566 Chiswick
High Road, London W4 5XT . The primary activity of the
Group is the discovery and production of oil and gas .
(b) Adoption of new and revised standards
New International Financial Reporting
Standards adopted
The Group has applied the following standards and
amendments for the first time for its annual reporting
period commencing 1 January 2025:
• Lack of exchangeability – Amendments to IAS 21.
The amendments listed above did not have any impact
on the amounts recognised in prior periods and are not
expected to significantly affect the current or
future periods.
Upcoming International Financial Reporting
Standards not yet adopted
Certain new accounting standards, amendments to
accounting standards and interpretations have been
published that are not mandatory for 31 December 2025
reporting periods and have not been early adopted by
the Group.
IFRS 18 Presentation and Disclosure in Financial Statement
was issued in April 2024 and is effective for annual reporting
periods beginning on or after 1 January 2027. The Group is
currently working to identify all impacts the new standard
will have on the consolidated Financial Statements and
notes to the Financial Statements. The standard has not
been early adopted by the Group for the reporting period
ending 31 December 2025.
Other standards, amendments or interpretations are not
expected to have a material impact on the entity in the
current or future reporting periods and on foreseeable
future transactions.
(c) Changes in accounting policy
The Group’s accounting policies are consistent with the
prior year.
(d) Basis of preparation
The Financial Statements have been prepared in
accordance with United Kingdom adopted international
accounting standards (UK-adopted IFRSs) and
International Financial Reporting Standards adopted
pursuant to Regulation (EC) No. 1606/2002 as it applies
in the European Union. The financial reporting framework
that has been applied in the preparation of the Parent
Company Financial Statements is applicable law and
United Kingdom Accounting Standards, including FRS 101
Reduced Disclosure Framework (United Kingdom
Generally Accepted Accounting Practice).
The Financial Statements have been prepared on the
historical cost basis, except for derivative financial
instruments and contingent considerations, which have
been measured at fair value. The Financial Statements are
presented in US dollars and all values are rounded to the
nearest $0.1 million, except where otherwise stated. The
material accounting policies adopted by the Group are set
out below.
Liquidity risk management and going concern
The Directors consider the going concern assessment
period to be up to 30 April 2027.
On 27 April 2026, the Group announced the completion of
its refinancing transaction to address the maturity of
$1.285 billion senior secured notes (the 2026 Notes).
Following a repayment of $100 million of principal amount
of the 2026 Notes at par, the Group issued $1.185 billion
new notes maturing 15 November 2028 to existing holders
plus $25 million fungible new notes to Glencore (together
the New Notes) in exchange for the cancellation in full of
the 2026 Notes. Further, a $400 million loan provided by
Glencore was extended by two years to mature on 15 May
2030, with $21 million in accrued interest and $2 million
payment in kind fees added to the loan balance on
completion.
The Group also entered into a revolving $100 million cargo
prepayment facility maturing on 15 November 2028 with
Glencore which is undrawn and will be primarily used for
working capital purposes and to provide a liquidity buffer
in a downside scenario.
The New Notes, the Glencore loan and the cargo
prepayment facility do not have any maintenance
covenants. If a legally binding sale and purchase
agreement has not been entered into within nine months
of commencement of an M&A process (such process to
commence before the end of 2026), the maturities of the
New Notes and the cargo prepayment facility will be
brought forward to 15 May 2028 (unless extended by
approval of a Super Majority of holders of the New Notes),
which is outside of the going concern assessment period.
Governance will be enhanced with the addition of three
new Independent Non-Executive Directors (INEDs) to
Tullow’s Board of Directors. The New Notes include a
semi-annual forward-looking cash sweep whereby freely
available cash will be required to repay the New Notes
subject to the condition that rolling 15-month projected
liquidity on the last date of each calendar month within the
projection period (under certain downside assumptions) is
equal to or exceeds $100 million.
The Group closely monitors and manages its liquidity
headroom. Cash forecasts are regularly produced, and
sensitivities run for different scenarios covering key
judgements and assumptions including, but not limited to,
changes in commodity prices, different production rates
from the Group’s producing assets and different outcomes
on ongoing disputes or litigations and the timing of any
associated cash outflows.
Management has applied the following oil price
assumptions for the going concern assessment based on
forward prices and market forecasts:
Material Group accounting policies
Year ended 31 December 2025
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 101

Liquidity risk management and going concern
continued
Base Case: $76/bbl for 2026; $70/bbl for 2027.
Low Case: $66/bbl for 2026; $65/bbl for 2027.
To consider the principal risks to the cash flow projections,
a sensitivity analysis has been performed which is
represented in the Low Case, which management
considers to be severe, but plausible, given the cumulative
impact of the sensitivities applied. The most significant risk
would be a sustained decline in oil prices. The analysis has
been tested by including a 10% production decrease and a
5% increase in operating costs compared to the Base
Case. Management has also considered additional
outflows in respect of all ongoing disputes and litigations
within the Low Case, with an additional $33 million outflow
included for the cases expected to progress in the going
concern period. Based on the legal opinions received by
management, the remaining disputes and litigations are
not expected to conclude within the going concern period
or have remote outcomes, therefore no outflows have
been included in that respect in the Low Case. In the event
of negative outcomes after the going concern period,
management would use all available court processes to
appeal such rulings, which, based on observable court
timelines, would likely take in excess of a further year.
Following completion of the refinancing transaction the
Directors have concluded that the material uncertainties
noted in the 2024 Annual Report and Accounts, associated
with implementing a refinancing proposal no longer exist.
Upon completion of the refinancing transaction, the Group
had in excess of $200 million liquidity headroom of
undrawn and available debt facilities and free cash. The
Group’s forecasts show that the Group will be able to
operate within its current debt facilities and have sufficient
financial headroom for the going concern assessment
period under the Base Case and the Low Case. These
forecasts assume full availability of the $100 million cargo
prepayment facility, which remains undrawn under the
Base Case. Furthermore, management has performed a
reverse stress test and the average oil price throughout the
going concern period required to reduce headroom to
zero during the assessment period is $32/bbl.
Based on the analysis above, the Directors have a
reasonable expectation that the Company has adequate
resources to continue in operational existence for the
going concern assessment period to 30 April 2027. On this
basis the Board have prepared the Financial Statements on
a going concern basis.
(e) Basis of consolidation
The consolidated Financial Statements incorporate the
Financial Statements of the Company and entities controlled
by the Company (its subsidiaries) made up to 31 December
each year. Control is achieved where the Company has the
power over an investee entity, is exposed, or has rights, to
variable returns from its involvement with the investee and
has the ability to use its power to affect its returns.
The results of subsidiaries acquired or disposed of during
the year are included in the Group income statement from
the transaction date of acquisition, being the date on
which the Group gains control, and will continue to be
included until the date that control ceases.
If the Group loses control over a subsidiary, it derecognises
the related assets, liabilities, non-controlling interest and other
components of equity, while any resultant gain or loss is
recognised in profit or loss. Any investment retained is
recognised at fair value. All intra-group transactions, balances,
income and expenses are eliminated on consolidation.
Where necessary, adjustments are made to the Financial
Statements of subsidiaries to bring the accounting policies
used into line with those used by the Group.
Joint arrangements
The Group is engaged in oil and gas exploration,
development and production through unincorporated
joint arrangements; these are classified as joint operations
in accordance with IFRS 11. The Group accounts for its
share of the results and assets and liabilities of these joint
operations. In addition, where Tullow acts as operator to
the joint operation, the gross liabilities and receivables
(including amounts due to or from non-operating partners)
of the joint operation are included in the Group’s
balance sheet.
(f) Business combinations
The acquisition method of accounting is used to account
for all business combinations, regardless of whether
equity instruments or other assets are acquired. The
consideration transferred for the acquisition comprises:
• Fair values of the assets transferred.
• Liabilities incurred to the former owners of the
acquired business.
• Equity interests issued by the Group.
• Fair value of any asset or liability resulting from
a contingent consideration arrangement.
• Fair value of any pre-existing equity interest in
the subsidiary.
The Group determines that it has acquired a business
when the acquired set of activities and assets include an
input and a substantive process that together significantly
contribute to the ability to create outputs. The acquired
process is considered substantive if it is critical to the
ability to continue producing outputs, and the inputs
acquired include an organised workforce with the
necessary skills, knowledge or experience to perform
that process, or it significantly contributes to the ability
to continue producing outputs and is considered unique
or scarce or cannot be replaced without significant cost,
effort or delay in the ability to continue producing outputs.
Identifiable assets acquired and liabilities and contingent
liabilities assumed when control is obtained over a
business, and when an interest or an additional interest is
acquired in a joint operation which is a business are, with
limited exceptions, measured initially at their fair values at
the acquisition date.
Acquisition-related costs are expensed as incurred.
Material Group accounting policies continued
Year ended 31December2025
Strategic report Corporate governance Financial statements Supplementary information
102 – Tullow Oil plc Annual Report and Accounts 2025

(f) Business combinations continued
The excess of the consideration transferred, amount of
any non-controlling interest in the acquired entity, and
acquisition date fair value of any previous equity interest i n
the acquired entity over the fair value of the net identifiab le
assets acquired is recorded as goodwill. If those amounts
are less than the fair value of the net identifiable assets of
the business acquired, the difference is recognised
directly in profit or loss as a bargain purchase.
(g) Goodwill
The Group allocates goodwill to cash-generating units
(CGUs) that represent the assets acquired as part of the
business combination. Goodwill is tested for impairment
annually as at 31 December and when circumstances
indicate that the carrying value may be impaired.
Impairment is determined for goodwill by assessing the
recoverable amount of each CGU (or group of CGUs) to
which goodwill relates. When the recoverable amount of
the CGU is less than its carrying amount, an impairment
loss is recognised. Impairment losses relating to goodwill
cannot be reversed in future periods.
(h) Revenue from contracts with customers
Revenue from contracts with customers represents the
sales value, net of VAT, of the Group’s share of liftings in
the year. Revenue is recognised when control of the goods
or services are transferred to the customer at an amount
that reflects the consideration to which the Group expects
to be entitled in exchange for those goods or services.
The Group has concluded that it is the principal in all
of its revenue arrangements since it controls the goods
or services before transferring them to the customer.
i) Revenue from crude oil sales
The crude oil produced by the upstream operations is sold
to external customers. Revenue from the sale of crude oil
is recognised at the point in time when control of the
product is transferred to the customer, which is typically
when goods are delivered, and title has passed. The
transportation and shipping costs associated with the
transfer of the product to the point of sale are recognised
as a selling cost.
Under the terms of the relevant production sharing
arrangements, the Group is entitled to its participating
share in the crude oil based on the Group’s working
interest. Revenue from contracts with customers is
recognised based on the actual volumes sold to
customers. No adjustments are made to revenue for any
differences between volumes sold to customers and
unsold volumes which the Group is entitled to sell based
on its working interest. Revenue in respect of such
volumes is only recognised when there is a transfer of
output to the Group’s customers. Differences between
the volume which the Group is entitled to sell based on its
working interest and the actual volumes that the Group
has sold to customers are recognised as an over/underlift
(note (i)) within cost of sales.
Under the terms of the Production Sharing Contracts in
Gabon and Côte d’Ivoire, the Group is not required to pay
any corporate income taxes. The share of the profit oil
which the government is entitled to is deemed to include
a portion representing the notional corporate income tax
paid by the government on behalf of the contractors.
This portion of notional corporate income tax is presented
as an income tax expense with a corresponding amount
recognised in revenue.
The Group’s sales of crude oil are priced based on the
consideration specified in contracts with customers with
reference to quoted market prices in active markets,
adjusted for a quality differential based on gravity of the
crude oil sold relative to Brent. Invoices are typically paid
on 30–60-day terms.
For certain non-operated arrangements, the Group’s stake
is structured as a carried interest, in which all costs relating
to the performance of petroleum operations are borne by
the operator and other joint venture partners and are
recovered upon production. The recognition of revenue is
on net basis, where the Group only accounts for its share
of profit oil.
ii) Revenue from gas sales
Revenue associated with the sale of natural gas in Ghana is
measured in line with the consideration agreed per MMBtu
in the existing sales contracts with offtakers. The transfer of
control occurs when title passes at the point the customer
takes physical delivery. The Group principally satisfies its
performance obligations at a point in time and the amounts
of revenue recognised relating to performance obligations
satisfied over time are not significant.
(i) Over/underlift
Lifting or offtake arrangements for oil and gas produced
in certain of the Group’s jointly owned operations are
such that each participant may not receive and sell its
precise share of the overall production in each period.
The resulting imbalance between cumulative entitlement
and cumulative production less stock is underlift or
overlift. Underlift and overlift are valued at market value
and included in receivables and payables respectively.
Movements during an accounting period are adjusted
through cost of sales such that gross profit is recognised
on an entitlements basis.
(j) Inventories
Inventories, other than oil products, are stated at the lower
of cost and net realisable value. Cost is determined on a
weighted average cost basis and comprises direct
purchase costs. Net realisable value is determined by
reference to prices existing at the balance sheet date, less
estimated costs of completion and the estimated costs
necessary to make the sale.
Oil product is stated at net realisable value and changes in
net realisable value are recognised in the income statement.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 103

(k) Foreign currencies
The US dollar is the presentational currency of the Group.
For the purpose of presenting consolidated Financial
Statements, the assets and liabilities of the Group’s non-US
dollar-denominated entities are translated at exchange rates
prevailing on the balance sheet date. Income and expense
items are translated at the average exchange rate for the
period. Currency translation adjustments arising on the
restatement of opening net assets of non-US dollar
subsidiaries, together with differences between the
subsidiaries’ results translated at average rates versus closing
rates, are recognised in the statement of comprehensive
income and expense and transferred to the foreign currency
translation reserve. All resulting exchange differences are
classified as equity until disposal of the subsidiary. On
disposal, the cumulative amounts of the exchange
differences are recognised as income or expense.
Transactions in foreign currencies are recorded at the rates of
exchange ruling at the transaction dates. Monetary assets
and liabilities are translated into functional currency at the
exchange rate ruling at the balance sheet date, with a
corresponding charge or credit to the income statement.
However, exchange gains and losses arising on monetary
items receivable from or payable to a foreign operation for
which settlement is neither planned nor likely to occur, which
form part of the net investment in a foreign operation, are
recognised in the foreign currency translation reserve and
recognised in profit or loss on disposal of the net investment.
(l) Discontinued operations
Discontinued operations are excluded from the results
of continuing operations and are presented as a single
amount as profit or loss after tax from discontinued
operations in the income statement.
Cash flows from discontinued operations are included
in the cash flow statement and are disclosed separately
in note 8. All other notes to the Financial Statements
include amounts for discontinuing operations, unless
indicated otherwise.
(m) Intangible, exploration and evaluation assets
and oil and gas assets
The Group adopts the successful efforts method of
accounting for exploration and evaluation costs. Pre-licence
costs are expensed in the period in which they are incurred.
All licence acquisition, exploration and evaluation costs
and directly attributable administration costs are initially
capitalised in cost centres by well, field or exploration area,
as appropriate.
These costs are then written off as exploration costs in the
income statement unless commercial reserves have been
established or the determination process has not been
completed and there are no indications of impairment.
Exploration and evaluation assets are tested for impairment
when reclassified to development assets, or whenever facts
and circumstances indicate impairment. An impairment loss
is recognised for the amounts by which the exploration and
evaluation assets’ carrying amount exceeds their recoverable
amount. The recoverable amount is the higher of the
exploration and evaluation asset’s fair value less cost to
sell and their value in use.
Once commercial reserves are found, exploration and
evaluation assets are tested for impairment and transferred
to development assets. No depreciation and/or amortisation
is charged during the exploration and evaluation phase.
All field development costs are capitalised as property, plant
and equipment. Property, plant and equipment related to
production activities is amortised in accordance with the
Group’s depletion and amortisation accounting policy.
Cash consideration received on farm-down of exploration
and evaluation assets is credited against the carrying value
of the asset. The excess amount over the carrying value of
the asset is recognised as a gain on disposal of exploration
and evaluation assets in the statement of profit or loss.
(n) Commercial reserves and contingent resources
Commercial reserves and contingent resources are estimates
of the quantities of hydrocarbons that can be economically
and legally extracted from the Group’s oil and gas properties.
The Group estimates its reserves and resources based on
information compiled by appropriately qualified persons
relating to the geological and technical data on the size,
depth, shape and grade of the hydrocarbon body and
suitable production techniques and recovery rates.
Commercial reserves are determined using estimates of oil
and gas in place, recovery factors and future commodity
prices, the latter having an impact on the total amount of
recoverable reserves and the proportion of the gross reserves
that are attributable to the host government under the terms
of the Production Sharing Contracts. Future development
costs are estimated using assumptions as to the number
of wells required to produce the commercial reserves, the
cost of such wells and associated production facilities,
and other capital costs.
The Group estimates and reports reserves and resources in
line with the principles contained in the Society of Petroleum
Engineers (SPE) Petroleum Resources Management Reporting
System (PRMS) framework. As the economic assumptions
used may change and as additional geological information
is obtained during the operation of a field, estimates of
recoverable reserves may change.
(o) Depletion and amortisation
All expenditure carried in each field is amortised from the
commencement of production on a unit of production
basis, which is the ratio of oil and gas production in the
period to the estimated quantities of commercial reserves
at the end of the period plus the production in the period,
generally on a field-by-field basis or by a group of fields
which are reliant on common infrastructure. Costs used in
the unit of production calculation comprise the net book
value of capitalised costs plus the estimated future field
development costs required to recover the commercial
reserves remaining. Changes in the estimates of commercial
reserves or future field development costs are dealt
with prospectively.
Material Group accounting policies continued
Year ended 31December2025
Strategic report Corporate governance Financial statements Supplementary information
104 – Tullow Oil plc Annual Report and Accounts 2025

(p) Impairment of property, plant and equipment
The Group assesses at each reporting date whether there
is an indication that an asset or cash-generating unit (CGU)
may be impaired. In assessing whether an impairment is
required, the carrying value of the asset or CGU is compared
with its recoverable amount. The recoverable amount is the
higher of the asset’s/CGU’s fair value less costs of disposal
(FVLCD) and value in use (VIU). Given the nature of the
Group’s activities, information on the fair value of an asset is
usually difficult to obtain unless negotiations with potential
purchasers or similar transactions are taking place.
Consequently, unless indicated otherwise, the recoverable
amount used in assessing the impairment charges described
below is VIU. The Group estimates VIU using a discounted
cash flow model.
In order to discount the future cash flows the Group
calculates asset or CGU-specific discount rates.
The discount rates are based on an assessment of a
relevant peer group’s post-tax weighted average cost
of capital (WACC), adjusted for an asset/CGU-specific
country risk premium.
Where there is evidence of economic interdependency
between fields, such as common infrastructure, the fields
are grouped as a single CGU for impairment purposes.
Where conditions giving rise to impairment subsequently
reverse, the effect of the impairment charge is also reversed
as a credit to the income statement, net of any amortisation
that would have been charged since the impairment.
(q) Decommissioning
Provision for decommissioning is recognised in full
when the related facilities are installed. A corresponding
amount equivalent to the provision is also recognised
as part of the cost of the related property, plant and
equipment. The amount recognised is the estimated cost
of decommissioning, discounted to its net present value
using a risk-free rate, and is re-assessed each year in
accordance with local conditions and requirements.
Changes in the estimated timing of decommissioning
or decommissioning cost estimates are dealt with
prospectively by recording an adjustment to the provision,
and a corresponding adjustment to property, plant and
equipment. The unwinding of the discount on the
decommissioning provision is included as a finance cost.
(r) Property, plant and equipment –
non-oil and gas assets
Property, plant and equipment is stated in the balance
sheet at cost less accumulated depreciation and any
recognised impairment loss. Depreciation on property,
plant and equipment other than production assets is
provided at rates calculated to write off the cost less the
estimated residual value of each asset on a straight-line
basis over its expected useful economic life of between
three and ten years.
(s) Share issue expenses and share
premium account
Costs of share issues are written off against the premium
arising on the issues of share capital.
(t) Borrowing costs
Borrowing costs directly attributable to the acquisition,
construction or production of qualifying assets, which
are assets that necessarily take a substantial period of time
to get ready for their intended use or sale, are added to
the cost of those assets until such time as the assets are
substantially ready for their intended use or sale.
All other finance costs, which include interest on
borrowings calculated using the effective interest method
as described in paragraph (ab), obligations under finance
leases, the unwinding effect of discounting provisions and
exchange differences, are recognised in the income
statement in the period in which they are incurred.
(u) Taxation
Current tax, including UK corporation tax and overseas
corporation tax, is the expected tax to be paid or received
on taxable income or loss for the year, using the tax rates
and laws enacted or substantively enacted at the reporting
date, and any adjustment to tax paid/received in respect
to previous years. Deferred corporation tax is recognised
on all temporary differences that have originated but not
reversed at the balance sheet date where transactions or
events that result in an obligation to pay more, or right to
pay less, tax in the future have occurred at the balance
sheet date. A deferred tax asset is recognised if it is
probable that sufficient taxable profit will be available to
utilise against the temporary differences. Deferred tax is
measured on a non-discounted basis.
Deferred tax is provided on temporary differences arising on
acquisitions that are categorised as business combinations.
Deferred tax is recognised at acquisition as part of the
assessment of the fair value of assets and liabilities acquired.
Any deferred tax is charged or credited in the income
statement as the underlying temporary difference is reversed.
Petroleum revenue tax (PRT) is treated as an income tax
and deferred PRT is accounted for under the temporary
difference method. UK PRT refunds are included in the
income statement and are taxable for UK corporation tax.
The Company assesses whether it is probable that a tax
authority will accept an uncertain tax treatment. If it is not
probable, the Company adjusts its accounting for current
and deferred taxes to reflect the uncertainty.
(v) Pensions
Contributions to the Group’s defined contribution pension
schemes are charged to operating profit on an accrual basis.
(w) Derivative financial instruments
The Group uses derivative financial instruments, such
as forward currency contracts and commodity options
contracts, to hedge its foreign currency risks and
commodity price risks respectively.
Derivatives are recognised initially at fair value at the date
a derivative contract is entered into and are subsequently
remeasured to their fair value at each reporting date.
The resulting gain or loss is recognised in profit or loss
immediately unless the derivative is designated and
effective as a hedging instrument, in which event the
timing of the recognition in profit or loss depends on the
nature of the hedge relationship.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 105

