DEF 14A of Tamboran Resources Corp

APPROVAL OF THE ISSUANCE OF SHARES OF COMMON STOCK TO CERTAIN DIRECTORS AND OFFICERS OF THE COMPANY PURSUANT TO THE COMPANY’S MAY 2025 PIPE FINANCING

APPROVAL OF THE ISSUANCE OF SHARES OF COMMON STOCK TO CERTAIN DIRECTORS AND OFFICERS OF THE COMPANY PURSUANT TO THE COMPANY’S MAY 2025 PIPE FINANCING On May 12, 2025, the Company entered into subscription agreements with certain directors and officers of the Company (the “D&O PIPE Investors”), pursuant to which, among other things, the D&O PIPE Investors agreed to subscribe for and purchase from the Company, and the Company agreed to issue and sell to the D&O PIPE Investors, an aggregate of 54,463 newly issued shares of common stock (the “D&O Shares”) at a price per share of $17.74 per share, representing a 15% discount to the May 12, 2025 closing price of the Company’s common stock on the NYSE of $20.87.