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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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Sable Offshore Corp. (Name of Issuer) |
Common stock, par value $0.0001 (Title of Class of Securities) |
78574H104 (CUSIP Number) |
12/31/2025 (Date of Event Which Requires Filing of this Statement) |
| CUSIP No. | 78574H104 |
| 1 |
Names of Reporting Persons
FourWorld Capital Management LLC |
| 2 |
Check the appropriate box if a member of a Group (see instructions)
☐ (a) ☐ (b) |
| 3 | SEC Use Only |
| 4 |
Citizenship or Place of Organization
DELAWARE
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | 5
Sole Voting Power:
0.00 6
Shared Voting Power:
8,412,108.00 7
Sole Dispositive Power:
0.00 8
Shared Dispositive Power:
8,412,108.00 |
| 9 |
Aggregate Amount Beneficially Owned by Each Reporting Person
8,412,108.00 |
| 10 |
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
☐ |
| 11 |
Percent of class represented by amount in row (9)
5.8 % |
| 12 |
Type of Reporting Person (See Instructions)
IA |
| CUSIP No. | 78574H104 |
| 1 |
Names of Reporting Persons
John Addis |
| 2 |
Check the appropriate box if a member of a Group (see instructions)
☐ (a) ☐ (b) |
| 3 | SEC Use Only |
| 4 |
Citizenship or Place of Organization
UNITED STATES
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | 5
Sole Voting Power:
0.00 6
Shared Voting Power:
8,412,108.00 7
Sole Dispositive Power:
0.00 8
Shared Dispositive Power:
8,412,108.00 |
| 9 |
Aggregate Amount Beneficially Owned by Each Reporting Person
8,412,108.00 |
| 10 |
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
☐ |
| 11 |
Percent of class represented by amount in row (9)
5.8 % |
| 12 |
Type of Reporting Person (See Instructions)
IN, HC |
| Item 1. | ||
| (a) |
Name of issuer:
Sable Offshore Corp. | |
| (b) |
Address of issuer's principal executive offices:
845 Texas Avenue, Suite 2800, Houston, TEXAS, 77002. | |
| Item 2. | ||
| (a) |
Name of person filing:
FourWorld Capital Management LLC
John Addis
Each a "Filer." | |
| (b) |
Address or principal business office or, if none, residence:
The address for each Filer is 7 World Trade Center, Floor 46, New York, NY 10007. | |
| (c) |
Citizenship:
See Item 4 of the cover page for each Filer. | |
| (d) |
Title of class of securities:
Common stock, par value $0.0001 | |
| (e) |
CUSIP No.:
78574H104 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | ☐ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | ☐ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | ☐ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | ☐ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | ☒ An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | ☐ An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | ☐ A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | ☐ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i) | ☐ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | ☐ A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | ☐ Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) |
Amount beneficially owned:
See Item 9 of the cover page for each Filer. | |
| (b) |
Percent of class:
See Item 11 of the cover page for each Filer. %
| |
| (c) |
Number of shares as to which the person has:
| |
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(i) Sole power to vote or to direct the vote:
See Item 5 of the cover page for each Filer. | ||
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(ii) Shared power to vote or to direct the vote:
See Item 6 of the cover page for each Filer. | ||
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(iii) Sole power to dispose or to direct the disposition of:
See Item 7 of the cover page for each Filer. | ||
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(iv) Shared power to dispose or to direct the disposition of:
See Item 8 of the cover page for each Filer. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
| ||
| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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FourWorld Capital Management LLC |
| Signature: | John Addis | |
| Name/Title: | Managing Member | |
| Date: | 02/19/2026 |
John Addis |
| Signature: | John Addis | |
| Name/Title: | Authorized Signatory | |
| Date: | 02/19/2026 |
| Exhibit Information: Exhibit 1: Joint Filing Agreement |
EXHIBIT 1
AGREEMENT REGARDING JOINT FILING
OF STATEMENT ON SCHEDULE 13G
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. The undersigned hereby further agree that this Joint Filing Agreement may be executed in any number of counterparts, each of which when so executed shall be deemed to be an original, but all of which counterparts shall together constitute one and the same instrument.
Dated: February 19, 2026
FourWorld Capital Management LLC
By: /s/ John Addis
Name: John Addis
Title: Managing Member
John Addis
By: /s/ John Addis