(w) Derivative financial instruments continued
For the purpose of hedge accounting, hedges are
classified as:
• Fair value hedges when hedging the exposure to
changes in the fair value of a recognised asset or liability
or an unrecognised firm commitment.
• Cash flow hedges when hedging the exposure to
variability in cash flows that is either attributable to a
particular risk, or associated with a recognised asset or
liability or a highly probable forecast transaction or the
foreign currency risk in an unrecognised firm commitment.
• Hedges of a net investment in a foreign operation.
At the inception of a hedge relationship, the Group
formally designates and documents the hedge relationship
to which it wishes to apply hedge accounting.
The documentation includes identification of the hedging
instrument, the hedged item, the nature of the risk being
hedged and how the Group will assess whether the
hedging relationship meets the hedge effectiveness
requirements (including the analysis of sources of hedge
ineffectiveness and how the hedge ratio is determined).
A hedging relationship qualifies for hedge accounting if
it meets all of the following effectiveness requirements:
• There is ‘an economic relationship’ between the hedged
item and the hedging instrument.
• The effect of credit risk does not ‘dominate the value
changes’ that result from that economic relationship.
• The hedge ratio of the hedging relationship is the same
as that resulting from the quantity of the hedged item
that the Group actually hedges and the quantity of the
hedging instrument that the Group actually uses to
hedge that quantity of hedged item.
If a hedging relationship ceases to meet the hedge
effectiveness requirement relating to the hedge ratio
but the risk management objective for that designated
hedging relationship remains the same, the Group adjusts
the hedge ratio of the hedging relationship (i.e. rebalances
the hedge) so that it meets the qualifying criteria again.
The Group designates only the intrinsic value of option
contracts as a hedged item, i.e. excluding the time value of
the option. The changes in the fair value of the aligned time
value of the option are recognised in other comprehensive
income and accumulated in the time value hedge reserve.
If the hedged item is transaction related, the time value is
reclassified to profit or loss when the hedged item affects
profit or loss. If the hedged item is time period related,
then the amount accumulated in the time value hedge
reserve is reclassified to profit or loss on a rational basis.
Those reclassified amounts are recognised in profit or loss
in the same line as the hedged item. Furthermore, if the
Group expects that some or all of the loss accumulated in
hedging reserve will not be recovered in the future, that
amount is immediately reclassified to profit or loss.
Cash flow hedges
The effective portion of the gain or loss on the hedging
instrument is recognised in other comprehensive income
(OCI) in the cash flow hedge reserve, while any ineffective
portion is recognised immediately in the statement of profit
or loss. The cash flow hedge reserve is adjusted to the lower
of the cumulative gain or loss on the hedging instrument
and the cumulative change in fair value of the hedged item.
The Group uses oil option contracts for its exposure to
volatility of Dated Brent prices. The ineffective portion
relating to option contracts is recognised as gain or loss
on hedging instruments in the Group income statement.
Amounts previously recognised in other comprehensive
income and accumulated in equity are reclassified to profit
or loss in the periods when the hedged item affects profit
or loss, in the same line as the recognised hedged item.
Cash flow hedge accounting is discontinued only when
the hedging relationship or a part thereof ceases to meet
the qualifying criteria. This includes when the designated
hedged forecast transaction or part thereof is no longer
considered to be highly probable to occur, or when the
hedging instrument is sold, terminated or exercised
without replacement or rollover. When cash flow hedge
accounting is discontinued, amounts previously recognised
in other comprehensive income remain in equity until the
forecast transaction occurs and are reclassified to profit or
loss or transferred to the initial carrying amount of a
non-financial asset or liability as above. If the forecast
transaction is no longer expected to occur, amounts
previously recognised in other comprehensive income will
be immediately reclassified to profit or loss.
(x) Leases
On inception of a contract the Group assesses whether the
contract is, or contains, a lease. The contract is, or contains, a
lease if it conveys the right to control the use of an identified
asset for a period of time in exchange for consideration. To
determine whether the contract conveys the right to control
the use of an identified asset, the Group assesses whether
the contract involves the use of an identified asset, the Group
has the right to obtain substantially all of the economic
benefits from the use of the asset throughout the period of
use, and the Group has the right to direct the use of the asset.
Lessee accounting
Leases are recognised as a right-of-use asset and a
corresponding liability at the date at which the leased
asset is available for use by the Group. The right-of-use
asset is initially measured at cost, which comprises the
initial amount of the lease liability, in case of joint
operation, adjusted for any amount receivable from joint
venture partners and any lease payments made at or
before the commencement date, plus any initial direct
costs incurred and an estimate of costs required to remove
or restore the underlying asset, less any lease incentives
received. The right-of-use asset is depreciated over the
shorter of the asset’s useful life and the lease term on
a straight-line basis, or applying the unit of production
method, and the joint venture receivable is allocated
against the monthly joint venture billing cycle.
Material Group accounting policies continued
Year ended 31December2025
Strategic report Corporate governance Financial statements Supplementary information
106 – Tullow Oil plc Annual Report and Accounts 2025

(x) Leases continued
Lessee accounting continued
The initial measurement of the corresponding lease liability
is at the present value of the lease payments that are not
paid at the lease commencement date, discounted using
the interest rate implicit in the lease or, if that rate cannot be
readily determined, the Group’s incremental borrowing rate.
The lease payments include fixed payments, less any lease
incentive receivable, variable leases payments based on
an index or rate, and amounts expected to be payable by
the lessee under residual value guarantees.
The lease liability is subsequently measured at amortised
cost using the effective interest method. It is remeasured
when there is a change in future lease payments arising
from a change in an index or rate, if there is a change in
the Group’s estimate of the amount expected to be
payable under a residual value guarantee, or if the Group
changes its assessment of whether it will exercise a
purchase, extension or termination option. When the lease
liability is remeasured in this way, a corresponding
adjustment is made to the carrying amount of the right-of-
use asset or is recorded in profit or loss if the carrying
amount of the right-of-use asset has been reduced to zero.
The Group has elected not to recognise right-of-use assets
and lease liabilities for short-term leases that have a lease
term of 12 months or less, and leases of low-value assets
with a value of $5,000 or less.
Over the course of a lease contract, there will be taxable
timing differences that could give rise to deferred tax,
subject to local tax laws and regulations.
Extension and termination options are included in a
number of property and equipment leases across the
Group. These are used to maximise operational flexibility
in terms of managing the assets used in the Group’s
operations. The majority of extension and termination
options held are exercisable only by the Group and not
by the respective lessor.
(y) Share-based payments
The Group has applied the requirements of IFRS 2 Share-
based Payments. The Group has share-based awards that
are equity settled as defined by IFRS 2. The fair value of the
equity settled awards has been determined at the date of
grant of the award allowing for the effect of any market-
based performance conditions.
This fair value, adjusted by the Group’s estimate of the
number of awards that will eventually vest as a result of
non-market conditions, is expensed uniformly over the
vesting period.
The fair values were calculated using a binomial option
pricing model with suitable modifications to allow for
employee turnover after vesting and early exercise. Where
necessary, this model is supplemented with a Monte Carlo
model. The inputs to the models include: the share price at
date of grant; exercise price; expected volatility; expected
dividends; risk-free rate of interest; and patterns of exercise
of the plan participants.
(z) Financial assets
At initial recognition, the Group measures a financial asset
at its fair value plus, in the case of a financial asset not at
fair value through profit or loss (FVPL), transaction costs
that are directly attributable to the acquisition of the
financial asset. Transaction costs of financial assets carried
at FVPL are expensed in profit or loss.
The subsequent measurement of financial assets depends
on their classification, as set out below.
i) Financial assets measured at amortised cost
Assets are subsequently classified and measured at
amortised cost when the business model of the Company
is to collect contractual cash flows and the contractual
terms give rise to cash flows that are solely payments
of principal and interest. These assets are carried at
amortised cost using the effective interest method if
the time value of money is significant. Gains and losses
are recognised in profit or loss when the assets are
derecognised, modified or impaired. This category of
financial assets includes trade and other receivables.
Financial assets measured at amortised cost include trade
receivables, loans and other receivables that have fixed or
determinable payments that are not quoted in an active
market. Loans and receivables are measured at amortised
cost using the effective interest method, less any
impairment. Interest income is recognised by applying the
effective interest rate, except for short-term receivables
when the recognition of interest would be immaterial.
Interest income is accrued on a time basis, by reference
to the principal outstanding and at the effective interest
rate applicable, which is the rate that exactly discounts
estimated future cash receipts through the expected life
of the financial asset to that asset’s net carrying amount.
ii) Financial assets measured at fair value through
other comprehensive income
Assets are subsequently classified and measured at fair
value through other comprehensive income when the
business model of the Company is to collect contractual
cash flows and sell the financial assets, and the contractual
cash flows represent solely payments of principal
and interest.
iii) Financial assets measured at fair value through
profit or loss
Financial assets are classified as measured at fair value
through profit or loss when the asset does not meet the
criteria to be measured at amortised cost or fair value
through other comprehensive income. These assets are
carried on the balance sheet at fair value with gains or losses
recognised in the income statement. Derivatives, other
than those designated as effective hedging instruments,
are included in this category. As at 31 December 2025, the
Group does not have any financial assets classified at fair
value through profit or loss or other comprehensive income.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 107

(z) Financial assets continued
iii) Financial assets measured at fair value through
profit or loss continued
Regular way purchases and sales of financial assets are
recognised on trade date, being the date on which the
Group commits to purchase or sell the asset. Financial
assets are derecognised when the rights to receive cash
flows from the financial assets have expired or have been
transferred and the Group has transferred substantially all
the risks and rewards of ownership.
Impairment of trade and joint venture receivables
The Group applies the IFRS 9 simplified approach to
measuring expected credit losses, which uses a lifetime
expected loss allowance for all trade receivables. To measure
the expected credit losses, trade receivables have been
grouped based on shared credit risk characteristics and
days past due.
The expected loss rates are based on the payment profiles
of sales over the historical period and the corresponding
historical credit losses experienced during this period.
These rates are then applied to the gross carrying amount
of the receivable to arrive at the loss allowance for the
period. Based on management assessment, the credit
loss in trade receivables and joint venture receivable as
at 31 December 2025 is $nil (2024: $6.6 million).
In order to minimise the risk of default, credit risk is
managed on a Group basis (note 18).
(aa) Cash and cash equivalents
Cash and cash equivalents comprise cash at bank,
demand deposits and other short-term highly liquid
investments that are readily convertible to a known
amount of cash and are subject to an insignificant risk
of changes in value.
(ab) Effective interest method
The effective interest method is a method of calculating
the amortised cost of a financial asset and of allocating
interest income over the relevant period. The effective
interest rate is the rate that exactly discounts estimated
future cash receipts (including all fees on points paid or
received that form an integral part of the effective interest
rate, transaction costs and other premiums or discounts)
through the expected life of the financial asset, or, where
appropriate, a shorter period.
Income is recognised on an effective interest basis for
debt instruments other than those financial assets
classified as at FVTPL.
(ac) Financial liabilities
The measurement of financial liabilities is determined
by the initial classification.
i) Financial liabilities at fair value through profit
or loss:
Those balances that meet the definition of being held for
trading are measured at fair value through profit or loss.
Such liabilities are carried on the balance sheet at fair value
with gains or losses recognised in the income statement.
ii) Financial liabilities measured at amortised cost:
All financial liabilities not meeting the criteria of being
classified at fair value through profit or loss are classified
as financial liabilities measured at amortised cost. The
instruments are initially recognised at its fair value net of
transaction costs that are directly attributable to the issue
of financial liability. Subsequent to initial recognition,
financial liabilities are measured at amortised cost using
the effective interest method. Trade payables and
borrowings fall under this category of financial instruments.
As at 31 December 2025, all financial liabilities are
measured at amortised cost.
The Group derecognises a financial liability when it is
extinguished, i.e. when the obligation specified in the
contract is discharged or cancelled or expires. A substantial
modification of the terms of an existing financial liability or
a part of it is accounted for as an extinguishment of the
original financial liability and the recognition of a new
financial liability.
The difference between the carrying amount of the
financial liability extinguished and any consideration paid
is recognised in the income statement as other income
if the transaction results in a gain, or finance costs if the
result is a loss.
iii) Offsetting of financial instruments:
Financial assets and financial liabilities are offset and the
net amount is reported in the consolidated statement of
financial position if there is a currently enforceable legal
right to offset the recognised amounts and there is an
intention to settle on a net basis, to realise the assets and
settle the liabilities simultaneously.
(ad) Equity instruments
Equity instruments are classified according to the
substance of the contractual arrangements entered into.
An equity instrument is any contract that evidences a
residual interest in the assets of the Group after deducting
all of its liabilities. Equity instruments issued by the Group
are recorded at the proceeds received, net of direct
issue costs.
(ae) Insurance proceeds
Insurance proceeds related to lost production under the
Business Interruption insurance policy are recorded as
other operating income in the income statement.
Insurance proceeds are recognised at the point when the
realisation of income is virtually certain.
(af) Provisions
Provisions are recognised when the Group has a present
obligation (legal or constructive) as a result of a past event,
it is probable that an outflow of resources embodying
economic benefits will be required to settle the obligation
and a reliable estimate can be made of the amount of
the obligation.
Material Group accounting policies continued
Year ended 31December2025
Strategic report Corporate governance Financial statements Supplementary information
108 – Tullow Oil plc Annual Report and Accounts 2025

(af) Provisions continued
Restructuring provisions
Restructuring provisions are recognised only when the
Group has a constructive obligation, which is when:
(i) There is a detailed formal plan that identifies the
business or part of the business concerned, the location
and number of employees affected, the detailed estimate
of the associated costs, and the timeline.
(ii) The employees affected have been notified of the plan’s
main features.
(ag) Critical accounting judgements
The Group assesses critical accounting judgements
annually. Apart from those involving estimations, which are
dealt with in policy (ah), there are no critical accounting
judgements in the current year.
(ah) Key sources of estimation uncertainty
The key assumptions concerning the future, and other
key sources of estimation uncertainty at the balance sheet
date, that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities
in the next financial year are discussed below.
Carrying value of property, plant
and equipment (note 10)
Management performs impairment reviews on the Group’s
property, plant and equipment assets at least annually with
reference to indicators in IAS 36 Impairment of Assets.
Where indicators of impairments or impairment reversals
are present and an impairment or impairment reversal test
is required, the calculation of the recoverable amount
requires estimation of future cash flows within complex
impairment models.
Key assumptions and estimates in the impairment models
relate to: commodity prices assumptions, pre-tax discount
rates, commercial reserves and the related cost profiles.
Proven and probable reserves are estimates of the amount
of oil and gas that can be economically extracted from the
Group’s oil and gas assets. The Group estimates its reserves
using standard recognised evaluation techniques. The
estimate is reviewed at least annually by management and by
independent consultants. Proven and probable reserves are
determined using estimates of oil and gas in place, recovery
factors and future commodity prices, the latter having an
impact on the total amount of remaining recoverable
reserves and the proportion of the gross reserves which are
attributable to host governments under the terms of the
Production Sharing Contracts. Future development costs
are estimated taking into account the level of development
required to produce the reserves by reference to operators,
where applicable, and internal engineers.
Net entitlement reserves estimates are subsequently
calculated using the current oil price and cost recovery
assumptions, in line with the relevant agreements.
Changes in reserves as a result of factors such as
production cost, recovery rates, grade of reserves or oil
and gas prices could impact the depletion rates and
carrying value of assets (refer to the Commercial reserves
and contingent resources summary on page 155).
Details on the impact of these key estimates and
judgements using sensitivity applied to impairment
models can be found in note 10.
Uncertain tax treatments
The Group is subject to various material claims which arise
in the ordinary course of its business in various jurisdictions,
including cost recovery claims, claims from regulatory
bodies and both corporate income tax and indirect tax
claims. The Group is in formal dispute proceedings
regarding a number of these tax claims. The resolution
of tax positions, through negotiation with the relevant tax
authorities or litigation, can take several years to complete.
In assessing whether these claims should be provided for
in the Financial Statements, management has considered
them in the context of the applicable laws and relevant
contracts for the countries concerned. Management has
applied judgement in assessing the likely outcome of the
claims and has estimated the financial impact based on
external tax and legal advice and prior experience of
such claims.
Provisions for uncertain tax treatments of $78.3 million
(2024: $80.8 million) are included in income tax payable
of $76.7 million (2024: $79.0 million) and provisions of
$1.7 million (2024: $1.8 million). Where these matters
relate to expenditure which is capitalised within intangible
exploration and evaluation assets and property, plant and
equipment, any difference between the amounts accrued
and the amounts settled is capitalised in the relevant asset
balance, subject to applicable impairment indicators.
Where these matters relate to producing activities or
historical issues, any differences between the accrued and
settled amounts are taken to the Group income statement.
Due to the uncertainty of such tax items, it is possible that
on conclusion of an open tax matter at a future date, the
outcome may differ significantly from management’s
estimate. If the Group was unsuccessful in defending
itself from all these claims, the result would be additional
liabilities of $582.7 million (2024: $608.7 million) excluding
interest and penalties. In management’s view the likelihood
of the crystallisation of these liabilities and the associated
interest and penalties is remote.
The provisions and contingent liabilities relating to
uncertain tax treatments have decreased following the
conclusion of tax authority challenges and matters lapsing
under the statute of limitations, but have increased,
following new claims being initiated and extrapolation of
exposures through to 31 December 2025, giving rise to an
overall decrease in provision of $2.5 million and decrease
in contingent liability of $26.0 million.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 109

(ah) Key sources of estimation uncertainty continued
Ghana tax assessments
In October 2021, Tullow Ghana Limited (TGL) filed a
Request for Arbitration with the International Chamber
of Commerce (ICC) disputing the $320.3 million Branch
Profits Remittance Tax (BPRT) assessment issued as part
of the direct tax audit for the financial years 2014 to 2016.
The Ghana Revenue Authority (GRA) is seeking to apply
BPRT under a law which the Group considers is not
applicable to TGL, since it falls outside the tax regime
provided for in the Petroleum Agreements and relevant
double tax treaties. Two hearings took place in November
2023 and June 2024. On 24 December 2024, the BPRT
Tribunal issued its ruling to the ICC, which delivered its
award on 2 January 2025 with regard to the BPRT arbitration
with the Government of Ghana. The Tribunal determined
that BPRT is not applicable to Tullow Ghana since it falls
outside the tax regime provided for in the Petroleum
Agreements. This means that Tullow Ghana is not liable
to pay the $320.3 million BPRT assessment issued by the
GRA, and Tullow has no future exposure to BPRT in respect
of its operations under the Petroleum Agreements.
In December 2022, TGL received a $190.5 million corporate
income tax assessment and payment demand from the
GRA relating to the disallowance of loan interest for the
financial years 2010 to 2020. The Group has previously
disclosed assessments by the GRA relating to the same
issue; this revised assessment supersedes all previous
claims. The Group considers the assessment to breach
TGL’s rights under its Petroleum Agreements. In February
2023, TGL filed a Request for Arbitration with the ICC
disputing the assessment, with the suspension of TGL’s
obligation to pay any amount in relation to the assessment
until the dispute is formally resolved. The parties initially
agreed a procedural timetable for the arbitration under
which the first Tribunal hearing was to be held in July 2025.
This has now been postponed to September 2026 allowing
more time to continue settlement negotiations.
In December 2022, TGL received a $196.5 million corporate
income tax assessment and payment demand from the
GRA relating to proceeds received by Tullow during the
financial years 2016 to 2019 under Tullow’s corporate
Business Interruption insurance policy. The Group considers
the assessment to breach TGL’s rights under its Petroleum
Agreements. In February 2023, TGL filed a Request for
Arbitration to the ICC disputing the assessment, with the
suspension of TGL’s obligation to pay any amount in relation
to the assessment until the dispute is formally resolved.
The first Tribunal hearing was held in November 2025 and
a ruling is expected mid-year 2026.
The Group continues to engage with the Government
of Ghana with the aim of resolving these tax disputes
on a mutually acceptable basis.
Kenya tax assessments
Tullow is aware of a tax assessment for c.$170 million from
the Kenya Revenue Authority relating to alleged underpaid
VAT and Capital Gains Tax on the disposal of its 100%
shareholding in its Kenyan subsidiary, Tullow Kenya BV,
to the Gulf Energy Group for a minimum consideration
of $120 million. Tullow’s clear and firm position is that
the assessment is wholly without merit and intends in
conjunction with Gulf Energy to contest the assessment
through the regular objection process. There will be no
cash outflow in respect of lodging these objections, nor
does Tullow expect cash outflow on completion of its
appeal process. Therefore, Tullow has not recorded a
provision for uncertain tax treatments in respect of
this risk.
Bangladesh litigation
The National Board of Revenue (NBR) is seeking to disallow
$118 million of tax relief in respect of development costs
incurred by Tullow Bangladesh Limited (TBL). The NBR
subsequently issued a payment demand to TBL in
February 2020 for Taka 3,094 million requesting payment
by 15 March 2020. The amount in USD including legal
costs is c.$29 million. However, under the Production
Sharing Contract (PSC), the government is required to
indemnify TBL against all taxes levied by any public
authority, and the share of production paid to Petrobangla
(PB), Bangladesh’s national oil company, is deemed to
include all taxes due, which PB is then obliged to pay to the
NBR. TBL sent the payment demand to PB and the
government requesting the payment or discharge of the
payment demand under their respective PSC indemnities.
On 14 June 2021, TBL issued a formal notice of dispute
under the PSC to the government and PB. A further
request for payment was received from NBR on
28 October 2021 demanding settlement by 15 November
2021. Arbitration proceedings were initiated under the PSC
on 29 December 2021, and a hearing of the merits of the
case were heard by the Tribunal on 20 May 2024.
Final written submissions were made to the Tribunal
in September 2024. The Tribunal has informed both parties
that a ruling can be expected during the first half of 2026.
Other items
Other items totalling $166.6 million (2024: $192.3 million)
comprise exposures in respect of claims for corporation
tax from disallowed expenditure or withholding taxes
that are either currently under discussion with the tax
authorities or which arise from known issues for periods
not yet under audit.
Timing of cash flows
While it is not possible to estimate the timing and amount
of tax cash flows in relation to possible outcomes with
certainty, management anticipates that there will not be
material cash taxes paid in excess of the amounts
provided for uncertain tax treatments.
Material Group accounting policies continued
Year ended 31December2025
Strategic report Corporate governance Financial statements Supplementary information
110 – Tullow Oil plc Annual Report and Accounts 2025

