SEC Form 3
Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Mukherjee Samik

(Last) (First) (Middle)


(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
3. Issuer Name and Ticker or Trading Symbol
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) (2)(3) Common Stock 500,000 (4) D
Explanation of Responses:
1. The restricted stock units ("RSUs") vest as follows: (i) 166,666 units upon the affirmative final investment decision by the board of directors of Tellurian Inc. ("Tellurian" or the "Issuer") with respect to the Driftwood LNG project (the "FID Date"), (ii) 166,667 units upon the one-year anniversary of the FID Date, and (iii) 166,667 units upon the two-year anniversary of the FID Date.
2. Subject to certain exceptions set forth in the Reporting Person's RSU agreement pursuant to the Tellurian Inc. Amended and Restated 2016 Omnibus Incentive Compensation Plan (as amended and restated from time to time, the "2016 Tellurian Plan"), if the Reporting Person experiences a Termination of Service (as defined in the 2016 Tellurian Plan) for any reason, the Reporting Person shall forfeit to the Issuer, without compensation, any RSUs that are unvested as of the date of such Termination of Service;
3. provided, however, that in the event the Reporting Person experiences a Termination of Service due to his death or Disability (as defined in the 2016 Tellurian Plan) or by the Issuer without Cause (as defined in the Reporting Person's RSU agreement), in either case following the six-month anniversary of the Reporting Person's commencement of employment with the Issuer and while any of the RSUs are unvested, the RSUs shall not be forfeited and instead shall remain outstanding and eligible to vest, without regard to the requirement of the Reporting Person's continued employment or other service through the date of vesting, subject to certain conditions set forth in the Reporting Person's RSU agreement.
4. Each RSU represents a contingent right to receive upon vesting one share of Tellurian common stock, cash of equal value, or a combination of both.
President, Tellurian Investments Exhibit List: Exhibit 24.1--Power of Attorney
/s/ Meredith Mouer under Power of Attorney by Samik Mukherjee 03/22/2024
** Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.