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TGS Vesting Under the 2018 Long-term Incentive Plan

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·3-min read
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In accordance with the measures approved by the shareholders of TGS at the Annual General Meeting on 8 May 2018, the Board of Directors of TGS NOPEC Geophysical Company ASA authorized TGS to grant Performance Stock Units (PSUs), Performance Restricted Stock Units (P-RSUs), and Restricted Stock Units (RSUs) under the 2018 Long Term Incentive Plan to key employees of TGS on 3 August 2018. Each RSU represented the right to receive one share, while each PSU and P-RSU represented the right to receive a maximum of one share depending on performance against target metrics during the measurement period of 1 January 2018 to 31 December 2020. The granted PSUs, P-RSUs, and RSUs were secured by free-standing warrants.

In accordance with the terms of the 2018 Long Term Incentive Plan, the PSUs, P-RSUs, and RSUs vested on 3 August 2021, resulting in a total of 58 PSU/P-RSU/RSU holders having the right to request the issuance of a total of 247,000 TGS shares at par value NOK 0.25. The TGS Board of Directors determined that the final payout on the PSUs and P-RSUs is 60% based on achievement of performance metrics set forth in the plan, resulting in a total of 174,000 shares issuable to ten holders of the vested PSUs and 16,800 shares issuable to four holders of P-RSUs. In addition, 56,200 shares are issuable to 44 employees for the vesting of the RSUs.

PSU/P-RSU/RSU holders have the option of allowing a portion of their vested shares to be cash settled by TGS, using the fair market value of the shares as defined under the plan, to cover tax withholding obligations and other necessary deductions that arise in connection with the vest.

The following primary insiders have the right to request the issuance of the following number of TGS shares related to the vesting of the PSUs/P-RSUs/RSUs, a portion of which may be cash-settled as described above:

----Fredrik Amundsen -- 15,000 shares

----William J.C. Ashby -- 15,000 shares

----Whitney Eaton --­­ 1,000 shares

----Kristian Kuvaas Johansen -- 40,800 shares

----Sven Borre Larsen ­-- 19,200 shares

----Tana LaDon Pool --­­ 15,000 shares

----Tanya Herwanger -- 9,000 shares

----Amund Soia -- 1,000 shares

----David Hajovsky -- 4,200 shares

Attached is the list of primary insiders reflecting the balance of free-standing warrants relating to granted PSUs, P-RSUs, and RSUs after the vesting of the 2018 Long Term Incentive Plan.

About TGS
TGS provides scientific data and intelligence to companies active in the energy sector. In addition to a global, extensive and diverse energy data library, TGS offers specialized services such as advanced processing and analytics alongside cloud-based data applications and solutions.

Forward Looking Statement
All statements in this press release other than statements of historical fact are forward-looking statements, which are subject to a number of risks, uncertainties and assumptions that are difficult to predict, and are based upon assumptions as to future events that may not prove accurate. These factors include TGS' reliance on a cyclical industry and principal customers, TGS' ability to continue to expand markets for licensing of data, and TGS' ability to acquire and process data product at costs commensurate with profitability, as well as volatile market conditions, which have been exacerbated by the COVID-19 pandemic and the severe drop in oil prices. Actual results may differ materially from those expected or projected in the forward-looking statements. TGS undertakes no responsibility or obligation to update or alter forward-looking statements for any reason.

For more information, contact:

Sven Børre Larsen
SVP Strategy
+47 90 94 36 73
investor@tgs.com

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