Notes to the Group Financial Statements
Year ended 31 December 2025
Note 1. Segmental reporting
Following the disposal of operations in Gabon and assets in Kenya in 2025 (refer to note 8), the information reported to
the Group’s Chief Executive Officer for the purposes of resource allocation and assessment of segment performance is
now focused on two Business Units: Ghana and Other, which contain non-operated producing assets in Côte d’Ivoire,
decommissioning assets and exploration activities. Therefore, the Group’s reportable segments under IFRS 8 are
Ghana and Other.
The following tables present revenue, profit and certain asset and liability information regarding the Group’s reportable
business segments for the years ended 31 December 2025 and 31 December 2024. The table for the year ended
31 December 2024 has been restated to reflect the new reportable segments of the business.
0ther
4
Sales revenue by origin
2
833.0
32.8
(18.8)
847.0
Other operating income
–
–
4.2
4.2
Segment result
1
285.4
(9.2)
(26.2)
250.0
Loss on disposal
(4.5)
Unallocated expenses
2
Operating profit
199.9
Finance income
63.4
Finance costs
(326.0)
Loss before tax
(62.7)
Income tax expense
(66.5)
Loss after tax
(129.2)
Total assets
2,852.1
33.0
393.7
3,278.8
Total liabilities
3
(1,733.8)
(81.0)
(1,716.9)
(3,531.7)
Property, plant and equipment
115.6
37.6
0.2
153.4
Intangible exploration and evaluation assets
–
6.8
–
6.8
Depletion, depreciation and amortisation
(359.3)
(12.6)
(4.1)
(376.0)
Impairment reversal of property, plant and equipment, net
–
2.8
2.0
4.8
Exploration costs written off
–
(2.1)
–
(2.1)
1. Segment result is a non-IFRS measure which includes gross profit, exploration costs written off and impairment of property, plant and equipment.
See reconciliation below.
2. Unallocated expenditure relates to general and administrative expenses not specifically attributable to a geographic area.
3. Total liabilities – Corporate comprise the Group’s external debt and other non-attributable liabilities.
4. Other excludes results attributable to Gabon, which is classified as discontinued operations (refer to note 8).
Reconciliation of segment result
Segment result
250.0
444.2
Exploration costs written off
2.1
202.3
Impairment reversal of property, plant and equipment, net
(4.8)
(11.8)
Gross profit
247.3
634.7
All sales are made to external customers. In 2023, Tullow entered an oil marketing contract under which it sells its crude
oil entitlements to Glencore Energy UK Limited. The contract expires in 2028 and has been extended to 2030 as part of
the refinancing transaction discussed in note 27. Revenues arising from this contract from Ghana amounted to
approximately $779 million in 2025 (2024: $1,278 million). No other customer contributed more than 10% of total sales
revenue during the year.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 111

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 1. Segmental reporting continued
Reconciliation of segment result continued
Other
4
Sales revenue by origin
2
1,325.4
35.4
(73.6)
1,287.2
Segment result
1
722.6
(186.8)
(91.6)
444.2
Provisions reversal
70.4
Unallocated expenses
2
Operating profit
448.7
Finance income
69.2
Finance costs
(344.2)
Profit before tax
173.7
Income tax expense
(228.7)
Loss after tax
(55.0)
Total assets
3,164.3
422.1
465.1
4,051.5
Total liabilities
3
(1,978.4)
(266.2)
(2,079.6)
(4,324.2)
Property, plant and equipment
126.4
124.5
2.6
253.5
Intangible exploration and evaluation assets
0.2
34.5
–
34.7
Depletion, depreciation and amortisation
(401.4)
(39.7)
(3.1)
(444.2)
Impairment reversal of property, plant and equipment, net
–
11.8
–
11.8
Exploration costs written off
–
(212.6)
–
(212.6)
1. Segment result is a non-IFRS measure which includes gross profit, exploration costs written off and impairment of property, plant and equipment.
See reconciliation below.
2. Unallocated expenditure relates to general and administrative expenses not specifically attributable to a geographic area.
3. Total liabilities – Corporate comprise the Group’s external debt and other non-attributable liabilities.
4. Other excludes results attributable to Gabon, which is classified as discontinued operations (refer to note 8).
assets
2
assets
2
restated
1
Ghana
833.0
1,325.4
2,152.7
2,468.3
Total Ghana
833.0
1,325.4
2,152.7
2,468.3
Kenya
–
–
–
110.9
Gabon
–
–
–
228.4
Côte d’Ivoire
32.8
35.4
–
–
Total Other
32.8
35.4
–
228.4
Corporate
(18.8)
(73.6)
41.8
11.3
Total
847.0
1,287.2
2,194.5
2,818.9
1. Sales revenue has been restated to present Gabon as a discontinued operation. Refer to note 8.
2. Non-current assets exclude derivative financial instruments and deferred tax assets.
Strategic report Corporate governance Financial statements Supplementary information
112 – Tullow Oil plc Annual Report and Accounts 2025

Note 2. Total revenue
Restated
1
Revenue from crude oil sales
806.9
1,306.8
Revenue from gas sales
58.9
54.0
Total revenue from contracts with customers
865.8
1,360.8
Loss on realisation of cash flow hedges
(18.8)
(73.6)
Total revenue
847.0
1,287.2
1. Revenue has been restated to present Gabon as a discontinued operation. Refer to note 8.
Finance income has been presented as part of net financing costs (refer to note 5).
Note 3. Staff costs
The average annual number of employees employed by the Group worldwide was:
Administration
169
198
Technical
177
204
Total
346
402
Staff costs in respect of those employees were as follows:
Restated
1
Salaries
64.0
72.9
Social security costs
3.8
6.6
Pension costs
5.1
6.2
Total staff costs
2
72.9
85.7
1. Staff costs have been restated to present Gabon as a discontinued operation. Refer to note 8.
2. Total staff costs excludes redundancy costs of $7.2 million incurred in the year (2024: $7.1 million).
A proportion of the Group’s staff costs shown above is recharged to the Group’s joint venture partners, a proportion is
allocated to operating costs and a proportion is capitalised into the cost of fixed assets under the Group’s accounting
policy for exploration, evaluation and production assets with the remainder classified as administrative overhead cost
in the income statement. The net staff costs recognised in the income statement from continuing operations were
$14.0 million (2024: $11.7 million).
The Group operates defined contribution pension schemes for staff and Executive Directors. The contributions are
payable to external funds, which are administered by independent trustees. Contributions during the year from
continuing operations amounted to $5.1 million (2024: $6.2 million).
Details of Directors’ remuneration, Directors’ transactions and Directors’ interests are set out in the part of the Directors’
Remuneration report described as having been audited, which forms part of these Financial Statements.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 113

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 4. Other costs
Restated
3
Operating costs
202.9
197.8
Depletion and amortisation of oil and gas and leased assets
1
10
371.4
412.1
Overlift, underlift and oil stock movements
28.3
42.1
Share-based payment charge included in cost of sales
23
0.5
0.4
Other cost of sales
0.8
0.1
Total cost of sales
603.9
652.5
Share-based payment charge included in administrative expenses
23
7.2
6.5
Depreciation of other fixed assets
1
10
4.6
6.5
Other administrative costs
33.2
39.2
Total administrative expenses
45.0
52.2
Provisions/(provisions reversal)
2
7.2
(63.3)
The audit of the Company’s annual accounts
2.4
2.2
The audit of the Company’s subsidiaries pursuant to legislation
0.1
0.5
Total audit services
2.5
2.7
Audit-related assurance services
1.1
1.0
Corporate finance services
0.3
0.3
Total non-audit services
1.4
1.3
Total
3.9
4.0
1. Depreciation expense on leased assets of $67.7 million (2024: $91.4 million) as per note 10 includes a charge of $2.1 million (2024: $4.1 million) on
leased administrative assets, which is presented in administrative expenses in the income statement. The remaining balance of $65.6 million (2024:
$87.3 million) relates to other leased assets and is included in cost of sales.
2. This relates to a provision for restructuring and redundancy costs of $7.2 million (2024: $7.1 million). The prior year balance includes reduction in other
provisions of $70.4 million.
3. Comparative amounts have been restated to present Gabon as a discontinued operation. Refer to note 8.
Decrease in depletion and amortisation of oil and gas and leased assets is mainly due to lower Jubilee field production.
Fees payable to Ernst & Young LLP and its associates for non-audit services to the Company are not required to be
disclosed because the consolidated Financial Statements are required to disclose such fees on a consolidated basis.
Non-audit services were 36% of the total amount paid to the auditor during the year.
Details of the Company’s policy on the use of the auditor for non-audit services, the reasons why the auditor was used
rather than another supplier and how the auditor’s independence and objectivity are safeguarded are set out in the
Audit Committee report on page 58. No services were provided pursuant to contingent fee arrangements.
Strategic report Corporate governance Financial statements Supplementary information
114 – Tullow Oil plc Annual Report and Accounts 2025

Note 5. Net financing costs
Restated
1
Interest on bank overdrafts and borrowings
206.3
211.5
Interest on obligations under leases
19
97.0
119.7
Total borrowing costs
303.3
331.2
Finance and arrangement fees
2
10.7
3.0
Other interest expense
0.6
–
Unwinding of discount on decommissioning provisions
3
20
11.4
10.0
Total finance costs
326.0
344.2
Interest income on amounts due from joint venture partners for leases
19
(37.9)
(48.1)
Other finance income
(25.5)
(21.1)
Total finance income
(63.4)
(69.2)
Net financing costs
262.6
275.0
1. Comparative amounts have been restated to present Gabon as a discontinued operation. Refer to note 8.
2. Finance and arrangement fees mostly relate to costs incurred in unsuccessful refinancing activities. Costs relating to the refinancing transaction
announced in February 2026 are recognised in Prepayments (note 11) and will be capitalised on completion of the transaction in 2026. Refer to note 27.
3. This is excluding $0.8 million of unwinding of discount on decommissioning provisions in Gabon (2024: $1.4 million).
Note 6. Taxation on profit on continuing activities
Restated
1
Foreign tax
96.6
259.1
Adjustments in respect of prior periods
(0.3)
(1.6)
Total corporate tax
96.3
257.5
UK petroleum revenue tax
–
(2.4)
Total current tax
96.3
255.1
UK corporation tax
(24.9)
(19.1)
Foreign tax
(5.5)
(11.1)
Adjustments in respect of prior periods
2.8
(0.1)
Total deferred corporate tax
(27.6)
(30.3)
Deferred UK petroleum revenue tax
(2.2)
3.9
Total deferred tax
21
(29.8)
(26.4)
Total income tax expense
66.5
228.7
1. Comparative amounts have been restated to present Gabon as a discontinued operation. Refer to note 8.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 115

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 6. Taxation on profit on continuing activities continued
The tax rate applied to profit on continuing activities in preparing the reconciliation below is the UK corporation tax rate
applicable to the Group’s UK profits, being 25% (2024: 25%). The difference between the total income tax expense shown
above and the amount calculated by applying the standard rate of UK corporation tax applicable to UK profits of 25% is
as follows:
Restated
1
(Loss)/Profit from continuing activities before tax
(62.7)
173.7
Tax on (loss)/profit from continuing activities at the standard UK corporation tax rate of 25% (2024: 25%)
(15.7)
43.4
Non-deductible exploration expenditure
a
0.4
50.3
Other non-deductible expenses
b
5.3
(3.5)
Net deferred tax asset not recognised
c
56.4
78.2
Utilisation of tax losses not previously recognised
(0.2)
(0.6)
Adjustment relating to prior years
d
2.5
(1.7)
Other tax rates applicable outside the UK
16.6
62.6
Tax impact of acquisitions and disposals
1.2
–
Total income tax expense for the year
66.5
228.7
1. Comparative amounts have been restated to present Gabon as a discontinued operation. Refer to note 8.
a. Includes recurring explorations costs written off where there is no deferred tax impact.
b. Includes impairments.
c. Includes hedging losses and interest expense.
d. Includes movements in provisions in respect of uncertain tax treatments.
The Group’s profit before taxation arises in jurisdictions where the effective rate of taxation differs from that in the UK,
such as Ghana (35%). Furthermore, there is no tax benefit arising on net interest and hedging expense in the UK.
Accordingly, the Group’s tax charge will continue to vary according to the jurisdictions in which pre-tax profits arise.
The Group has gross unrecognised deductible temporary differences arising from carried forward tax losses, interest
restriction amounts and other temporary differences.
At year end, the Group had total carried forward tax losses of $4,385.4 million, comprising $3,136.9 million of trading
tax losses (2024: $4,005.8 million) and $1,248.5 million of capital tax losses (2024: $nil million) arising on the disposal
of the Kenyan business. Of the trading tax losses, $1,795.7 million are available to be carried forward indefinitely, while
$1,341.2 million expire over the next five to seven years. The capital tax losses do not expire but may be utilised only
against future capital gains in the entities in which they arose. A deferred tax asset has not been recognised in respect
of these tax losses because it is not considered sufficiently probable that the relevant entities will generate future taxable
profits or capital gains against which the losses can be utilised. The reduction in total carried forward trading tax losses
during the year primarily reflects the disposal of entities that previously held these tax attributes.
In addition, the Group has unrecognised interest restriction amounts in the UK of $1,373.9 million (2024: $1,026.4 million)
under corporate interest restriction rules, which can be carried forward indefinitely. No deferred tax asset has been
recognised in respect of these amounts due to insufficient evidence that the relevant entities will generate future taxable
profits to support recovery of the restricted deductions.
The Group also has other deductible temporary differences, including $15.3 million (2024: $21.1 million) relating to
decommissioning provisions, for which no deferred tax asset has been recognised on the basis that it is not sufficiently
probable that the relevant entities will generate future taxable profits against which these differences could be utilised.
There are no temporary differences relating to unremitted earnings of overseas subsidiaries in the Group.
Global minimum top-up tax
The Group has applied the exception to recognising and disclosing information about deferred tax assets and liabilities
relating to Pillar II income taxes. The Group’s effective tax rate is more than 16% for this period and the Group is not
expecting profit to be taxed at less than 16% in any one jurisdiction.
Strategic report Corporate governance Financial statements Supplementary information
116 – Tullow Oil plc Annual Report and Accounts 2025

Note 7. Earnings /(loss) per ordinary share
Basic earnings/(loss) per ordinary share amounts are calculated by dividing net profit/(loss) for the year attributable to
ordinary equity holders of the Parent by the weighted average number of ordinary shares outstanding during the year,
excluding shares held by trustees in respect of unvested awards.
Diluted earnings per ordinary share amounts are calculated by dividing net profit/(loss) for the year attributable to
ordinary equity holders of the Parent by the weighted average number of ordinary shares outstanding during the year
plus the weighted average number of dilutive ordinary shares that would be issued if employee and other share options
were converted into ordinary shares.
Continuing operations
(129.2)
(55.0)
Discontinued operations
135.7
109.6
Net profit attributable to equity shareholders
6.5
54.6
Effect of dilutive potential ordinary shares
–
–
Diluted net profit attributable to equity shareholders
6.5
54.6
Basic weighted average number of shares
1,462,631,291
1,457,066,889
Dilutive potential ordinary shares
45,772,366
77,518,716
Diluted weighted average number of shares
1,508,403,657
1,534,585,605
Note 8. Asset disposals and discontinued operations
Gabon
On 29 July 2025, Tullow completed the sale of Tullow Oil Gabon SA to the Gabon Oil Company for a total cash
consideration of $307 million, net of tax and customary adjustments. The transaction was a corporate sale of Tullow’s
entire Gabonese portfolio of assets, representing c.10 kbopd of production and c.36 million barrels of 2P reserves.
The transaction was subject to a capital gains tax of $51.7 million as agreed with the Gabon Tax Authority, payable by
the Gabon Oil Company. This was recorded as an income tax expense with a corresponding pre-tax gain on disposal
and no deferred tax recognised.
This represents a disposal of a separate major geographical area of operations under IFRS 5 Non-current Assets Held for
Sale and Discontinued Operations, and as such the results of operations in Gabon have been presented as a discontinued
operation for the years ended 31 December 2025 and 2024.
The results from discontinued operations for the year are presented below:
Revenue
115.4
247.7
Cost of sales
(53.1)
(128.4)
Gross profit
62.3
119.3
Administrative expenses
(0.2)
(1.0)
Asset revaluation
–
38.9
Exploration costs written off
(5.3)
(10.3)
Operating profit
56.8
146.9
Finance income
0.7
2.3
Finance costs
(0.9)
(1.4)
Profit before tax
56.6
147.8
Income tax expense
(34.5)
(38.2)
Profit after tax
22.1
109.6
Gain on disposal
165.3
–
Tax on gain on disposal
(51.7)
–
Profit after tax from discontinued operations
135.7
109.6
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 117

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 8. Asset disposals and discontinued operations continued
Gabon continued
Basic
9.3
7.5
Diluted
9.0
7.1
The net cash flows generated/(incurred) by Tullow Oil Gabon SA are as follows:
Cash flows from operating activities
(24.2)
21.4
Cash flows from investing activities
(87.7)
(45.7)
Cash flows from financing activities
114.9
22.2
Net cash inflow/(outflow)
3.0
(2.1)
The net assets disposed from the transaction and the subsequent gain on disposal for the year ended 31 December 2025
are as follows:
Goodwill
44.9
Intangible exploration and evaluation assets
6.1
Property, plant and equipment
204.5
Inventories
21.8
Trade receivables
26.0
Other current assets
0.1
Cash and cash equivalents
0.9
Total assets disposed
304.3
Trade and other payables
(16.1)
Current tax liabilities
(18.9)
Provisions
(35.9)
Deferred tax liabilities
(48.4)
Total liabilities disposed
(119.3)
Net assets disposed
185.0
Cash consideration
307.1
Capital gains tax paid by Gabon Oil Company
51.7
Net assets disposed
(185.0)
Transaction costs
(8.5)
Gain on disposal
165.3
Strategic report Corporate governance Financial statements Supplementary information
118 – Tullow Oil plc Annual Report and Accounts 2025

Note 8. Asset disposals and discontinued operations continued
Kenya
On 25 September 2025, Tullow completed the sale of Tullow Kenya BV, which holds Tullow’s entire working interest in
Kenya, to Auron Energy E&P Limited, an affiliate of Gulf Energy Limited, for a total consideration of at least $120 million.
The consideration is split into $40 million received on completion (Tranche A), $40 million receivable at the earlier of Field
Development Plan (FDP) approval or 30 June 2026 (Tranche B), and $40 million receivable no later than 2033 (Tranche C),
subject to the following payment schedule:
• Payments of $2 million per quarter starting in the third quarter of 2028, provided Dated Brent oil price averaged at least
$65/bbl during the preceding quarter.
• If $40 million in aggregate has not been paid by 30 June 2033, the remainder will be due as a bullet payment at that
point irrespective of the prevailing oil price.
In addition, Tullow is entitled to royalty payments subject to oil price, resource, and production related conditions. Tullow
also retains a back-in right for a 30% participation in potential future development phases at no cost.
$36 million proceeds of the Tranche B was received on 9 March 2026. The final 10% of Tranche B proceeds ($4 million),
was received on 1 April following completion of transition support services. Refer to note 27.
Tullow Kenya BV is not presented as a discontinued operation for the year ended 31 December 2025 as it was not a major
line of business for the Group.
The net assets disposed from the transaction and the subsequent loss on disposal for the year ended 31 December 2025
are as follows:
Intangible exploration and evaluation assets
107.7
Trade receivables
8.4
Other current assets
0.4
Cash and cash equivalents
1.8
Total assets disposed
118.3
Trade and other payables
(5.1)
Total liabilities disposed
(5.1)
Net assets disposed
113.2
Consideration
1
Net assets disposed
(113.2)
Transaction costs
(1.8)
Loss on disposal
(4.5)
1. Consideration relates to $40 million cash received (Tranche A) and the present value of Tranches B-C. No amount has been recognised with respect to
the royalties and the back-in right as their fair value cannot be reliably estimated as of the reporting date.
Net proceeds from disposals of $334.2 million were received during the year, comprising cash consideration of $347.0
million, less transaction cost of $10.3 million and cash disposed of $2.7 million relating to disposals in Kenya and Gabon,
as well as $0.2 million of other disposals.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 119

