{"filing":{"accession_number":"0001831481-26-000092","cik":"0001831481","ticker":"SOC","company_name":"Sable Offshore Corp.","form":"8-K","filing_date":"2026-07-02","report_date":null,"primary_document":"socc-20260630.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1831481/000183148126000092/socc-20260630.htm"},"events":[{"id":15957,"run_id":14232,"accession_number":"0001831481-26-000092","anchor_item_number":"2.03","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"Sable Offshore Corp. issued $345.0 million aggregate principal amount of 6.5% Convertible Senior Notes due 2031 on July 2, 2026, pursuant to an indenture with U.S. Bank Trust Company as trustee. The notes are senior, unsecured obligations with conversion rights, redemption provisions, and fundamental change repurchase rights, representing a significant capital-raising transaction.","company_name":"Sable Offshore Corp.","ticker":"SOC","filing_date":"2026-07-02","form":"8-K","submitted_at":null,"items":[{"id":13888,"accession_number":"0001831481-26-000092","item_number":"1.01","item_title":"Entry Into a Material Definitive Agreement.","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Sable Offshore Corp. issued $345.0 million aggregate principal amount of 6.5% Convertible Senior Notes due 2031 on July 2, 2026, pursuant to an indenture with U.S. Bank Trust Company as trustee. This is a material creation of a direct financial obligation—a debt issuance—disclosed under Item 1.01 (Entry Into a Material Definitive Agreement). The notes are senior, unsecured obligations with detailed terms including conversion rights, redemption provisions, and fundamental change repurchase rights, representing a significant capital-raising transaction that would materially affect a reasonable investor's assessment of the company's financial position and obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:52:52.663557+00:00","company_name":"","ticker":null,"filing_date":""},{"id":13889,"accession_number":"0001831481-26-000092","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 2.03 discloses the creation of a direct financial obligation through the issuance of $300 million aggregate principal amount of 6.5% convertible senior notes due 2031. The exhibits confirm pricing and settlement details (July 2, 2026), with the notes being senior, unsecured obligations accruing interest semi-annually. This is a material debt issuance used to refinance existing debt with Exxon Mobil Corporation and fund general corporate purposes.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:52:52.663557+00:00","company_name":"","ticker":null,"filing_date":""},{"id":13890,"accession_number":"0001831481-26-000092","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"Sable Offshore announced and priced concurrent public offerings of $100 million in common stock (32.5 million shares at $3.08/share) and $300 million in convertible senior notes due 2031. The convertible notes are effectively dilutive equity instruments, as noteholders have conversion rights into common stock at an initial conversion price of $4.00 per share (30% premium to offering price). The company explicitly states it will use proceeds to refinance existing debt and for general corporate purposes, and the offerings are cross-conditioned with a new term loan. This represents a material capital raise with significant dilution to existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:52:52.663557+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":13888,"accession_number":"0001831481-26-000092","item_number":"1.01","item_title":"Entry Into a Material Definitive Agreement.","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Sable Offshore Corp. issued $345.0 million aggregate principal amount of 6.5% Convertible Senior Notes due 2031 on July 2, 2026, pursuant to an indenture with U.S. Bank Trust Company as trustee. This is a material creation of a direct financial obligation—a debt issuance—disclosed under Item 1.01 (Entry Into a Material Definitive Agreement). The notes are senior, unsecured obligations with detailed terms including conversion rights, redemption provisions, and fundamental change repurchase rights, representing a significant capital-raising transaction that would materially affect a reasonable investor's assessment of the company's financial position and obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:52:52.663557+00:00","company_name":"Sable Offshore Corp.","ticker":"SOC","filing_date":"2026-07-02"},{"id":13889,"accession_number":"0001831481-26-000092","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 2.03 discloses the creation of a direct financial obligation through the issuance of $300 million aggregate principal amount of 6.5% convertible senior notes due 2031. The exhibits confirm pricing and settlement details (July 2, 2026), with the notes being senior, unsecured obligations accruing interest semi-annually. This is a material debt issuance used to refinance existing debt with Exxon Mobil Corporation and fund general corporate purposes.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:52:52.663557+00:00","company_name":"Sable Offshore Corp.","ticker":"SOC","filing_date":"2026-07-02"},{"id":13890,"accession_number":"0001831481-26-000092","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"Sable Offshore announced and priced concurrent public offerings of $100 million in common stock (32.5 million shares at $3.08/share) and $300 million in convertible senior notes due 2031. The convertible notes are effectively dilutive equity instruments, as noteholders have conversion rights into common stock at an initial conversion price of $4.00 per share (30% premium to offering price). The company explicitly states it will use proceeds to refinance existing debt and for general corporate purposes, and the offerings are cross-conditioned with a new term loan. This represents a material capital raise with significant dilution to existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:52:52.663557+00:00","company_name":"Sable Offshore Corp.","ticker":"SOC","filing_date":"2026-07-02"}]}