David DesAutels, currently Executive Vice President of Corporate Development of VAALCO Energy, Inc. (“VAALCO”), will retire from his position effective March 14, 2023 and will provide transitional support as an employee of VAALCO until that date. On March 8, 2023, Mr. DesAutels and VAALCO entered into a separation and release agreement (the “Separation Agreement”). Pursuant to the Separation Agreement, Mr. DesAutels will be entitled to receive (i) a cash severance payment equal to $145,917, less applicable withholdings and taxes, payable in a lump sum; and (ii) a cash payment of $98,914, which is the amount of the annual cash bonus amount that Mr. DesAutels otherwise might have received if employed through the date of payment.

The Separation Agreement provides for certain customary terms and conditions relating to separation from employment including, without limitation, releases from liability, cooperation, assistance, non-disparagement and confidentiality provisions. On March 8, 2023, VAALCO and Mr. DesAutels entered into a consulting agreement, (the “Consulting Agreement”), pursuant to which Mr. DesAutels has agreed to perform transition consulting services with respect to business development and VAALCO's petroleum operations for up to 13 months from the date of the Consulting Agreement unless the Consulting Agreement is terminated earlier. Pursuant to the Consulting Agreement, VAALCO will pay Mr. DesAutels $5,000 per full month, subject to increase in the event Mr. DesAutels is required to perform the services for more than three days during any workweek, and provide for customary expense reimbursements.

The Consulting Agreement provides for customary terms and conditions relating to the provision of services from Mr. DesAutels including, without limitation, confidentiality and non-competition provisions. Pursuant to the terms of the Separation Agreement and the Consulting Agreement, Mr. DesAutels will not be deemed to be terminated for purposes of all equity awards granted to Mr. DesAutels in accordance with the terms of the VAALCO Energy, Inc. 2020 Long Term Incentive Plan (the “Plan”) until the termination of the Consulting Agreement. Additional details regarding the Plan are included in VAALCO's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 29, 2020.