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 9. Intangible exploration and evaluation assets
At 1 January
109.1
287.0
Additions
6.8
34.7
Amounts written off
(2.1)
(212.6)
Disposals
1
(113.8)
–
At 31 December
–
109.1
1. This balance relates to assets in Gabon and Kenya. Refer to note 8.
The table below provides a summary of the exploration costs written off on a pre-tax basis by country.
Country
CGU
Argentina
MLO114, MLO119 and MLO122
a
1.2
–
Côte d’Ivoire
Block 524 and Block 803
b
0.5
–
Other
Various
c
0.4
–
Total write-off
2.1
a. Licence period concluded in October 2025.
b. Licence periods concluded in May 2025 for Block 803 and August 2025 for Block 524.
c. Current year expenditure on assets previously written off.
d. In addition to the exploration costs written off stated above, $5.3 million has been recognised in Gabon relating to uncommercial well costs incurred
in DE8 and Simba cash-generating units (CGUs). These are presented as discontinued operations in note 8.
restated
e
Country
CGU
Argentina
MLO114, MLO119 and MLO122
a
38.8
–
Côte d’Ivoire
Block 524 and Block 803
a
15.5
–
Kenya
Blocks 10BB and 13T
b
145.4
103.2
New Ventures
Various
c
1.3
–
Uganda
Exploration areas 1, 1A, 2 and 3A
d
0.8
–
Other
Various
0.5
–
Total write-off
202.3
a. No further activity planned following unsuccessful farm-down efforts.
b. Delay in farm-down and extension of Field Development Plan review period.
c. New Ventures expenditure is written off as incurred.
d. Indirect tax movement on previously disposed or written off assets.
e. In addition to the exploration costs written off stated above, $10.3 million has been recognised in Gabon relating to uncommercial well costs incurred
in Simba CGU. The comparative numbers were restated to present this within discontinued operations in note 8.
Strategic report Corporate governance Financial statements Supplementary information
120 – Tullow Oil plc Annual Report and Accounts 2025

Note 9. Intangible exploration and evaluation assets continued
Kenya
Discussions with the Government of Kenya (GoK) on approval of the Field Development Plan (FDP) were ongoing since
its submission on 10 December 2021. An updated FDP was submitted on 3 March 2023 to be reviewed by the GoK before
ratification by the Kenyan Parliament. Energy and Petroleum Regulatory Authority (EPRA), the regulator, engaged third-party
consultants to review the revised FDP. On 22 May 2023, Africa Oil Corporation (AOC) and Total Energies (TE) gave notice
of their respective withdrawal from the Blocks 10BA, 10BB and 13T Production Sharing Contracts (PSCs) and the Joint
Operating Agreements (JOAs), effective 30 June 2023, quoting differing internal strategic objectives as reasons. In the
Tullow management’s view, it was considered that the ownership of the 50% held by AOC and TE was irrevocably passed to
Tullow on 30 June 2023 in accordance with the terms of the JOA. The transfer of ownership was subsequently approved by
the GoK on 17 April 2025.
To achieve a Final Investment Decision (FID), securing a strategic partner to bring requisite commercial and technical
abilities was a key milestone. Considering the delays in securing a farm-down offer and FDP approval, and the time taken
to secure GoK approvals for transfer of the additional 50% interest, an impairment trigger was identified in the year ended
31 December 2024. Due to the binary nature of these uncertainties, the Group applied judgement and assessed a
probability of achieving FID, and therefore the recognition of commercial reserves. This probability was applied to the
unrisked net present value (NPV) to determine a risk-adjusted recoverable value, which was then compared against the
net book value of the asset. The recoverable amount based on risked NPV was revised to $103.2 million and a further
impairment of $145.4 million was recognised in the year ended 31 December 2024.
On 25 September 2025, Tullow completed the sale of Tullow Kenya BV, which holds Tullow’s entire working interest in
Kenya, to Auron Energy E&P Limited, an affiliate of Gulf Energy Limited (refer to note 8).
Note 10. Property, plant and equipment
At 1 January
11,513.8
23.4
1,124.4
12,661.6
11,282.1
21.9
1,268.8
12,572.8
Additions
1
153.1
0.3
–
153.4
151.6
3.1
1.4
156.1
Acquisitions
1
1
–
–
–
–
97.4
–
–
97.4
Disposal
(718.0)
(2.4)
–
(720.4)
–
–
–
–
Asset retirement
2
–
–
–
–
–
(1.3)
(145.3)
(146.6)
adjustments
78.0
0.9
2.2
81.1
(17.3)
(0.3)
(0.5)
(18.1)
At 31 December
11,026.9
22.2
1,126.6
12,175.7
11,513.8
23.4
1,124.4
12,661.6
Depreciation, depletion,
amortisation and impairment
At 1 January
(9,698.9)
(18.6)
(620.0)
(10,337.5)
(9,37 7.7)
(17.5)
(644.8)
(10,040.0)
Charge for the year
4
(305.8)
(2.5)
(67.7)
(376.0)
(350.3)
(2.5)
(91.4)
(444.2)
Impairment reversal
2.8
–
2.0
4.8
11.8
–
–
11.8
Capitalised depreciation
–
–
(8.3)
(8.3)
–
–
(29.5)
(29.5)
Disposal
513.6
2.3
–
515.9
–
–
–
–
Asset retirement
2
–
–
–
–
–
1.3
145.3
146.6
adjustments
(78.0)
(0.6)
(1.7)
(80.3)
17.3
0.1
0.4
17.8
At 31 December
(9,566.3)
(19.4)
(695.7)
(10,281.4)
(9,698.9)
(18.6)
(620.0)
(10,337.5)
Net book value at 31 December
1,460.6
2.8
430.9
1,894.3
1,814.9
4.8
504.4
2,324.1
1. This relates to the Gabon asset swap transaction disclosed in note 15 Business combination.
2. The asset retirement of right-of-use assets in 2024 relates to the disposal of a drilling ship following completion of the 2023 drilling programme.
The currency translation adjustments arose due to the movement against the Group’s presentational currency, USD,
of the Group’s UK assets, which have a functional currency of GBP.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 121

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 10. Property, plant and equipment continued
During 2025 and 2024, the Group applied the following nominal oil price assumptions for impairment assessments:
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6 onwards
2025
$60/bbl
$64/bbl
$70/bbl
$70/bbl
$70/bbl
$70/bbl inflated at 2%
2024
$74/bbl
$71/bbl
$75/bbl
$75/bbl
$75/bbl
$75/bbl inflated at 2%
amount
e
Espoir (Côte d’Ivoire)
a
4.5
n/a
–
Mauritania
b
0.2
n/a
–
UK CGU
b,c
(7.5)
n/a
–
UK Corporate
d
(2.0)
n/a
–
Impairment reversal
(4.8)
–
a. Impairment of capital expenditure in excess of accumulated depreciation as the estimated recoverable amount of the asset is nil.
b. Change to decommissioning estimate.
c. The fields in the UK are grouped into one CGU as all fields share critical gas infrastructure.
d. Partial reversal of previously recognised impairment of right-of-use asset relating to office space.
e. The remaining recoverable amount of the asset is its value in use.
The $35.0 million impairment in the TEN fields recognised at 30 June 2025 has been fully reversed at the year end.
This change has been recognised following an assessment which determined that the FVLCD of TEN of $41.4 million
was materially equal to the total carrying value of the CGU. FVLCD reflects the impact of the acquisition of the FPSO
as disclosed in note 27, as a market participant would have assumed the successful completion of the purchase
transaction when pricing the asset. A pre-tax discount rate of 14% was applied in the assessment.
Oil prices stated above are benchmark prices to which an individual field price differential is applied. All impairment
assessments are prepared on a VIU or FVLCD basis using discounted future cash flows based on 2P reserves profiles. A
reduction or increase in the two-year forward curve of $5/bbl, based on the approximate range of annualised average oil
price over recent history, and a reduction or increase in the medium and long-term price assumptions of $5/bbl, based
on the range of annualised average historical prices, are considered to be reasonably possible changes for the purposes
of sensitivity analysis. Decreases to oil prices specified above would result in an impairment charge for TEN of $41.4
million, reducing the remaining carrying value of the CGU to $nil, whilst increases to oil prices specified above would lead
to an impairment reversal of $43.6 million. A 1% increase in the post-tax discount rate would result in an impairment
charge of $8.5 million. The Group believes a 1% increase in the post-tax discount rate to be a reasonable possibility based
on historical analysis of the Group’s and peer group of companies’ impairments. The above scenarios would not have an
impact on the carrying value of Jubilee.
For Net Zero emissions sensitivities, refer to pages 24 and 25 of the TCFD and note 26 Climate change and energy transition.
amount
e
Espoir (Côte d’Ivoire)
a
2.5
14%
–
Mauritania
b
(19.7)
n/a
–
UK CGU
c,d
5.4
n/a
–
Impairment reversal
(11.8)
–
a. Change to decommissioning discount rate.
b. Impairment reversal driven by operational efficiencies and scope revision.
c. Change to decommissioning estimate.
d. The fields in the UK are grouped into one CGU as all fields share critical gas infrastructure.
e. The remaining recoverable amount of the asset is its value in use.
Strategic report Corporate governance Financial statements Supplementary information
122 – Tullow Oil plc Annual Report and Accounts 2025

Note 11. Other assets
Amounts due from joint venture partners
269.7
333.1
VAT recoverable
–
7.7
Deferred consideration
30.5
–
300.2
340.8
Amounts due from joint venture partners
404.7
350.2
Underlifts
–
20.9
Prepayments
20.1
17.1
Deferred consideration
40.0
–
Other current assets
8.1
3.7
472.9
391.9
773.1
732.7
Non-current receivables from joint venture partners include the Ghana decommissioning fund, which relates to the
requirement for joint venture partners of the Unitisation and Unit Operating Agreement (UUOA) to establish a trust fund
in which the estimated cost of decommissioning and abandonment are accrued to cover decommissioning obligations
in respect of the Jubilee Field Unit when the trigger date occurs. As at 31 December 2025, Tullow has contributed
$23.2 million (2024: $11.6 million) into the decommissioning trust fund.
The increase in current receivables from joint venture partners compared to 31 December 2024 relates to net increase
in GNPC (Ghana National Petroleum Corporation) receivable and other working capital movements.
GNPC receivables as at 31 December 2025 were $223.1 million net to Tullow (2024: $110.8 million), with $64.9 million
related to cash calls (2024: $6.7 million), $107.8 million related to gas receivable (2024: $56.2 million) and $50.4 million
related to TEN development debt (2024: $47.9 million). Tullow is working with the Government of Ghana and its agencies
to resolve these outstanding balances.
Deferred consideration relates to Tranche B and C, adjusted for time value of money, from disposal of assets in Kenya
(refer to note 8).
Note 12. Inventories
Warehouse stock and materials
61.7
78.2
Oil stock
28.4
54.2
90.1
132.4
The decrease in oil stock from 31 December 2024 is mainly driven by decrease in Ghana of $20.4 million due to timing of
liftings and lower oil prices.
Note 13. Trade receivables
Trade receivables comprise amounts due for the sale of oil and gas. They are generally due for settlement within 30–60 days
and are therefore all classified as current. The Group holds the trade receivables with the objective of collecting the
contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method.
The balance of trade receivables as at 31 December 2025 of $179.2 million (2024: $137.9 million) mainly relates to gross
gas receivable in Ghana of $165.0 million (Tullow net share of gas receivable: $107.8 million).
Expected credit loss charge on trade receivables
As at 31 December 2025, the allowance for expected credit losses (ECL) stood at $nil (2024: $6.6 million) on the net gas
receivable balance in Ghana of $107.8 million (2024: $56.2 million). The ECL from prior year was reversed in 2025 due to
the Ghana licence extension terms providing a mechanism for recovering the gas receivable balance (refer to note 27).
No allowance for ECL has been provided on balances receivable where mitigating contract clauses ensure that amounts
due will be fully recovered.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 123

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 14. Cash and cash equivalents
Cash at bank
49.0
151.2
Money market funds and other cash equivalents
283.2
403.9
332.2
555.1
Cash and cash equivalents include an amount of $6.8 million (2024: $83.5 million) which the Group holds as operator
in joint venture bank accounts. Included in cash at bank is $3.0 million (2024: $6.5 million) held in restricted bank
accounts. This mainly consists of $2.3 million pledged as collateral for a Letter of Credit Facility. In the prior year,
$6.5 million was held as security for performance bonds relating to work commitments on exploration licences.
Note 15. Business combination
On 29 February 2024, the Group completed the asset swap agreement (ASA) transaction with Perenco Oil and Gas
Gabon S.A (Perenco). The rationale for the transaction was the simplification of the Group’s equity ownership across
key fields in Gabon, creating better alignment between the participating interest partners and streamlining processes
such as budgeting, cost management and capital allocation. The revised portfolio of assets has enabled Tullow to
leverage its technical skills and focus on more material positions in key fields.
The transaction was an asset swap achieved through the exchange of participating interests held by both parties in
certain licences in Gabon. The exchange represented the acquisition of an additional interest in a joint operation that
constitutes a business, and therefore IFRS 11 Joint Arrangements required the application of the principles in IFRS 3
Business Combinations.
In line with the requirements of IFRS 3, the interests transferred as part of the consideration, which comprised mainly
of property, plant, and equipment of $54.4 million, were remeasured to the acquisition date fair value of $93.3 million.
This resulted in an asset revaluation gain of $38.9 million recognised in the income statement at 31 December 2024.
The fair values of the identifiable assets and liabilities acquired were:
Intangible assets
1.0
Property, plant and equipment
97.4
Other current assets
0.7
Goodwill
44.9
Total assets acquired
144.0
Provisions
(5.8)
Deferred tax liabilities
(44.9)
Total liabilities assumed
(50.7)
Net identifiable assets acquired
93.3
Total purchase consideration
(93.3)
Consideration satisfied by exchange of assets
(85.2)
Consideration satisfied by cash
(8.1)
Purchase of additional interest in joint operation per the cash flow statement
(8.1)
The fair value of the purchase consideration of $93.3 million reflected the discounted future cash flows of the assets
and liabilities exchanged as part of the swap as the transaction was intended to be value neutral. However, as the
transaction completed more than a year later, the ASA included provisions to ensure the neutrality of the transaction
via cash adjustments for the period between the economic date and the completion date, the agreed adjustment
upon completion was $8.1 million, which has been included in investing activities in the cash flow statement.
IAS 12 Income Taxes requires recognition of a deferred tax asset or liability for the difference between the fair value
of the assets acquired and liabilities assumed, and their respective tax bases. Goodwill of $44.9 million was recognised
as a direct result of the recognition of the deferred tax liability.
The assets and liabilities acquired from the transaction, including the goodwill, were part of the disposal group in the sale
of Tullow Oil Gabon SA in the year ending 31 December 2025. Refer to note 8.
Strategic report Corporate governance Financial statements Supplementary information
124 – Tullow Oil plc Annual Report and Accounts 2025

Note 16. Trade and other payables
Current liabilities
Trade payables
92.7
75.7
Other payables
63.3
96.8
Overlifts
15.3
38.3
Accruals
305.4
373.8
Current portion of lease liabilities
19
161.7
151.9
638.4
736.5
Accruals relate to operating and administrative expenditure of $147.1 million (2024: $196.3 million), capital expenditure
of $124.1 million (2024: $119.6 million), interest expense on bonds of $24.0 million (2024: $35.3 million) and staff-related
expenses of $10.2 million (2024: $22.6 million). The movement in the operating and administrative expenditure is driven
by efficiencies in cost management and optimised contractual arrangements with suppliers.
Trade and other payables are non-interest bearing except for leases (note 19). The change in trade payables and in
other payables represents timing differences and levels of work activity, particularly the ongoing drilling campaign
in Jubilee which commenced in late 2025.
Payables related to operated joint ventures (primarily in Ghana) are recorded gross with the amount representing the
partners’ share recognised in amounts due from joint venture partners (note 11).
The movement in current and non-current lease liabilities is mainly driven by the level of drilling activity in Ghana (note 19).
Non-current liabilities
Other non-current liabilities
1
56.1
84.9
Non-current portion of lease liabilities
19
436.9
581.0
493.0
665.9
1. Other non-current liabilities include balances related to joint venture partners.
Note 17. Borrowings
7.00% Senior Notes due 2025
–
489.4
10.25% Senior Secured Notes due 2026
1,277.9
100.0
1,277.9
589.4
10.25% Senior Secured Notes due 2026
–
1,274.4
Secured Notes Facility due 2028
381.0
112.0
381.0
1,386.4
Carrying value of total borrowings
1,658.9
1,975.8
The Group’s capital structure includes $1,285 million Senior Secured Notes (2026 Notes) maturing in May 2026 and
a $400 million Secured Notes Facility maturing in November 2028.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 125

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 17. Borrowings continued
On 3 March 2025, the Group settled the 2025 Notes upon maturity with a payment of $510 million, comprising a $493 million
principal repayment and $17 million final coupon. This payment was partially funded through a $270 million drawdown
from the Secured Notes Facility, with the remainder sourced from cash at bank. Following the $270 million drawdown,
the Secured Notes Facility was fully drawn at $400 million.
The 2026 Notes require an annual prepayment of $100 million, in May, of the outstanding principal amount plus accrued
and unpaid interest, with the balance due on maturity. On 15 May 2025, the Group made the annual prepayment of
$100 million of the 2026 Notes.
On 21 May 2025, the Group extended the maturity of its Super Senior Revolving Credit Facility (SSRCF) to 31 October 2025
at reduced commitments of $150 million. On 29 July 2025, the Group repaid and cancelled in full the $150 million SSRCF
following completion of the sale of Tullow Oil Gabon SA (refer to note 8).
Unamortised debt arrangement fees for the 2026 Notes and the Secured Notes Facility are $7.4 million (2024: $10.9 million)
and $19.0 million (2024: $17.7 million) respectively.
The 2026 Notes and the Secured Notes Facility are senior secured obligations of Tullow Oil plc and are guaranteed
by certain subsidiaries of the Group.
On 20 February 2026, Tullow announced a refinancing transaction of the 2026 Notes and the Secured Notes Facility.
Refer to note 27.
Capital management
The Group defines capital as the total equity and net debt of the Group. Capital is managed in order to provide returns
for shareholders and benefits to stakeholders and to safeguard the Group’s ability to continue as a going concern.
The Group is not subject to any externally imposed capital requirements. To maintain or adjust the capital structure,
management may put in place new debt facilities, issue new shares for cash, repay debt, engage in active portfolio
management or undertake such other restructuring activities as appropriate. The Group monitors capital on the
basis of the gearing, being net debt divided by adjusted EBITDAX, and maintains a policy target of less than 1x.
2026 Notes covenants
The 2026 Notes are subject to customary high-yield covenants including limitations on debt incurrence, asset sales
and restricted payments such as prepayments of junior debt and dividends.
Key covenants in the current business cycle are considered to be those related to debt incurrence and restricted
payments. For definitions of the capitalised terms used in the following paragraphs, please refer to the offering
memorandum of the 2026 Notes.
Tullow is permitted to incur additional debt if the ratio of consolidated cash flow to fixed charges for the previous
12 months is at least 2.25 times on a pro forma basis.
Tullow is permitted to incur secured debt if the 2P Reserves Coverage Ratio is at least 2.0 times on a pro forma basis.
The Group or its affiliates may, at any time and from time to time, seek to refinance, retire or purchase any or all of its
outstanding debt through new debt refinancings and/or cash purchases and/or exchanges, in open-market purchases,
privately negotiated transactions or otherwise. Such refinancings, repurchases or exchanges, if any, will be upon such
terms and at such prices as management may determine, and will depend on prevailing market conditions, liquidity
requirements, contractual restrictions and other factors.
Secured Notes Facility covenants
The Secured Notes Facility does not have any financial maintenance covenants. The facility is subject to substantially the
same covenants as the 2026 Notes, with additional restrictions related to the use of proceeds from any incurrence of new
indebtedness ranking senior to the facility or sharing the same collateral.
Tullow is permitted to refinance the 2026 Notes on a like-for-like basis.
Strategic report Corporate governance Financial statements Supplementary information
126 – Tullow Oil plc Annual Report and Accounts 2025

Note 18. Financial instruments
Financial risk management objectives
The Group’s Corporate Treasury function provides services to the business, coordinates access to international financial
markets, and monitors and manages the financial risks relating to the operations of the Group through internal
management reports which analyse exposures by degree and magnitude of risks. These risks include market risk
(including currency risk, interest rate risk and price risk), credit risk and liquidity risk.
The Group seeks to minimise the effects of these risks by using derivative financial instruments to hedge these risk
exposures, if deemed appropriate. The use of financial derivatives is governed by the Group’s policies approved by
the Board of Directors. Compliance with policies and exposure limits is monitored and reviewed internally on a regular
basis. The Group does not enter into or trade financial instruments, including derivatives, for speculative purposes.
Trade receivables
179.2
137.9
Amounts due from joint venture partners
674.4
683.4
Deferred consideration
70.5
–
Cash and cash equivalents
332.2
555.1
Used for hedging
2.0
0.1
1,258.3
1,376.5
Trade payables
92.7
160.6
Other payables
440.1
508.9
Borrowings
1,658.9
1,975.8
Lease liabilities
598.6
732.9
Used for hedging
0.6
11.9
2,790.9
3,390.1
Fair values of financial assets and liabilities
With the exception of the 2026 Notes, the Group considers the carrying value of all its financial assets and liabilities to be
materially the same as their fair value. The fair value of the 2026 Notes, as determined using market value at 31 December
2025, was $943.8 million (2024: $1,188.2 million). This is compared to its carrying value of $1,277.9 million (2024: $1,374.4
million). The 2026 Notes are categorised as Level 1 in the fair value hierarchy.
Except for expected credit losses as disclosed in note 13, no other financial assets are impaired at the balance sheet date.
All financial assets and liabilities with the exception of derivatives are measured at amortised cost.
Fair values of derivative instruments
All derivatives are recognised at fair value on the balance sheet with valuation changes recognised immediately in the
income statement, unless the derivatives have been designated as a cash flow hedge. Fair value is the amount for which
the asset or liability could be exchanged in an arm’s-length transaction at the relevant date. Where available, fair values
are determined using quoted prices in active markets. To the extent that market prices are not available, fair values are
estimated by reference to market-based transactions or using standard valuation techniques for the applicable
instruments and commodities involved.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 127

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 18. Financial instruments continued
Fair values of derivative instruments continued
The Group’s derivative carrying and fair values were as follows:
Oil derivatives
10.0
–
10.0
6.2
–
6.2
Oil derivatives
(8.6)
–
(8.6)
(18.0)
–
(18.0)
Total asset/(liabilities)
1.4
–
1.4
(11.8)
–
(11.8)
Derivatives’ maturity and the timing of their recycling into income or expense coincide.
The following provides an analysis of the Group’s financial instruments measured at fair value, grouped into Levels 1 to 3
based on the degree to which the fair value is observable:
Level 1: fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets
or liabilities.
Level 2: fair value measurements are those derived from inputs other than quoted prices included in Level 1 which
are observable for the asset or liability, either directly or indirectly.
Level 3: fair value measurements are those derived from valuation techniques which include inputs for the asset or
liability that are not based on observable market data.
All the Group’s derivatives are Level 2 (2024: Level 2). There were no transfers between fair value levels during the year.
For financial instruments which are recognised on a recurring basis, the Group determines whether transfers have
occurred between levels by re-assessing categorisation (based on the lowest-level input which is significant to the fair
value measurement as a whole) at the end of each reporting period.
Offsetting of financial instruments
Financial assets and liabilities are offset and the net amount is reported in the Group balance sheet when there is a
legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise
the asset and settle the liability simultaneously. No material enforceable master netting agreements were identified.
The Group has entered into ISDA Master Agreements with derivative counterparties. The following table shows the
amounts recognised for financial assets and liabilities which are subject to offsetting arrangements on a gross basis,
and the amounts offset in the Group balance sheet.
Derivative assets
3.6
(1.6)
2.0
Derivative liabilities
(2.2)
1.6
(0.6)
Derivative assets
0.4
(0.3)
0.1
Derivative liabilities
(12.2)
0.3
(11.9)
Strategic report Corporate governance Financial statements Supplementary information
128 – Tullow Oil plc Annual Report and Accounts 2025

Note 18. Financial instruments continued
Commodity price risk
The Group uses a number of derivatives to mitigate the commodity price risk associated with its underlying oil revenue.
Such commodity derivatives tend to be priced using benchmarks, such as Dated Brent, which correlate as far as possible
to the underlying oil revenue. There is an economic relationship between the hedged items and the hedging instruments
due to a common underlying, i.e. Dated Brent, between them. Forecast oil sales, which are based on Dated Brent, are
hedged with options which have Dated Brent as reference price. An increase in Dated Brent will cause the value of the
hedged item and hedging instrument to move in opposite directions. The Group has established a hedge ratio of 1:1 for
the hedging relationships as the underlying risk of the commodity derivatives is identical to the hedged risk components.
To test the hedge effectiveness, the Group uses the hypothetical derivative method and compares the changes in the fair
value of the hedging instruments against the changes in fair value of the hedged items attributable to the hedged risks.
The Group hedges its estimated oil revenues on a portfolio basis, aggregating its oil revenues from substantially all of its
African oil interests.
As at 31 December 2025 and 31 December 2024, all of the Group’s oil derivatives have been designated as cash flow
hedges. The Group’s oil hedges have been assessed to be highly effective.
Financial risk management is adopted centrally for the Group. The Group adopts a risk component hedging strategy.
This results from designating the variability in all the cash flows attributable to the change in the benchmark price per
the oil sales contracts where the critical terms of the hedged item and hedging instrument match.
At 31 December 2025, the Group’s hedge portfolio provides downside protection for c.50% of forecast production
entitlements in the first half of 2026 with c.$58/bbl weighted average floors across all structures, while retaining strategic
upside participation across for the same period, with only c.30% of forecast production entitlements capped with collars
at a weighted average sold call of c.$74/bbl and c.7% of forecast production entitlements secured with three-way collars
with $70–$80/bbl call spreads.
To date, the Group’s hedge portfolio in the second half of 2026 is comprised of collars providing downside protection
for c.20% of forecast production entitlements, with c.$59/bbl weighted average floors and upside capped at c.$75/bbl.
The following table demonstrates the timing, volumes and prices of the Group’s commodity hedge portfolio at year end:
First half of 2026 hedge portfolio at 31 December 2025
Bopd
(floor)
Sold call
Straight puts
3,750
$58.20
–
–
Collars
10,200
$58.48
$75.17
–
Three-way collars (call spread)
2,224
$57.99
$69.90
$79.90
Total/weighted average
16,174
$58.35
$74.23
$79.90
Second half of 2026 hedge position at 31 December 2025
Bopd
(floor)
Sold call
Collars
7,500
$58.97
$74.88
–
Total/weighted average
7,500
$58.97
$74.88
–
The following table demonstrates the sensitivity of the Group’s derivative financial instruments to reasonably possible
movements in Dated Brent oil prices:
Brent oil price
25%
(5.3)
(23.9)
Brent oil price
(25%)
56.8
42.8
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 129

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 18. Financial instruments continued
Commodity price risk continued
The following assumptions have been used in calculating the sensitivity in movement of the oil price: the pricing
adjustments relate only to the point forward mark-to-market (MTM) valuations, the price sensitivities assume there
is no ineffectiveness related to the oil hedges, and the sensitivities have been run only on the intrinsic element of the
hedge as management considers this to be the material component of oil hedge valuations.
Hedge reserve summary
The hedge reserve represents the portion of deferred gains and losses on hedging instruments deemed to be effective
cash flow hedges. The movement in the reserve for the period is recognised in other comprehensive income.
The following table summarises the cash flow hedge reserve by intrinsic and time value, net of tax effects:
Oil derivatives – intrinsic
0.4
0.1
Oil derivatives – time value
0.9
(12.1)
The deferred gains and losses in the hedge reserve are subsequently transferred to the income statement at maturity
of derivative contracts. The tables below show the impact on the hedge reserve and on sales revenue during the year:
At 1 January
0.1
(18.9)
Oil derivatives – transferred to sales revenue
–
47.5
Revaluation gains/(losses) arising in the year
0.3
(28.5)
0.3
19.0
At 31 December
0.4
0.1
At 1 January
(12.1)
(16.3)
Oil derivatives – transferred to sales revenue
18.8
26.1
Revaluation losses arising in the year
(5.8)
(21.9)
13.0
4.2
At 31 December
0.9
(12.1)
Oil derivatives – transferred to sales revenue
–
47.5
Deferred premium paid
18.8
26.1
Net losses from commodity derivatives in sales revenue (note 2)
18.8
73.6
Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes
in market interest rates. During the financial years 2024 and 2025, the Group was exposed to interest rate risk on the
Secured Notes Facility (note 18), which could be fixed in advance from one to six months at rates determined by USD SOFR.
Fixed rate debt comprises 2026 Notes.
Strategic report Corporate governance Financial statements Supplementary information
130 – Tullow Oil plc Annual Report and Accounts 2025

Note 18. Financial instruments continued
Interest rate risk continued
The interest rate profile of the Group’s financial assets and liabilities, excluding trade and other receivables and trade and
other payables, at 31 December 2025 and 2024, was as follows:
US$
326.4
(1,277.9)
(381.0)
(1,332.5)
548.6
(1,863.8)
(112.0)
(1,427.2)
Euro
0.1
–
–
0.1
0.2
–
–
0.2
Sterling
4.0
–
–
4.0
4.9
–
–
4.9
Other
1.7
–
–
1.7
1.4
–
–
1.4
332.2
(1,277.9)
(381.0)
(1,326.7)
555.1
(1,863.8)
(112.0)
(1,420.7)
Most of the Group’s cash and cash equivalents consisted of balances earning variable interest rates as at 31 December 2025
and 31 December 2024.
The following table demonstrates the sensitivity of the Group’s financial instruments to reasonably possible movements
in interest rates:
Effect on finance costs
Effect on equity
Interest rate
100 basis points
(0.7)
4.3
(0.7)
4.3
Interest rate
(10) basis points
0.1
(1.1)
0.1
(1.1)
Credit risk
The Group has a credit policy that governs the management of credit risk, including the establishment of counterparty
credit limits and specific transaction approvals. The Group limits its counterparty credit risk on cash and cash equivalent
balances by dealing only with financial institutions with credit ratings of at least A or equivalent.
The primary credit exposures for the Group are its receivables generated by the sale of crude oil and natural gas and
amounts due from joint venture partners (including in relation to their share of the TEN FPSO lease). These exposures are
managed at the corporate level. During the financial year 2025, the Group’s crude sales were predominantly made to
Glencore. Joint venture partners are predominantly international major oil and gas market participants. Counterparty
evaluations are conducted utilising international credit rating agency and financial assessments. Where considered
appropriate, security in the form of trade finance instruments from financial institutions with an appropriate credit rating,
such as letters of credit, guarantees and credit insurance, are obtained to mitigate the risks.
The maximum financial exposure due to credit risk on the Group’s financial assets, representing the sum of cash and
cash equivalents, investments, derivative assets, trade receivables, and receivables from joint venture partners, as at
31 December 2025 was $1,258.3 million (2024: $1,376.5 million).
Amount and movement of expected credit losses are disclosed in note 13.
Foreign currency risk
The Group conducts and manages its business predominantly in US dollars, the functional currency of the industry
in which it operates. The Group also purchases the functional currencies of the countries in which it operates routinely
on the spot market. From time to time the Group undertakes transactions denominated in other currencies arising
from certain operating and capital expenditure incurred in currencies other than US dollars; these exposures are often
managed by executing foreign currency financial derivatives. There were no foreign currency financial derivatives
in place as at 31 December 2025 (2024: nil). Cash balances are held in other currencies to meet immediate operating
and administrative expenses or to comply with local currency regulations.
As at 31 December 2025, the only material monetary assets or liabilities of the Group that were not denominated in
the functional currency of the respective subsidiaries involved were $2.8 million in non-US dollar-denominated cash
and cash equivalents (2024: $6.2 million).
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 131

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 18. Financial instruments continued
Foreign currency risk continued
The following table demonstrates the sensitivity of the Group’s financial instruments to reasonably possible movements
in US dollar exchange rates:
Effect on profit before tax
Effect on equity
US$/foreign currency exchange rates
20%
0.5
1.0
0.5
1.0
US$/foreign currency exchange rates
(20%)
(0.7)
(1.6)
(0.7)
(1.6)
Liquidity risk
The Group manages its liquidity risk using both short-term and long-term cash flow projections, supplemented by debt
financing plans and active portfolio management across the Group. Ultimate responsibility for liquidity risk management
rests with the Board of Directors, which has established an appropriate liquidity risk management framework covering
the Group’s short-, medium- and long-term funding and liquidity management requirements.
The Group closely monitors and manages its liquidity risk. Cash forecasts are regularly produced and sensitivities run
for different scenarios including, but not limited to, changes in commodity prices, different production rates from the
Group’s producing assets and delays to development projects. The Group had $0.3 billion (2024: $0.7 billion) of total
facility headroom and free cash as at 31 December 2025.
The following tables detail the Group’s remaining contractual maturities for its non-derivative financial liabilities with
agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities
based on the earliest date on which the Group can be required to pay.
Non-interest bearing
n/a
95.6
–
60.2
56.2
–
212.0
Lease liabilities
16.4%
35.1
37.0
165.8
485.0
120.2
843.1
Fixed interest rate instruments
10.8%
Principal repayments
–
–
1,285.2
–
–
1,285.2
Interest charge
–
–
65.8
–
–
65.8
Variable interest rate instruments
15.9%
Principal repayments
–
–
–
400.0
–
400.0
Interest charge
–
–
54.2
104.6
–
158.8
Total
130.7
37.0
1,631.2
1,045.8
120.2
2,964.9
Non-interest bearing
n/a
99.8
3.2
69.5
84.9
–
257.4
Lease liabilities
16.4%
37.2
38.9
172.8
611.7
213.6
1,074.2
Fixed interest rate instruments
9.8%
Principal repayments
–
492.5
100.0
1,285.2
–
1,87 7.7
Interest charge
–
17.2
136.7
65.8
–
219.7
Variable interest rate instruments
15.8%
Principal repayments
–
–
–
130.0
–
130.0
Interest charge
4.8
–
13.5
53.8
–
72.1
Total
141.8
551.8
492.5
2,231.4
213.6
3,631.1
Strategic report Corporate governance Financial statements Supplementary information
132 – Tullow Oil plc Annual Report and Accounts 2025

Note 19. Leases
This note provides information for leases where the Group is a lessee. The Group did not enter into any material contracts
acting as a lessor.
i) Amounts recognised in the balance sheet
Right-of-use assets
Lease liabilities
Property leases
15.9
18.2
21.4
26.1
Oil and gas production and support equipment leases
400.5
466.4
541.4
661.9
Transportation equipment leases
14.5
19.8
35.8
44.9
Total
430.9
504.4
598.6
732.9
Current
161.7
151.9
Non-current
436.9
581.0
Total
598.6
732.9
There were no additions and disposals of right-of-use assets during the 2025 financial year (2024: $1.4 million and
$145.3 million, respectively). Refer to note 10. For ageing of lease liabilities, refer to note 18.
TEN FPSO
The Group’s leases balance includes the TEN FPSO. As at 31 December 2025, the present value of the TEN FPSO right-of-use
asset was $398.3 million (2024: $466.3 million).
The present value of the TEN FPSO gross lease liability was $534.4 million (2024: $650.0 million).
A receivable from the joint venture partners of $200.5 million (2024: $244.9 million) was recognised in other assets
(note 11) to reflect the value of future payments that will be met by cash calls from partners relating to the TEN FPSO lease.
The present value of the receivable from the joint venture partners unwinds over the expected life of the lease and
the unwinding of the discount is reported in the finance income.
On 19 February 2026, Tullow signed a Sale and Purchase Agreement to acquire the TEN FPSO on behalf of the joint
venture. Refer to note 27.
Carrying amounts of the lease liabilities and joint venture leases receivables and the movements during the period:
At 1 January 2024
(906.7)
349.5
(557.2)
Additions and changes in lease estimates
1.6
1.2
2.8
Payments/(receipts)
291.6
(122.6)
169.0
Interest (expense)/income
(119.7)
48.1
(71.6)
Currency translation adjustments
0.3
–
0.3
At 1 January 2025
(732.9)
276.2
(456.7)
Payments/(receipts)
232.3
(90.2)
142.1
Interest (expense)/income
(97.0)
37.9
(59.1)
Currency translation adjustments
(1.0)
–
(1.0)
At 31 December 2025
(598.6)
223.9
(374.7)
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 133

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 19. Leases continued
ii) Amounts recognised in the statement of profit or loss
Property leases
4.4
8.5
Oil and gas production and support equipment leases
63.3
82.9
Total
67.7
91.4
Interest expense on lease liabilities (included in finance cost)
97.0
119.7
Interest income on amounts due from joint venture partners
(37.9)
(48.1)
Expense relating to short-term leases
57.2
46.3
Expense relating to leases of low-value assets
0.6
0.6
Total
184.6
213.9
Short-term leases expense contains $57.1 million (2024: $45.5 million) relating to an offshore drilling rig in Ghana.
The total net cash outflow for leases in 2025 was $142.1 million (2024: $169.0 million).
Note 20. Provisions
At 1 January
306.4
39.4
345.8
377.9
93.7
471.6
New provisions
–
16.5
16.5
–
22.4
22.4
Changes in estimate
(32.1)
(2.1)
(34.2)
(39.3)
(75.9)
(115.2)
Acquisitions
1
–
–
–
5.8
–
5.8
Disposal of subsidiaries
8
(31.6)
(4.3)
(35.9)
–
–
–
Payments
(5.9)
(37.9)
(43.8)
(49.0)
(0.7)
(49.7)
Unwinding of discount
5
12.2
–
12.2
11.4
–
11.4
Currency translation adjustment
1.9
0.3
2.2
(0.4)
(0.1)
(0.5)
At 31 December
250.9
11.9
262.8
306.4
39.4
345.8
Current provisions
2
3.3
2.2
5.5
9.8
14.5
24.3
Non-current provisions
2
247.6
9.7
257.3
296.6
24.9
321.5
1. This relates to an acquisition through business combination discussed in note 15.
2. In 2024, provisions of $10.0 million were reclassified from current provisions to non-current provisions as management expectations are that the
provision will not crystallise within the next 12 months.
Other provisions include non-income tax provisions of $5.7 million (2024: $7.1 million) and $6.2 million (2024: $32.3 million)
of disputed cases and claims. Management estimates non-current other provisions would fall due between two and
five years.
New other provisions of $16.5 million mainly relate to redundancy and restructuring costs incurred during the year.
The decommissioning provision represents the present value of decommissioning costs relating to the UK and African
oil and gas interests. The Group has assumed cessation of production as the estimated timing for outflow of expenditure.
However, expenditure could be incurred prior to cessation of production or after and actual timing will depend on a
number of factors, including underlying cost environment, availability of equipment and services, and allocation of capital.
The energy transition could result in decommissioning taking place earlier than anticipated. The risk on the timing of
decommissioning activities is limited, supported by production plans to fully produce fields in the foreseeable future.
For Net Zero emissions sensitivities, including acceleration of decommissioning activities, refer to pages 24 and 25
of the TCFD and note 26, Climate change and energy transition.
Strategic report Corporate governance Financial statements Supplementary information
134 – Tullow Oil plc Annual Report and Accounts 2025

Note 20. Provisions continued
assumption
1
Côte d’Ivoire
n/a
n/a
2026
54.8
4.5%
2026
50.0
Gabon
n/a
n/a
n/a
–
4.5%–5.0%
2030–2047
30.7
Ghana
2.0%
4.0%
2035-2036
177.0
4.5%
2033–2036
195.6
Mauritania
n/a
n/a
2018
0.8
n/a
2018
1.1
UK
n/a
3.5%
2018
18.3
n/a
2018
29.0
250.9
306.4
1. Short-term inflation rate assumption has increased from 2.5% to 3.0% in 2026. Long-term rates of 2% remained unchanged from 31 December 2024.
The Group is in discussions with the regulator in respect of the impact of the intended transfer of operatorship to the
PetroCi (upon expiry of the license effective July 2026) on the decommissioning obligation for the Espoir field in Côte
d’Ivoire. Inflation and discounting adjustments have not been applied to the decommissioning estimate.
The decrease in the decommissioning provision in Ghana is due to a downward revision of the underlying cost estimate
of $37.5 million, partially offset by the impact of a decrease in the discount rate from 4.5% to 4.0%, as well as the
unwinding of the liability during the year.
The Group’s decommissioning activities are ongoing in the UK and Mauritania, with $3.3 million of the future costs
expected to be incurred in 2026. The remaining activities are planned to continue through to 2030, with an associated
expenditure of $15.8 million, mostly in the UK.
Note 21. Deferred taxation
At 1 January 2024
(440.2)
67.6
7.4
(58.1)
15.8
6.6
(400.9)
Credit/(charge) to income statement
41.5
(1.5)
(7.4)
26.2
(13.8)
(3.9)
41.1
Acquisitions
1
(44.9)
–
–
–
–
–
(44.9)
At 1 January 2025
(443.6)
66.1
–
(31.9)
2.0
2.7
(404.7)
Credit/(charge) to income statement
2
28.0
(2.3)
–
(4.2)
–
2.3
23.8
Disposal
3
48.4
–
–
–
–
–
48.4
At 31 December 2025
(367.2)
63.8
–
(36.1)
2.0
5.0
(332.5)
1. This relates to an acquisition through business combination discussed in note 15.
2. This includes a tax charge of $6.0 million attributable to Gabon, which is classified as discontinued operations (refer to note 8).
3. This relates to the disposal of operations in Gabon discussed in note 8.
Deferred tax liabilities
(337.5)
(413.0)
Deferred tax assets
5.0
8.3
(332.5)
(404.7)
Within other temporary differences of $36.1 million (2024: $31.9 million), there is $23.2 million (2024: $21.4 million) relating
to deferred tax balances arising from finance leases.
The majority of the Group’s deferred tax assets and liabilities are expected to be recovered over more than one year.
Deferred tax assets are recognised only to the extent it is considered probable that those assets will be recoverable.
This involves an assessment of when those deferred tax assets are likely to reverse, and a judgement as to whether
or not there will be sufficient taxable profits available to offset the tax assets when they do reverse. This requires
assumptions regarding future profitability and is therefore inherently uncertain. To the extent assumptions regarding
future profitability change, there can be an increase or decrease in the level of deferred tax assets recognised which
can result in a charge or credit in the period in which the change occurs.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 135

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 22. Called-up equity share capital and share premium account
Allotted equity share capital and share premium
Number
$m
$m
Ordinary shares of 10p each
At 1 January 2024
1,452,541,887
216.7
1,294.7
Exercise of share options
6,548,077
0.8
–
At 1 January 2025
1,459,089,964
217.5
1,294.7
Exercise of share options
8,115,563
1.1
–
Shares held by trustee
7,817,514
–
–
At 31 December 2025
1,475,023,041
218.6
1,294.7
The Company does not have a maximum authorised share capital.
During 2025, the employee benefit trust (EBT) purchased shares to satisfy the vested share awards under the Company’s
employee share plans. Shares held in the EBT were acquired using funds provided by the Group to fulfil its obligation to
deliver shares when employees exercise their award.
Note 23. Share-based payments
Analysis of share-based payment charge
Tullow Incentive Plan
5.0
4.3
Employee Share Award Plan
2.1
1.9
2022
PDMR buyout award
0.3
0.4
2021
Tullow Sharesave Plan
0.3
0.3
7.7
6.9
Expensed to operating costs
4
0.5
0.4
Expensed as administrative cost
4
7.2
6.5
Total share-based payment charge
7.7
6.9
The national insurance liability as at 31 December 2025 was $0.4 million (2024: $1.0 million).
Tullow Incentive Plan (TIP)
Historically, under the TIP, senior management could be granted nil exercise price options, normally exercisable from
three years (five years in the case of the Company’s Directors) to ten years following grant, provided an individual remains
in employment. The size of awards depends on both annual performance measures and total shareholder return (TSR)
over a period of up to three years. There are no post-grant performance conditions. No dividends are paid over the
vesting period; however, it was agreed for the TIP awards since 2018 that an amount equivalent to the dividends
that would have been paid on the TIP shares during the vesting period if they were ‘real’ shares will also be payable on
exercise of the award. There are further details of the TIP in the Remuneration report on pages 61 to 80.
The weighted average remaining contractual life for TIP awards outstanding at 31 December 2025 was 5.3 years.
Employee Share Award Plan (ESAP)
Most Group employees are eligible to be granted nil exercise price options, which are exercisable from three to ten years
following grant. An individual must normally remain in employment for three years from grant for the share to vest. Awards
are not subject to post-grant performance conditions. No dividends are paid over the vesting period; however, it has been
agreed for the ESAP awards granted since 2018 that an amount equivalent to the dividends that would have been paid on
the ESAP shares during the vesting period if they were ‘real’ shares will also be payable on exercise of the award.
Phantom options that provide a cash bonus equivalent to the gain that could be made from a share option (being granted
over a notional number of shares) have also been granted under the ESAP in situations where the grant of share options
was not practicable.
The weighted average remaining contractual life for ESAP awards outstanding at 31 December 2025 was 7.0 years.
Strategic report Corporate governance Financial statements Supplementary information
136 – Tullow Oil plc Annual Report and Accounts 2025

Note 23. Share-based payments continued
2020 PDMR buyout awards
On 5 August 2020, the Company granted Rahul Dhir, the then CEO, a number of buyout awards following the
commencement of his employment as compensation for certain share arrangements forfeited on leaving his former
employment. The grant of the awards was conditional on the him purchasing shares in the Company with a value of
£350,000 (the Purchased Shares) and terms of the awards included vesting after five years from the date of joining
subject to continued service and the retention of the Purchased Shares. The awards comprise: a restricted share award in
the form of a nil-cost option over 3,000,000 shares; a share option over 3,000,000 shares with a per share exercise price
of £0.2566 (being equal to the market value of a share at the close of trading on the dealing date immediately following
the date on which the Purchased Shares were acquired); and a share option over 3,000,000 shares with a per share
exercise price of £0.5132 (being twice the exercise price for the above options).
Rahul Dhir stepped down as CEO and left Tullow on 5 June 2025, but was treated as a good leaver in respect of his
uninvested awards. As such, the awards vested on 1 July 2025 and if they remain unexercised will expire on 1 July 2026
(one year after vesting). There are further details of the 2020 PDMR buyout awards in the Remuneration report on
pages 61 to 80.
The weighted average remaining contractual life for the PDMR buyout awards outstanding at 31 December 2025 was 0.5 years.
2021 Tullow Sharesave Plan (SAYE)
UK-based employees are eligible to participate in the SAYE scheme introduced in 2021. These are standard statutory
HMRC approved ‘Save as you earn’ awards. To participate in the SAYE, employees choose how much money of their net
salary to save each month (subject to certain limits) for a period of three years. At the end of the period, employees are
entitled to purchase shares using the funds they have saved at a price 20% below the market price on the day before
the invitation date. Alternatively, they can elect to take back all their savings as cash. Only employees who remain in
service and continue to pay monthly contributions will be eligible to purchase shares. If they leave employment or
choose to stop paying contributions before the end of the three-year period, they will be refunded the amount they
have saved.
Outstanding SAYE awards at 31 December 2025 had exercise prices of 10p to 40p and remaining contractual lives
between 0.4 years and 3.4 years. The weighted average remaining contractual life is 2.6 years.
UK and Irish Share Incentive Plans (SIPs)
These are all-employee plans set up in the UK and Ireland to enable employees to save out of salary up to prescribed
monthly limits. Contributions are used by the SIP trustees to buy Tullow shares (Partnership Shares) at the end of each
three-month accumulation period. The Company makes a matching contribution to acquire Tullow shares (Matching
Shares) on a one-for-one basis. Under the UK SIP, Matching Shares are subject to time-based forfeiture over three years
on leaving employment in certain circumstances or if the related Partnership Shares are sold. The fair value of a Matching
Share is its market value when it is awarded.
Under the UK SIP: (i) Partnership Shares are purchased at the lower of their market values at the start of the accumulation
period and the purchase date (which is treated as a three-month share option for IFRS 2 purposes and therefore results
in an accounting charge); and (ii) Matching Shares vest over the three years after being awarded (resulting in their
accounting charge being spread over that period).
Under the Irish SIP: (i) Partnership Shares are bought at the market value at the purchase date (which does not result
in any accounting charge); and (ii) Matching Shares vest over the two years after being awarded (resulting in their
accounting charge being spread over that period).
Tullow Executive Share Plan (LTIP)
Under the LTIP, senior management can be granted nil exercise price awards, normally exercisable between 2.5 to 10 years
following grant (with a two-year holding period in the case of the Company’s Directors). Awards granted in 2025 vest
subject to total shareholder return (TSR) performance conditions, with 50% of an award subject to an absolute TSR
performance condition (where the Company’s TSR is tested against targets set by the Remuneration Committee),
and the remaining 50% subject to a relative TSR condition (where the Company’s TSR is compared to the companies
in a selected peer group). Performance is measured over a fixed three-year period of three consecutive financial years
starting with the financial year in which the award is made, with the exception of the LTIP awards granted to the new CEO in
October 2025 which use a fixed three-year period starting 15 September 2025. The average share price over each weekday
within the previous three months is calculated at the start and at the end of the performance period. The TSR is calculated
from these averages. An individual must also normally remain in employment to the vesting date in order for the shares to
vest. No dividends are paid over the vesting period; however, it has been agreed for the LTIP awards, granted to date, that
an amount equivalent to the dividends that would have been paid on the LTIP shares during the vesting period if they
were ‘real’ shares will also be payable on exercise of the award. There are further details of the 2025 Tullow Executive
Share Plan (LTIP) awards in the Remuneration report on pages 61 to 80.
The weighted average remaining contractual life for LTIP awards outstanding at 31 December 2025 was 7.2 years.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 137

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 23. Share-based payments continued
Deferred Annual Bonus awards (DAB)
Under the bonus scheme arrangements for the Executive Directors, one-third of any bonus earned will normally be
deferred into shares for a period of three years. Deferred Bonus Awards may take the form of nil-cost options, conditional
awards of shares or other such form as has a similar economic effect. Additional shares may be delivered in respect of
shares subject to Deferred Bonus Awards to reflect the value of dividends paid during the period beginning with the date
of grant and ending with the date of vesting (this payment may assume that dividends had been reinvested in Tullow
shares on a cumulative basis).
The weighted average remaining contractual life for the DAB awards outstanding at 31 December 2025 was 8.8 years.
Movement in share awards and weighted average fair value
The following table illustrates the number and average weighted share price at grant or weighted average exercise price
(WAEP) of, and movements in, share options under the TIP, ESAP, 2020 buyout, DAB, LTIP and SAYE.
2025
TIP –
number of shares
28,357,977
10,801,308
3,903,100
4,177,503
31,078,682
12,571,253
2025
TIP –
average weighted share
price at grant
43.2
17.0
60.3
19.9
35.1
46.3
2024
TIP –
number of shares
26,689,263
6,986,505
3,740,350
1,57 7,441
28,357,977
4,282,353
2024
TIP –
average weighted share
price at grant
51.5
27.1
81.1
22.3
43.2
78.1
2025
ESAP –
number of shares
21,230,216
12,682,989
4,387,734
4,957,214
24,568,257
6,552,673
2025
ESAP –
average weighted share
price at grant
48.0
17.0
69.3
27.1
32.4
58.8
2024
ESAP –
number of shares
18,081,093
7,165,125
2,764,203
1,251,799
21,230,216
5,412,450
2024
ESAP –
average weighted share
price at grant
66.0
27.1
114.7
40.4
48.0
90.9
2025
Buyout awards – number of shares
9,000,000
–
3,000,000
–
6,000,000
6,000,000
2025
Buyout awards – WAEP
25.7
–
–
–
38.5
38.5
2024
Buyout awards – number of shares
9,000,000
–
–
–
9,000,000
–
2024
Buyout awards – WAEP
25.7
–
–
–
25.7
–
2025
DAB awards 
number of shares
338,652
449,863
–
–
788,515
–
2025
DAB awards 
WAEP
27.1
17.0
–
–
21.3
–
2024
DAB awards 
number of shares
–
338,652
–
–
338,652
–
2024
DAB awards 
WAEP
–
27.1
–
–
27.1
–
2025
LTIP 
number of shares
24,523,777
23,737,634
–
4,886,018
43,375,393
–
2025
LTIP 
average weighted share
27.4
15.2
–
27.3
20.7
–
2024
LTIP 
number of shares
12,241,264
14,544,167
–
2,261,654
24,523,777
–
2024
LTIP 
average weighted share
price at grant
27.7
27.1
–
27.4
27.4
–
2025
SAYE –
number of options
3,601,151
1,259,250
–
1,988,976
2,871,425
646,042
2025
SAYE –
WAEP
26.9
10.0
–
29.5
17.7
29.2
2024
SAYE –
number of options
2,393,498
2,025,823
–
818,170
3,601,151
786,306
2024
SAYE –
WAEP
36.5
19.0
–
43.5
26.9
38.0
The options granted during the year were valued using Monte Carlo simulation models for the LTIP and a proprietary
binomial valuation for the TIP, ESAP, DAB and SAYE.
Strategic report Corporate governance Financial statements Supplementary information
138 – Tullow Oil plc Annual Report and Accounts 2025

Note 23. Share-based payments continued
Movement in share awards and weighted average fair value continued
The following table details the weighted average fair value of awards granted and the assumptions used in the fair value
expense calculations.
Weighted average fair value of awards granted
17.0p
4.0p
10.2p
17.0p
27.1p
17.0p
27.1p
4.2p
12.1p
Weighted average share price at grant
17.0p
15.2p
27.1p
17.0p
27.1p
17.0p
27.1p
10.2p
24.4p
Weighted average exercise price
0.0p
0.0p
0.0p
0.0p
0.0p
0.0p
0.0p
10.0p
19.0p
Risk-free interest rate per annum
1
4.1%
4.1%/4.0%
4.2%
4.1%
4.2%
4.1%/4.3%
4.2%
4.0%
4.1%
Expected volatility per annum
1, 2
50%
50%/56%
48%
50%
48%
50%/68%
48%/84%
52%
56%
Expected award life (years)
1, 3
3.0
3.0
3.0
3.0
3.0
3.0/5.0
3.0/5.0
3.6
3.6
Dividend yield per annum
4
n/a
n/a
n/a
n/a
n/a
n/a
n/a
0.0%
0.0%
Employee turnover before vesting per annum
1
0%
0%
0%
5%
5%
5%/0%
5%/0%
5%
5%
1. For the TIP awards, this shows the assumption for 2025 and 2024 LTIP awards made to senior management/Executives and Directors respectively. For
the LTIP awards, this shows the assumption for the March 2025 and October 2025 LTIPs (to the new CEO) respectively.
2. Expected volatility was determined by calculating the historical volatility of the Company’s share price over a period commensurate with the expected
life of the awards. The fair values of the 2025 ESAP, TIP and DAB awards and the 2024 ESAP, TIP and DAB awards are not affected by the assumption for
the Company’s share price volatility.
3. The expected life is the average expected period from date of grant to exercise allowing for the Company’s best estimate of participants’ expected
exercise behaviour.
4. No dividend yield assumption is needed for the fair value calculations for the 2025 LTIP, ESAP, DAB and TIP awards as a dividend equivalent will be
payable on the exercise of these awards.
Weighted average share price at exercise for awards exercised
12.1p
14.0p
15.1p
Note 24. Commitments and contingencies
Capital commitments
210.0
248.1
Performance guarantees
–
24.1
Other contingent liabilities
32.3
37.8
32.3
61.9
Where Tullow acts as operator of a joint venture, the capital commitments reported represent Tullow’s net share of
these commitments. Where Tullow is non-operator, the value of capital commitments is based on committed future
work programmes.
The movement in capital commitments is predominantly due to disposals of operations in Gabon and Kenya and licence
expiry in Argentina.
Performance guarantees are in respect of abandonment obligations, committed work programmes and certain
financial obligations. The decrease in performance guarantees from prior year is due to licence expiry in Argentina and
licence exit in Côte d’Ivoire.
Other contingent liabilities include amounts for ongoing legal disputes with third parties where we consider the likelihood
of a cash outflow to be higher than remote but not probable. The timing of any economic outflow if it were to occur
would likely range between one and five years.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 139

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 25. Related party transactions
The Directors of Tullow Oil plc are considered to be the only Key Management Personnel as defined by IAS 24 Related
Party Disclosures.
Short-term employee benefits
2.8
3.0
Post-employment benefits
0.1
0.2
Share-based payments
1.9
1.5
4.8
4.7
Short-term employee benefits
These amounts comprise fees paid to the Directors in respect of salary and benefits earned during the relevant financial
year, plus bonuses awarded for the year.
Post-employment benefits
These amounts comprise amounts paid into the pension schemes of the Directors.
Share-based payments
This is the cost to the Group of Directors’ participation in share-based payment plans, as measured by the fair value
of options and shares granted, accounted for in accordance with IFRS 2 Share-based Payment.
There are no other related party transactions. Further details regarding transactions with the Directors of Tullow Oil plc
are disclosed in the Remuneration report on pages 61 to 80.
Note 26. Climate change and energy transition
Tullow remains committed to being Net Zero on Scope 1 and Scope 2 emissions on a net equity basis by 2030. Further
information on the Group’s Net Zero strategy is on pages 16 to 17.
This note describes how the Group has considered climate-related impacts in key areas of the Financial Statements and how
this translates into the valuation of assets and measurement of liabilities as Tullow makes progress in the energy transition.
Note (ah), Key sources of estimation uncertainties, describes those uncertainties that have the potential to have a material
effect on the Group balance sheet in the next 12 months.
This note describes the key areas of climate impacts that potentially have short- and longer-term effects on amounts
recognised on the Group balance sheet as at 31 December 2025. Where relevant, this note contains references to other
notes to the Group Financial Statements, and sections of the TCFD, to provide an overarching summary.
Financial planning assumptions
Tullow targets being Net Zero on Scope 1 and 2 emissions by 2030, on a net equity basis, and these metrics have been
included in the Group’s business plan. The Financial Statements are based on reasonable and supportable assumptions
that represent management’s current best estimate of the range of economic conditions that may exist in the
foreseeable future.
The Group has performed an assessment of the potential future impact of climate change on key elements of its
Financial Statements utilising three IEA scenarios (see the TCFD on page 24 for details). Tullow continues to assess
operating cash flow (OCF) impact on our currently producing assets using the oil price assumptions in the IEA scenarios.
The impact of acute and chronic physical climate risks on our existing assets is also assessed and meteorological and
climate conditions are incorporated into operational design considerations; please refer to the TCFD on page 23 for
probabilities, potential exposures and mitigations.
Tullow continues to monitor the landscape of compliance carbon mechanisms that may impact our business. In addition
to this Tullow runs shadow carbon price sensitivities for any new investment decisions and business planning cycles,
using an internal shadow carbon price of $25/tco
2
e, which is in line with the NZE carbon price for other emerging market
and developing economies.
Strategic report Corporate governance Financial statements Supplementary information
140 – Tullow Oil plc Annual Report and Accounts 2025

Note 26. Climate change and energy transition continued
Financial planning assumptions continued
To address hard-to-abate residual emissions, Tullow is developing a nature-based carbon offset project with the Forestry
Commission of Ghana, which progressed to implementation in 2025. The carbon price sensitivity and costs for nature-
based carbon offset projects are not included in the value in use calculation of the recoverable amount of the Group CGUs
as expected cash flows associated with current nature-based solutions are not directly attributable to the asset CGUs.
Pricing assumptions used will continue to be updated for changes in the economic environment and the pace of the
energy transition. Tullow will continue to use the ‘Net Zero Emissions by 2050 Scenario’ to assess potential financial
impacts on intangible exploration and evaluation asset write-offs, impairments of property, plant and equipment, and
decommissioning timelines. These are detailed on pages 24 and 25 of the TCFD.
Governmental and societal responses to climate change risks are still developing and are interdependent upon each
other, and consequently Financial Statements cannot capture all possible future outcomes as these are not yet known.
Note 27. Events since 31 December 2025
TEN FPSO Purchase
On 19 February 2026, Tullow signed a Sale and Purchase Agreement (SPA) to acquire the TEN FPSO on behalf of the joint
venture for a gross consideration of $205.0 million ($125.6 million net to Tullow), which is to be paid upon completion at
the end of the first quarter of 2027.
The lease modification to include an obligation to purchase the FPSO, together with the update to the lease term,
constitutes a lease remeasurement in accordance with IFRS 16 Leases. As at the date of the SPA, the remeasurement will
result in a reduction in the lease liability, a reduction in the right-of-use asset, and a corresponding decrease in the
receivable from the joint venture partners, as the value of the gross undiscounted lease payments will decrease from
$716.7 million to $424.9 million. As the assessment of the financial impacts is ongoing, these cannot be disclosed in the
Annual Report and Accounts. Accordingly, the relevant disclosure will be made in the 2026 half-year results.
Extension of the Petroleum Agreements in Ghana
On 20 February 2026, Tullow announced that the extension of its West Cape Three Points and Deep Water Tano
Petroleum Agreements, which cover the Jubilee and TEN fields, was ratified by the Ghanaian Parliament. Accordingly,
these agreements have been extended to 31 December 2040, and from 20 July 2036 Ghana National Petroleum
Corporation’s share in the field will increase by a further 10% interest and the joint venture partners’ shares will
decrease pro rata.
In addition, Tullow has secured revised terms for the supply of gas from the Jubilee field to the end of the extended
period at an escalating price of $2.50/mmbtu and heads of terms for the potential supply of gas from TEN. Tullow and the
Government of Ghana have also agreed a gas payment security mechanism.
Refinancing transaction
On 20 February 2026, Tullow announced that it had entered into a binding Lock-Up Agreement to implement a
refinancing transaction with holders of c.66% 10.25% senior secured notes due May 2026 (the Senior Secured Notes) and
with Glencore Energy UK Limited (Glencore). Key features of the transaction included:
• Release of Senior Secured Notes and issuance of new Extended Notes maturing 15 November 2028, together with
a paydown of $100 million, extending the Company’s debt maturity profile.
• Glencore’s existing $400 million Secured Notes Facility released and issuance of new Glencore Junior Notes of an
equal amount maturing 15 May 2030.
• Strengthened liquidity position through a new $100 million super senior Cargo Prepayment Facility provided
by Glencore, complemented by a reduced all-in cash interest profile through Payment-In-Kind (PIK) only interest
on the Glencore Junior Notes.
• Existing equity remains in place and no new shares are anticipated to be issued in connection with the
refinancing transaction.
On 26 February 2026, Tullow announced that holders of over 90% of its Senior Secured Notes have acceded to the
Lock-Up Agreement in support of the Company’s refinancing transaction, meeting the necessary threshold required to
implement it by way of consent solicitation.
On 25 March 2026, Tullow launched a consent solicitation to obtain formal consents from the holders of the Notes
required in connection with the implementation of the refinancing transaction.
On 8 April 2026, Tullow announced that holders representing over 97% of the outstanding principal amount of its existing
notes had provided consents to approve amendments to the indenture and intercreditor agreement, the release and
exchange of the existing notes for new notes, and related waivers to permit the release of collateral, in each case in
connection with the proposed refinancing transaction.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 141

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 27. Events since 31 December 2025 continued
Refinancing transaction continued
On 27 April 2026, Tullow announced the completion of the refinancing transaction. As the assessment of the financial
impacts is ongoing, these cannot be disclosed in the Annual Report and Accounts. Accordingly, the relevant disclosure will
be made in the 2026 half-year results.
Receipt of Tranche B payment for sale of Kenya assets
On 9 March 2026, Tullow received $36 million proceeds of the Tranche B payment under the terms of the SPA
announced on 21 July 2025 for the sale of its entire working interest in Kenya. The final 10% of Tranche B proceeds ($4
million), was received on 1 April 2026 following completion of transition support services.
Board of Directors appointments
On 8 April 2026, Tullow has announced the appointment of four independent Non-Executive Directors (Henry Steel,
Garrett Soden, Euan Shirlaw and James Peterkin) to its Board of Directors. Henry Steel’s appointment was effective
immediately. The other appointments were conditional on completion of the refinancing, which closed on 27 April 2026,
and will become effective on 1 May 2026. The appointments will be subject to election by shareholders at the Annual
General Meeting in June.
These are all non-adjusting events as at 31 December 2025 as defined by IAS 10 Events after the Reporting Period.
There have not been any other events since 31 December 2025 that have resulted in a material impact on the year
end results.
Note 28. Cash flow statement reconciliations
Additions to intangible exploration and evaluation assets
6.8
34.7
Purchases of intangible exploration and evaluation assets
(7.6)
(27.8)
Movement in working capital
0.8
(6.9)
Additions to property, plant and equipment
153.4
156.1
Purchases of property, plant and equipment
1
(188.0)
(204.8)
Decommissioning asset revisions
32.1
39.3
Right-of-use asset additions
–
(1.4)
Movement in working capital
2.5
10.8
1. In 2024, purchases of property, plant and equipment included $8.1 million in relation to the asset swap transaction in Gabon. See note 15.
Borrowings
1,658.9
1,975.8
2,084.6
(316.9)
(108.8)
Repayment of borrowings
(742.5)
(100.0)
Drawdown of borrowings
420.3
–
Amortisation of arrangement fees and accrued interest
5.3
(8.8)
Note 29. Dividends
In 2025, the Board recommended that no interim or final dividend would be paid.
Strategic report Corporate governance Financial statements Supplementary information
142 – Tullow Oil plc Annual Report and Accounts 2025

Note 30. Tullow Oil plc subsidiaries
As at 31 December 2025
Each undertaking listed below is a subsidiary by virtue of Tullow Oil plc holding, directly or indirectly, a majority of voting
rights in the undertaking. The ownership percentages are equal to the effective equity owned by the Group. Unless
otherwise noted, the share capital of each undertaking comprises ordinary shares or the local equivalent thereof.
The percentage of equity owned by the Group is 100% unless otherwise noted. The results of all undertakings listed
below are fully consolidated in the Group’s Financial Statements.
Company name
Country of incorporation
Direct or indirect
Address of registered office
Australia
Indirect
Level 9, The Quadrant, 1 William Street, Perth
WA6
000, Australia
Australia
Indirect
Level 9, The Quadrant, 1 William Street, Perth
WA6
000, Australia
Tullow (EA) Holdings Limited
British Virgin Islands
Indirect
Nemours Chambers, Tortola, British Virgin Islands
Clover PlanCo Limited
1
England and Wales
Direct
9 Chiswick Park, 566 Chiswick High Road,
Tullow Argentina Limited
England and Wales
Indirect
9 Chiswick Park, 566 Chiswick High Road,
Tullow Côte d’Ivoire Onshore Limited
England and Wales
Indirect
9 Chiswick Park, 566 Chiswick High Road,
Tullow Group Services Limited
England and Wales
Direct
9 Chiswick Park, 566 Chiswick High Road,
Tullow New Ventures Limited
England and Wales
Indirect
9 Chiswick Park, 566 Chiswick High Road,
Tullow Oil Finance Limited
England and Wales
Direct
9 Chiswick Park, 566 Chiswick High Road, London
Tullow Oil SK Limited
2
England and Wales
Direct
9 Chiswick Park, 566 Chiswick High Road,
Tullow Oil SPE Limited
2
England and Wales
Direct
9 Chiswick Park, 566 Chiswick High Road,
Tullow Peru Limited
England and Wales
Indirect
9 Chiswick Park, 566 Chiswick High Road,
Tullow Uruguay Limited
England and Wales
Indirect
9 Chiswick Park, 566 Chiswick High Road,
Tullow Oil (Mauritania) Limited
Guernsey
Indirect
Plaza, House, Third Floor, Elizabeth Avenue,
Tullow Oil Limited
Ireland
Direct
11 Adelaide Road, Dublin 2, Dublin, Ireland
Tullow Gabon Holdings Limited
Isle of Man
Indirect
First Names House, Victoria Road,
Tullow Gabon Limited
Isle of Man
Indirect
First Names House, Victoria Road,
Tullow Mauritania Limited
Isle of Man
Indirect
First Names House, Victoria Road,
Tullow Namibia Limited
Isle of Man
Indirect
First Names House, Victoria Road,
Tullow Uganda Limited
Isle of Man
Indirect
First Names House, Victoria Road,
Tullow Côte d’Ivoire Limited
Jersey
Indirect
44 Esplanade, St Helier JE4 9WG, Jersey
Tullow Ghana Limited
Jersey
Indirect
44 Esplanade, St Helier JE4 9WG, Jersey
Tullow India Operations Limited
Jersey
Indirect
44 Esplanade, St Helier JE4 9WG, Jersey
Tullow Oil International Limited
Jersey
Indirect
44 Esplanade, St Helier JE4 9WG, Jersey
1. Incorporated on 1 December 2025.
2. Tullow Oil SPE Limited and Tullow Oil SK Limited are exempt from audit of their individual company financial statements for the year ended
31 December 2025 by virtue of Section 479A of the Companies Act 2006. Tullow Oil plc will guarantee the debts and liabilities of the subsidiary
company in accordance with Section 479C of the Companies Act 2006.
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 143

Notes to the Group Financial Statements continued
Year ended 31 December 2025
Note 30. Tullow Oil plc subsidiaries continued
As at 31 December 2025 continued
indirect
Address of registered office
Tullow Overseas Holdings BV
Netherlands
Direct
9 Chiswick Park, 566 Chiswick High Road,
Tullow Zambia BV
Netherlands
Indirect
9 Chiswick Park, 566 Chiswick High Road,
T.U. S.A.
Uruguay
Indirect
Colonia 810, Of. 403, Montevideo, Uruguay
In 2025, the following subsidiaries were dissolved – Eagle Drill Limited (17 January), Tullow Uganda Operations Pty Limited
(17 February), Tullow Comoros Limited (29 April), and sold – Tullow Gabon SA (29 July) and Tullow Kenya BV
(25 September).
Note 31. Licence interests
Current exploration, development and production interests
Ghana
Licence/Unit area
Fields
interest
Operator
Other partners
619
54.84%
Tullow
Kosmos, KEGIN, GNPC,
West Cape Three Points
Jubilee
150
25.66%
Tullow
Kosmos, KEGIN, GNPC,
Jubilee Field Unit Area
1
Jubilee, Mahogany, Teak
38.98%
Tullow
Kosmos, KEGIN, GNPC, Jubilee Oil
1. A unitisation agreement covering the Jubilee field was agreed by the partners of the West Cape Three Points and the Deepwater Tano licences.
The Jubilee Unit Area was expanded in 2017 to include the Mahogany and Teak fields. It now includes all of the remaining part of the West Cape
Three Points licence and a small part of the Deepwater Tano licence.
Licence/Unit area
Fields
interest
Operator
Other partners
CI-26 Special Area ‘E’
Espoir
235
21.33%
CNR
Petroci
Strategic report Corporate governance Financial statements Supplementary information
144 – Tullow Oil plc Annual Report and Accounts 2025

Company balance sheet
As at 31 December 2025
Notes
2025
$m
2024
$m
ASSETS
Non-current assets
Investments 1 1,973.9 2,961.5
1,973.9 2,961.5
Current assets
Other current assets 9.1 0.8
Cash at bank 3.0 11.1
12.1 11.9
Total assets 1,986.0 2,973.4
LIABILITIES
Current liabilities
Trade and other payables 3 (422.4) (249.1)
Borrowings 4 (1,277.9) (589.4)
(1,700.3) (838.5)
Non-current liabilities
Borrowings 4 (381.0) (1,386.4)
(381.0) (1,386.4)
Total liabilities (2,081.3) (2,224.9)
Net (liabilities)/assets (95.3) 748.5
Capital and reserves
Called-up share capital 6 218.6 217.5
Share premium 6 1,294.7 1,294.7
Foreign currency translation reserve 194.5 194.5
Merger reserves 671.5 671.5
Retained earnings (2,474.6) (1,629.7)
Total equity (95.3) 748.5
During the year the Company made a loss of $8 51.5 million (2024: $1,212.0 million loss).
Approved by the Board and authorised for issue on 27 April 2026.
Ian Perks Richard Miller
Chief Executive Officer Chief Financial Officer
27 April 2026 27 April 2026
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 145

Company statement of changes in equity
Year ended 31 December 2025
Share
capital
$m
Share
premium
$m
Foreign
currency
translation
reserve
$m
Merger
reserves
$m
Retained
earnings
$m
Total
equity
$m
As 1 January 2024 216.7 1,294.7 194.5 671.5 (423.8) 1,953.6
Loss for the year – – – – (1,212.0) (1,212.0)
Exercising of employee share options 0.8 – – – (0.8) –
Share-based payment charges – – – – 6.9 6.9
As 1 January 2025 217.5 1,294.7 194.5 671.5 (1,629.7) 748.5
Loss for the year – – – – (851.5) (851.5)
Exercising of employee share options 1.1 – – – (1.1) –
Share-based payment charges – – – – 7.7 7.7
At 31 December 2025 218.6 1,294.7 194.5 671.5 (2,474.6) (95.3)
Strategic report Corporate governance Financial statements Supplementary information
146 – Tullow Oil plc Annual Report and Accounts 2025

(a) General information
Tullow Oil plc is a public limited company incorporated in
the United Kingdom under the Companies Act. The
address of the registered office is Tullow Oil plc, Building 9,
Chiswick Park, 566 Chiswick High Road, London W4 5XT.
The Financial Statements are presented in US dollars and
all values are rounded to the nearest $0.1 million, except
where otherwise stated. Tullow Oil plc is the ultimate
Parent of the Group.
(b) Basis of preparation
The Company meets the definition of a qualifying entity
under Financial Reporting Standard 100 (FRS 100) issued
by the Financial Reporting Council. The Financial
Statements have therefore been prepared in accordance
with Financial Reporting Standard 101 (FRS 101) Reduced
Disclosure Framework as issued by the Financial
Reporting Council.
The following exemptions from the requirements of IFRS
have been applied in the preparation of these Financial
Statements, in accordance with FRS 101:
• Paragraphs 45(b) and 46 to 52 of IFRS 2 Share-based
Payment (details of the number and weighted average
exercise prices of share options, and how the fair value
of goods or services received was determined).
• IFRS 7 Financial Instruments: Disclosures.
• Paragraphs 91 to 99 of IFRS 13 Fair Value Measurement
(disclosure of valuation techniques and inputs used for
fair value measurement of assets and liabilities).
• Paragraph 38 of IAS 1 Presentation of Financial Statements
– comparative information requirements in respect of
certain assets.
The following paragraphs of IAS 1 Presentation of
Financial Statements:
• 10(d) (statement of cash flows).
• 111 (cash flow statement information).
• 134–136 (capital management disclosures).
• IAS 7 Statement of Cash Flows.
• Paragraphs 30 and 31 of IAS 8 Accounting Policies,
Changes in Accounting Estimates and Errors.
• Paragraph 17 of IAS 24 Related Party Disclosures
(key management compensation).
• The requirements in IAS 24 Related Party Disclosures,
to disclose related party transactions entered into
between two or more members of a group. Where
relevant, equivalent disclosures have been given in
the Group accounts.
The Financial Statements have been prepared on the
historical cost basis, except for derivative financial
instruments that have been measured at fair value.
The Company has applied the exemption from the
requirement to publish a separate profit and loss account
for the Parent Company set out in Section 408 of the
Companies Act 2006.
During the year the Company made a loss of $851.5 million
(2024: $1,212.0 million loss).
(c) Going concern
Refer to the Basis of preparation in the Material Accounting
Policies section of the Group accounts.
(d) Foreign currencies
The US dollar is the functional and presentational currency
of the Company. Transactions in foreign currencies are
translated at the rates of exchange ruling at the transaction
date. Monetary assets and liabilities denominated in
foreign currencies are translated into US dollars at the rates
of exchange ruling at the balance sheet date, with a
corresponding charge or credit to the income statement.
However, exchange gains and losses arising on long-term
foreign currency borrowings, which are a hedge against
the Company’s overseas investments, are dealt with
in reserves.
(e) Share-based payments
The Company has applied the requirements of IFRS 2
Share-based Payments. The Company has share-based
awards that are equity settled as defined by IFRS 2. The fair
value of the equity settled awards has been determined at
the date of grant of the award allowing for the effect of any
market-based performance conditions. This fair value,
adjusted by the Company’s estimate of the number of
awards that will eventually vest as a result of non-market
conditions, is expensed uniformly over the vesting period.
The fair values were calculated using a binomial option
pricing model with suitable modifications to allow for
employee turnover after vesting and early exercise. Where
necessary, this model is supplemented with a Monte Carlo
model. The inputs to the models include: the share price at
date of grant; exercise price; expected volatility; expected
dividends; risk-free rate of interest; and patterns of exercise
of the plan participants.
(f) Investments
Investments in subsidiaries are accounted for at cost less
any provision for impairment.
(g) Financial assets
The Company classifies its financial assets in the following
categories: at fair value through profit or loss; and loans
and receivables. The classification depends on the
purpose for which the financial assets were acquired.
Management determines the classification of its financial
assets at initial recognition. As of 31 December 2025, all
financial assets were classified at amortised cost.
Assets are classified and measured at amortised cost
when the business model of the Company is to collect
contractual cash flows and the contractual terms give rise
to cash flows that are solely payments of principal and
interest. These assets are carried at amortised cost using
the effective interest method if the time value of money is
significant. Gains and losses are recognised in profit or loss
when the assets are derecognised, modified or impaired.
Material Company accounting policies
As at 31 December 2025
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 147

Material Company accounting policies continued
As at 31 December 2025
(h) Financial liabilities
The measurement of financial liabilities is determined by
the initial classification.
i) Financial liabilities at fair value through profit
or loss:
Those balances that meet the definition of being held for
trading are measured at fair value through profit or loss.
Such liabilities are carried on the balance sheet at fair value
with gains or losses recognised in the income statement.
Intercompany derivative liabilities fall under this category
of financial instruments.
ii) Financial liabilities measured at amortised cost:
All financial liabilities not meeting the criteria of being
classified at fair value through profit or loss are classified
as financial liabilities measured at amortised cost. The
instruments are initially recognised at their fair value net
of transaction costs that are directly attributable to the
issue of financial liability. Subsequent to initial recognition,
financial liabilities are measured at amortised cost using
the effective interest method.
Borrowings and trade creditors fall under this category
of financial instruments.
(i) Share issue expenses
Costs of share issues are written off against the premium
arising on the issues of share capital.
(j) Finance costs of debt
Finance costs of debt are recognised in the profit and loss
account over the term of the related debt at a constant
rate on the carrying amount.
Interest-bearing borrowings are recorded as the proceeds
received, net of direct issue costs. Finance charges,
including premiums payable on settlement or redemption
and direct issue costs, are accounted for on an accruals
basis in the income statement using the effective interest
method and are added to the carrying amount of the
instrument to the extent that they are not settled in the
period in which they arise.
(k) Taxation
Current and deferred tax, including UK corporation tax
and overseas corporation tax, are provided at amounts
expected to be paid using the tax rates and laws that have
been enacted or substantively enacted by the balance
sheet date. Deferred corporation tax is recognised on
all temporary differences that have originated but not
reversed at the balance sheet date where transactions or
events that result in an obligation to pay more, or right to
pay less, tax in the future have occurred at the balance
sheet date. Deferred tax assets are recognised only to the
extent that it is considered more likely than not that there
will be suitable taxable profits from which the underlying
temporary differences can be deducted. Deferred tax is
measured on a non-discounted basis.
Deferred tax is provided on temporary differences arising on
acquisitions that are categorised as business combinations.
Deferred tax is recognised at acquisition as part of the
assessment of the fair value of assets and liabilities
acquired. Any deferred tax is charged or credited in the
income statement as the underlying temporary difference
is reversed.
(l) Capital management
The Company defines capital as the total equity of the
Company. Capital is managed in order to provide returns
for shareholders and benefits to stakeholders and to
safeguard the Company’s ability to continue as a going
concern. Tullow is not subject to any externally imposed
capital requirements. To maintain or adjust the capital
structure, the Company may adjust the dividend payment
to shareholders, return capital, issue new shares for cash,
repay debt, and put in place new debt facilities.
(m) Critical accounting judgements and key
sources of estimation uncertainty
The Group assesses critical accounting judgements
annually. The following are the critical judgements, apart
from those involving estimations which are dealt with in
policy (ah), that the Directors have made in the process
of applying the Group’s accounting policies and that have
the most significant effect on the amounts recognised
in the Financial Statements.
Investments (note 1):
The Company is required to assess the carrying values
ofeach of its investments in subsidiaries for impairment.
Thenet assets of certain of the Company’s subsidiaries
arepredominantly property, plant and equipment assets.
For property, plant and equipment, the value of assets/
fields supporting the investment value is assessed by
estimating the discounted future cash flows based on
management’s expectations of future oil and gas prices
and future costs.
In order to discount the future cash flows the Group
calculates asset or CGU-specific discount rates.
The discount rates are based on an assessment of a
relevant peer group’s post-tax weighted average cost
of capital (WACC), adjusted for an asset/CGU-specific
country risk premium. Refer to note 10 of the Group
Financial Statements.
Where there is evidence of economic interdependency
between fields, such as common infrastructure, the fields
are grouped as a single CGU for impairment purposes.
Refer to note 1 for sensitivities.
Strategic report Corporate governance Financial statements Supplementary information
148 – Tullow Oil plc Annual Report and Accounts 2025

Note 1. Investments
2025
$m
2024
$m
Subsidiary undertakings 1,973.9 2,961.5
1,973.9 2,961.5
The movement in Company’s investment in subsidiaries of $987.6 million (2024: $1,522.7 million) is due to additions of
$7.6 million (2024: $268.1 million) and impairment charge of $995.2 million (2024: $1,790.8 million), which was recognised
against the Company’s investments in subsidiaries in relation to losses incurred by Group service companies, disposal of
subsidiaries (refer to note 8 of the Group Financial Statements), and reduction to the underlying value of the Group’s
production companies (refer to note 10 of the Group Financial Statements).
Trigger for
2025
impairment
2025
Impairment/
(reversal)
$m
2025
Remaining
recoverable
amount
$m
2024
Impairment/
(reversal)
$m
2024
Remaining
recoverable
amount
$m
Tullow Group Services Limited a 7.2 – 237.1 –
Tullow Overseas Holdings B.V. a,b,c 998.8 1,755.9 1,527.7 2,754.2
Tullow Oil SPE Limited d (22.6) 158.0 42.6 135.5
Tullow Oil SK Limited a – – 10.6 –
Tullow Gabon Holdings Limited c 11.8 – – 11.8
Tullow Oil Finance Limited – 60.0 (27.2) 60.0
Total 995.2 1,973.9 1,790.8 2,961.5
a. Reduction in net asset value as a result of impairment of direct and indirect subsidiaries.
b. Impact of loss-making subsidiaries.
c. Investment balance written off following the sale of subsidiaries (refer to note 8 of the Group Financial Statements).
d. Principal activity of Tullow Oil SPE Limited is to enter into derivative transactions as part of the Group’s risk management strategy.
Previouslyrecognised impairment was partially reversed as recoverable value of net assets in the company increased in 2025.
The Company’s subsidiary undertakings as at 31 December 2025 are listed on pages 143 and 144. The principal activity
of all companies relates to oil and gas exploration, development and production.
In determining whether there is an indicator of impairment, or reversal of impairment, the Company considers changes in
the Company’s market capitalisation. However, the Company’s market capitalisation is affected by the Company’s level of
indebtedness and the proximity to maturity of this debt, together with general market volatility. Therefore, in determining
whether there is an indication of impairment, or reversal, the Company considers a wide range of other factors.
Sensitivities
The value of property, plant and equipment supporting the investment value will be affected by the potential future
changes to oil prices and discount rates. All impairment assessments are prepared on a VIU or FVLCD basis using
discounted future cash flows based on 2P reserves profiles. A reduction or increase in the two-year forward curve of
$5/bbl, based on the approximate range of annualised average oil price over recent history, and a reduction or increase
in the medium- and long-term price assumptions of $5/bbl, based on the range of annualised average historical prices,
are considered to be reasonably possible changes for the purposes of sensitivity analysis. Decreases to oil prices specified
in note 10 of the Group Financial Statements would increase the investment impairment charge by $138.7 million, whilst
increases to oil prices specified above would result in a credit to the investment impairment charge of $169.2 million. A 1%
change in the pre-tax discount rate would increase the impairment by $49.7 million. The Company believes a 1% change
in the pre-tax discount rate to be a reasonable possibility based on historical analysis of the Company’s and peer group of
companies’ impairments.
Climate change
The value of property, plant and equipment supporting the investment value will be affected by the potential future impact
of climate change. The Company estimates that the impact on oil and carbon prices as contained in the NZE scenarios
on the value of assets held by subsidiaries could result in a potential write-off of investments of up to $220.6 million.
Referto note 26 of the Group Financial Statements.
Notes to the Company Financial Statements
Year ended 31 December 2025
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 149

Note 2. Deferred tax
The Company has tax losses of $1,385.6 million (2024: $1,315.8 million) that are available indefinitely for offset against
future non-ring-fenced taxable profits in the Company.
Note 3. Trade and other payables
Amounts falling due within one year
2025
$m
2024
$m
Accrued interest 20.8 35.3
Accruals 3.1 0.9
Due to subsidiary undertakings 398.5 212.9
422.4 249.1
Note 4. Borrowings
2025
$m
2024
$m
Current
7.00% Senior Notes due 2025 – 489.4
10.25% Senior Secured Notes due 2026 1,277.9 100.0
1,277.9 589.4
Non-current
Borrowings – after one year but within five years
10.25% Senior Secured Notes due 2026 – 1,274.4
Secured Notes Facility due 2028 381.0 112.0
381.0 1,386.4
Carrying value of total borrowings 1,658.9 1,975.8
The Company’s capital structure includes $1,285 million Senior Secured Notes (2026 Notes) maturing in May 2026 and a
$400 million Secured Notes Facility maturing in November 2028.
On 3 March 2025, the Company settled the 2025 Notes upon maturity with a payment of $510 million, comprising a
$493million principal repayment and $17 million final coupon. This payment was partially funded through a $270 million
drawdown from the Secured Notes Facility, with the remainder sourced from cash at bank. Following the $270 million
drawdown, the Secured Notes Facility was fully drawn at $400 million.
The 2026 Notes require an annual prepayment of $100 million, in May, of the outstanding principal amount plus accrued
and unpaid interest, with the balance due on maturity. On 15 May 2025, the Company made the annual prepayment of
$100 million of the 2026 Notes.
On 21 May 2025, the Company extended the maturity of its Super Senior Revolving Credit Facility (SSRCF) to 31 October 2025
at reduced commitments of $150 million. On 29 July 2025, the Company repaid and cancelled in full the $150 million
SSRCF following completion of the sale of Tullow Oil Gabon SA (refer to note 8 of the Group Financial Statements).
Unamortised debt arrangement fees for the 2026 Notes and Secured Notes Facility are $7.4 million (2024: $10.9 million)
and$19.0 million (2024: $17.7 million) respectively.
The 2026 Notes and the Secured Notes Facility are senior secured obligations of Tullow Oil plc and are guaranteed
bycertain subsidiaries of the Group (refer to note 18 of the Group Financial Statements).
The Company or its affiliates may, at any time and from time to time, seek to refinance, retire or purchase any or all of its
outstanding debt through new debt refinancings and/or cash purchases and/or exchanges, in open-market purchases,
privately negotiated transactions or otherwise. Such refinancings, repurchases or exchanges, if any, will be upon such
terms and at such prices as management may determine, and will depend on prevailing market conditions, liquidity
requirements, contractual restrictions and other factors.
On 20 February 2026, Tullow announced a refinancing transaction of the 2026 Notes and the Secured Notes Facility.
Refer to note 27 of the Group Financial Statements.
Notes to the Company Financial Statements continued
Year ended 31 December 2025
Strategic report Corporate governance Financial statements Supplementary information
150 – Tullow Oil plc Annual Report and Accounts 2025

Note 5. Financial instruments
Disclosure exemptions adopted
Where equivalent disclosures for the requirements of IFRS 7 Financial Instruments: Disclosures and IFRS 13 Fair Value
Measurements have been included in the 2025 Annual Report and Accounts of Tullow Oil plc, the Company has adopted
the disclosure exemptions available to the Company’s accounts.
Financial risk management objectives
The Company follows the Group’s policies for managing all its financial risks.
Fair values of derivative instruments
There were no open derivatives at the year end 2025 (2024: no open derivatives). Derivative fair value movements during
the year which have been recognised in the income statement were as follows:
Loss on derivative instruments
2025
$m
2024
$m
Oil derivatives – 36.4
Cash flow and interest rate risk
The interest rate profile of the Company’s financial assets and liabilities, excluding trade and other receivables and trade
and other payables, at 31 December 2025 and 31 December 2024, was as follows:
2025
Cash
at bank
$m
2025
Fixed
rate debt
$m
2025
Floating
rate debt
$m
2025
Total
$m
2024
Cash
at bank
$m
2024
Fixed
rate debt
$m
2024
Floating
rate debt
$m
2024
Total
$m
US$ 3.0 (1,277.9) (381.0) (1,655.9) 11.1 (1,863.8) (112.0) (1,964.7)
Cash and cash equivalents consisted of $nil (2024: $nil) of short-term deposits that are readily convertible to known
amounts of cash with insignificant risk of change in value. The Company only deposits cash with major banks of
highquality credit standing.
Liquidity risk
The following table details the Company’s remaining contractual maturities for its non-derivative financial liabilities with
agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities
based on the earliest date on which the Company can be required to pay.
Weighted
average
effective
interest rate
Less than
1 month
$m
1–3
months
$m
3 months
to 1 year
$m
1–5
years
$m
5+
years
$m
Total
$m
31 December 2025
Non-interest bearing – – 422.4 – – 422.4
Fixed interest rate instruments 10.8%
Principal repayments – – 1,285.2 – – 1,285.2
Interest charge – – 65.8 – – 65.8
Variable interest rate instruments 15.9%
Principal repayments – – – 400.0 – 400.0
Interest charge – – 54.2 104.6 – 158.8
– – 1,827.6 504.6 – 2,332.2
Strategic report Corporate governance Financial statements Supplementary information
Tullow Oil plc Annual Report and Accounts 2025 – 151

Note 5. Financial instruments continued
Liquidity risk continued
Weighted
average
effective
interest rate
Less than
1 month
$m
1–3
months
$m
3 months
to 1 year
$m
1–5
years
$m
5+
years
$m
Total
$m
31 December 2024
Non-interest bearing – 11.5 237.6 – – 249.1
Fixed interest rate instruments 9.8%
Principal repayments – 492.5 100.0 1,285.2 – 1,877.7
Interest charge – 17.2 136.7 65.8 – 219.7
Variable interest rate instruments 15.8%
Principal repayments – – – 130.0 – 130.0
Interest charge 4.8 – 13.5 53.8 – 72.1
4.8 521.2 487.8 1,534.8 – 2,548.6
Note 6. Called-up equity share capital and share premium account
Allotted equity share capital and share premium
Equity share
capital allotted
and fully paid
Number
Share
capital
$m
Share
premium
$m
At 1 January 2024 1,452,541,887 216.7 1,294.7
Issued during the year
Exercise of share options 6,548,077 0.8 –
At 1 January 2025 1,459,089,964 217.5 1,294.7
Issued during the year
Exercise of share options 8,115,563 1.1 –
Shares held by trustee 7,817,514 – –
At 31 December 2025 1,475,023,041 218.6 1,294.7
The Company does not have a maximum authorised share capital. The par value of the Company’s shares is 10p.
During 2025, the employee benefit trust (EBT) purchased shares to satisfy the vested share awards under the Company’s
employee share plans. Shares held in the EBT were acquired using funds provided by the Company to fulfil its obligation
to deliver shares when employees exercise their award.
Note 7. Events since 31 December 2025
Events since 31 December 2025 applicable to Tullow Oil plc are discussed in note 27 of the Group Financial Statements.
Notes to the Company Financial Statements continued
Year ended 31 December 2025
Strategic report Corporate governance Financial statements Supplementary information
152 – Tullow Oil plc Annual Report and Accounts 2025

The Group uses certain measures of performance that are
not specifically defined under IFRS or other generally
accepted accounting principles. These non-IFRS measures
include capital investment, net debt, gearing, adjusted
EBITDAX, underlying cash operating costs, free cash flow,
underlying operating cash flow and pre-financing
cash flow.
Capital investment
Capital investment is defined as additions to property,
plant and equipment and intangible exploration and
evaluation assets less decommissioning asset additions,
right-of-use asset additions, lease payments related to
capital activities, additions to administrative assets and
certain other adjustments. The Directors believe that
capital investment is a useful indicator of the Group’s
organic expenditure on exploration and evaluation assets
and oil and gas assets incurred during a period because
iteliminates certain accounting adjustments such as
decommissioning and administrative asset additions.
2025
$m
2024
$m
Additions to property, plant
and equipment 153.1 249.0
Additions to intangible exploration
and evaluation assets 6.8 34.7
Less:
Changes to decommissioning
asset estimates (32.1) (39.3)
Right-of-use asset additions – 1.4
Lease payments related to
capital activities – (21.9)
Additions to administrative assets 0.3 3.1
Other non-cash capital movements (3.7) 109.3
Capital investment 195.4 231.1
Movement in working capital (0.1) (1.6)
Additions to administrative assets 0.3 3.1
Cash capital expenditure
per the cash flow statement 195.6 232.6
Net debt
Net debt is a useful indicator of the Group’s indebtedness,
financial flexibility and capital structure because it indicates
the level of cash borrowings after taking account of cash
and cash equivalents in the Group’s business that could be
utilised to pay down the outstanding cash borrowings. Net
debt is defined as current and non-current borrowings
plus non-cash adjustments, less cash and cash equivalents.
Non-cash adjustments include unamortised arrangement
fees and other adjustments. The Group’s definition of net
debt does not include the Group’s leases as the Group’s
focus is the management of cash borrowings and a lease
is viewed as deferred capital investment.
The value of the Group’s lease liabilities as at 31 December
2025 was $161.7 million current and $436.9 million
non-current; it should be noted that these balances are
recorded gross for operated assets and are therefore
notrepresentative of the Group’s net exposure under
these contracts.
2025
$m
2024
$m
Current borrowings 1,277.9 589.4
Non-current borrowings 381.0 1,386.4
Non-cash adjustments 26.3 31.6
Less cash and cash equivalents (332.2) (555.1)
Net debt 1,353.0 1,452.3
Gearing and adjusted EBITDAX
Gearing is a useful indicator of the Group’s indebtedness,
financial flexibility and capital structure and can assist
securities analysts, investors and other parties to evaluate
the Group. Gearing is defined as net debt divided by
adjusted EBITDAX. Adjusted EBITDAX is defined as profit/
(loss) from continuing activities adjusted for income tax
expense, finance costs, finance revenue, loss on disposal,
depreciation, depletion and amortisation, share-based
payment charge, provision reversal, exploration costs
written off, impairment reversal of property, plant and
equipment net, expected credit loss (reversal)/charge
ontrade receivables and restructuring costs.
2025
$m
2024
Restated
1
$m
Loss for the year from continuing
activities (129.2) (55.0)
Adjusted for:
Income tax expense 66.5 228.7
Finance costs 326.0 344.2
Finance revenue (63.4) (69.2)
Loss on disposal 4.5 –
Depreciation, depletion and
amortisation 376.0 418.7
Share-based payment charge 7.7 6.9
Provision reversal – (70.4)
Exploration costs written off 2.1 202.3
Impairment reversal of property, plant
and equipment, net (4.8) (11.8)
Expected credit loss (reversal)/charge
on trade receivables (6.6) 6.6
Restructuring costs 7.2 7.1
Adjusted EBITDAX 586.0 1,008.1
Net debt 1,353.0 1,452.3
Gearing (times) 2.3 1.4
1. Comparative adjusted EBITDAX and gearing have been restated to
present Gabon as a discontinued operation. Refer to note 8.
Balances above are presented excluding discontinued
operations in Gabon.
Adjusted EBITDAX including results from discontinued
operations in Gabon is $648.1 million (2024: $1,151.9 million).
Alternative performance measures
Strategic report Corporate governance
Tullow Oil plc Annual Report and Accounts 2025 – 153
Supplementary informationFinancial statements

Underlying cash operating costs
Underlying cash operating costs is a useful indicator of the
Group’s costs incurred to produce oil and gas. Underlying
cash operating costs eliminates certain non-cash accounting
adjustments to the Group’s cost of sales to produce oil and
gas. Underlying cash operating costs is defined as cost of
sales less operating lease expense, depletion and
amortisation of oil and gas assets, underlift, overlift and oil
stock movements, share-based payment charge included
in cost of sales, royalties and certain other cost of sales.
Underlying cash operating costs are divided by production
to determine underlying cash operating costs per boe.
In 2024 and 2025, Tullow incurred abnormal non-recurring
costs, which are presented separately below. The adjusted
normalised cash operating costs are a helpful indicator to
the forward underlying costs of the business.
2025
$m
2024
Restated
1
$m
Cost of sales 603.9 652.5
Add:
Lease payments related
to operating activity 11.6 11.6
Less:
Depletion and amortisation of oil
and gas and leased assets 371.4 412.1
Underlift, overlift and oil
stock movements 28.3 42.1
Share-based payment charge
included in cost of sales 0.5 0.4
Other cost of sales 12.4 11.7
Underlying cash operating costs 202.9 197.8
Non-recurring costs (24.4) (8.3)
Total normalised cash
operating costs 178.5 189.5
Production (mmboe) 14.7 18.9
Underlying cash operating costs
per boe ($/boe) 13.8 10.5
Normalised cash operating costs
per boe ($/boe) 12.1 10.0
1. Comparative balances have been restated to present Gabon as a
discontinued operation. Refer to note 8.
Balances above are presented excluding discontinued
operations in Gabon.
Free cash flow
Free cash flow is a useful indicator of the Group’s ability
to generate cash flow to fund the business and strategic
acquisitions, reduce borrowings and provide returns to
shareholders through dividends. Free cash flow is defined
as net cash from operating activities, and net cash from/
(used in) investing activities, repayment of obligations
under leases, finance costs and debt arrangement fees
paid, and foreign exchange (loss)/gain.
2025
$m
2024
$m
Net cash from operating activities 334.3 758.5
Net cash from/(used in) investing
activities 149.5 (213.1)
Repayment of obligations under leases (142.1) (169.0)
Finance costs paid (216.2) (223.2)
Debt arrangement fees (19.7) –
Foreign exchange (loss)/gain (6.5) 2.9
Free cash flow 99.3 156.1
Underlying operating cash flow
This is a useful indicator of the Group’s assets’ ability
togenerate cash flow to fund further investment in
thebusiness, reduce borrowings and provide returns to
shareholders. Underlying operating cash flow is defined
as net cash from operating activities less repayment of
obligations under leases plus decommissioning expenditure.
Pre-financing free cash flow
This is a useful indicator of the Group’s ability to generate
cash flow to reduce borrowings and provide returns to
shareholders through dividends. Pre-financing free cash
flow is defined as net cash from operating activities, and
net cash used in investing activities, less repayment of
obligations under leases and foreign exchange gain.
2025
$m
2024
$m
Net cash from operating activities 334.3 758.5
Decommissioning expenditure 17.6 45.0
Lease payments related to
capital activities – 21.9
Payments to decommissioning
escrow fund 11.6 11.6
Repayment of obligations under leases (142.1) (169.0)
Underlying operating cash flow 221.4 668.0
Net cash used in investing activities 149.5 (213.1)
Decommissioning expenditure (17.6) (45.0)
Lease payments related to
capital activities – (21.9)
Payments to decommissioning
escrow fund (11.6) (11.6)
Pre-financing free cash flow 341.7 376.4
Alternative performance measures continued
Strategic report Corporate governance
154 – Tullow Oil plc Annual Report and Accounts 2025
Supplementary informationFinancial statements

Ghana Other Total
Oil
mmbbl
Gas
bcf
Oil
mmbbl
Gas
bcf
Oil
mmbbl
Gas
bcf
Petroleum
mmboe
6
Commercial reserves
1
1 January 2025 104.8 138.4 36.4 1.1 141.2 139.5 164.5
Revisions
3
(14.7) 7.8 – – (14.7) 7.8 (13.4)
Production (11.9) (14.8) (0.3) (0.8) (12.2) (15.6) (14.8)
Acquisitions – – – – – – –
Disposals
4,5
– – (36.0) – (36.0) – (36.0)
31 December 2025 78.2 131.4 0.1 0.3 78.3 131.7 100.3
Contingent resources
2
1 January 2025 126.4 438.8 509.2 13.9 635.6 452.7 711.0
Revisions
3
(11.2) (8.9) – – (11.2) (8.9) (12.7)
Acquisitions – – – – – – –
Disposals
4,5
– – (494.7) – (494.7) – (494.7)
31 December 2025 115.2 429.9 14.5 13.9 129.7 443.8 203.6
Total 31 December 2025 193.4 561.3 14.6 14.2 208.0 575.5 303.9
1. Reserves presented are ‘proven and probable’. They are as audited and reported by independent third-party reserves auditor as at year end 2025.
2. Contingent resources are ‘best estimate’. For Ghana, they are as audited and reported by the independent third-party reserves auditor as at year end
2025.
3. Reserves and resources revisions in Ghana are primarily related to a technical re-evaluation based on Jubilee production performance during 2025.
4. Reserve and resource changes in the non-operated portfolio primarily reflect the disposal of the Gabon assets at the start of 2025, with only the Espoir
asset remaining at the end of 2025.
5. The sale of S.Lokichar assets in Kenya have contributed the most significant reduction in contingent resources.
6. A gas conversion factor of 6 mscf/boe is used to calculate the total petroleum mmboe.
The Group provides for depletion and amortisation of tangible fixed assets on a net entitlements basis, which reflects
the terms of the Production Sharing Contracts related to each field. Total working interest reserves were 100.4 mmboe
at 31 December 2025 (31 December 2024: 161.5 mmboe).
Contingent resources are discovered resources for which development plans are either in the course of preparation,
on hold or further evaluation is under way with a view to future development.
Commercial reserves and contingent resources summary
(Unaudited) working interest basis
Strategic report Corporate governance
Tullow Oil plc Annual Report and Accounts 2025 – 155
Supplementary informationFinancial statements

Key dates
2025 full-year results announced 28 April 2026
Annual General Meeting 10 June 2026
AGM trading update 10 June 2026
Later in the year the date of our half-year results
announcement and other scheduled trading updates will
be available at www.tullowoil.com/investors/events.
Shareholder enquiries
All enquiries concerning shareholdings, including
notification of change of address, loss of a share
certificateor dividend payments, should be made to the
Company’s registrar. For shareholders on the UK register,
Computershare provides a range of services through
itsonline portal, Investor Centre, which can be accessed
free of charge at www.investorcentre.co.uk. Once
registered, this service, accessible from anywhere in
theworld, enables shareholders to check details of
theirshareholdings or dividends, download forms to
notifychanges in personal details and access other
relevant information.
United Kingdom registrar
Computershare Investor Services plc
The Pavilions
Bridgwater Road
Bristol BS99 6ZY
Tel – UK shareholders: 0370 703 6242
Tel – overseas shareholders: +44 870 703 6242
Contact: www.investorcentre.co.uk/contactus
Ghana registrar
The Central Securities Depository (Ghana) Limited
4th Floor,
Cedi House,
PMB CT 465
Cantonments,
Accra, Ghana
Tel – Ghana shareholders: + 233 303 972 254/302 689 313
Contact: info@csd.com.gh
Share dealing facility
The Company’s shares can be traded through most
banks,building societies, stockbrokers or ‘share shops’.
Inaddition, UK-based shareholders can buy or sell the
Company’s shares using a share dealing facility made
available by Computershare, which includes internet
andpostal share dealing.
Internet share dealing
Internet share dealing is available to shareholders
residingin the UK. This service offers shareholders a
straightforward way to buy or sell the Company’s shares
on the London Stock Exchange. The commission is 1.4%,
subject to a minimum charge of £40. In addition, stamp
duty, currently 0.5%, is payable on purchases. Real-time
dealing is available during UK market hours (08:00 to
16:30). In addition, you can place a sale instruction
outsidemarket hours. To access the service, log on to
www.computershare.com/dealing/uk. Shareholders
musthave their Shareholder Reference Number (SRN)
available. The SRN appears on share certificates. Internet
share dealing isonly available to residents in either the UK,
Channel Islands or Isle of Man.
Postal share dealing service
The postal share dealing service offers a way to sell or
purchase shares (subject to availability). To use the service
you must be a resident of the UK or one of the permitted
jurisdictions. A full list of permitted jurisdictions can be
found at www.computershare.com/dealing/uk. If you
wish to use the service, you can download a postal
share dealing form and the terms and conditions at
www.computershare.com/dealing/uk. The fee for this
service is 1.4% of the value of each sale or purchase and
is subject to a minimum charge of £40. Stamp duty of
0.5% may be payable on purchases. Detailed terms and
conditions for both internet and postal dealing are
available upon request by calling +44 370 702 0000.
ShareGift
If you have a small number of shares whose value
makes it uneconomical to sell, you may wish to consider
donating them to ShareGift, which is a UK-registered
charity specialising in realising the value locked up in
small shareholdings for charitable purposes. The resulting
proceeds are donated to a range of charities, reflecting
suggestions received from donors. Should you wish
to donate your Tullow Oil plc shares in this way,
please download and complete a transfer form from
www.sharegift.org/forms, sign it and send it together
with the share certificate to ShareGift, PO Box 72253,
London SW1P 9LQ. For more information regarding
this charity, visit www.sharegift.org.
Shareholder information
Strategic report Corporate governance
156 – Tullow Oil plc Annual Report and Accounts 2025
Supplementary informationFinancial statements

Electronic communication
To reduce impact on the environment, the Company encourages all shareholders to receive their shareholder
communications, including Annual Reports and notices of meetings, electronically. Once registered for electronic
communications, shareholders will be sent an email each time the Company publishes statutory documents,
providing a link to the information.
Shareholder security
Shareholders are advised to be cautious of unsolicited advice, offers to buy shares at a discount or offers of free
company reports. If you receive any unsolicited investment advice:
• Obtain the name of the person and the organisation.
• Check they are authorised by the FCA by looking the firm up on www.fca.org.uk/register.
• Report the matter to the FCA either by calling 0800 111 6768 or visiting www.fca.org.uk/consumers.
Further information is available at www.tullowoil.com/investors/shareholder-centre.
Corporate brokers
Barclays
5 North Colonnade,
Canary Wharf,
London E14 4BB
Peel Hunt
100 Liverpool Street,
London EC2M 2AT
Auditor
Ernst and Young LLP
1 More London Place,
London SE1 2AF
Tullow Oil plc’s commitment to environmental issues is reflected in
thisAnnualReport, which has been printed on Indigo Arena Extra White
Smooth, an FSC® certified material.
This document was printed by Pureprint Group using its environmental print
technology, with 99% of dry waste diverted from landfill, minimising the impact
of printing on the environment. The printer is a CarbonNeutral® company.
Both the printer and the paper mill are registered to ISO 14001.
Strategic report Corporate governance
Tullow Oil plc Annual Report and Accounts 2025 – 157
Supplementary informationFinancial statements

Tullow Oil plc Annual Report and Accounts 2025
Registered office
9 Chiswick Park
566 Chiswick High Road
London W4 5XT
Company registered in England and Wales
No. 3919249
www.tullowoil.com

Tullow Oil plc Annual Report and Accounts 2025