Abraxas Petroleum Corporation and AG Energy Funding, LLC (AGEF) entered into an Exchange Agreement dated January 3, 2022. On September 13, 2022, AGEF and Biglari Holdings Inc. (Biglari), entered into a Preferred Stock Purchase Agreement (Purchase Agreement) and an Assignment and Assumption Agreement (Assignment Agreement). Following Biglari's acquisition of the Preferred Shares, a change in control of the Company occurred.

In connection with the transactions contemplated by the Purchase Agreement, Messrs. Todd Dittmann, David Roberts, Damon Putman, and Daniel Baddeloo tendered letters of resignation to the board of directors of the Company (the “ Board”) in which they resigned from their positions on the Board. In accordance with the terms of the Purchase Agreement, the resignations became effective immediately prior to 10:00 a.m., New York City time, on September 13, 2022 (Closing).

At the time of their resignations, Mr. Dittmann served as a Class I member of the Board, Mr. Roberts served as a Class II member of the Board, and Messrs. Putman and Baddeloo served as Class III members of the Board. Messrs.

Putman and Baddeloo also held positions on the Company's Audit and Compensation Committees, with Mr. Baddeloo being the Chairman of the Audit Committee and Mr. Putman being the Chairman of the Compensation Committee. Messrs. Dittmann, Roberts, Putman, and Baddeloo resigned from the Board given the change in control of the Company described in Item 5.01 of this Current Report on Form 8-K and in accordance with the conditions of Closing set forth in the Purchase Agreement.

Mr. Robert L.G. Watson will continue to serve as a Class II member of the Board until the expiration of his term when he stands for re-election in 2023. Mr. Brian L. Melton will continue to serve as a Class III member of the Board until the expiration of his term when he stands for re-election in 2025. In accordance with the terms of the Purchase Agreement, on September 13, 2022, the Board voted to appoint Messrs.

Sardar Biglari, Philip Cooley, and Bruce Lewis as members of the Board to fill vacancies created by the resignations of Messrs. Dittmann, Putman, and Baddeloo. Mr. Biglari will fill the vacancy created by the resignation of Mr. Dittmann and will serve as a Class I director.

Messrs. Cooley and Lewis will fill the vacancies created by the resignations of Messrs. Baddeloo and Putman and will serve as Class III directors.

The new directors will serve in their respective roles until the next annual meeting of the stockholders of the Company at which such person's class of directors stands for election, or until their earlier resignation or removal. The Class II director vacancy created by the resignation of Mr. Roberts will remain vacant until further action with respect thereto by the Board or the Company's stockholders. All three newly appointed members of the Board are affiliated with officers and directors of Biglari Holdings Inc. Upon the effectiveness of their appointment to the Company's Board, Messrs.

Biglari, Cooley, and Lewis will become subject to Section 16 of the Securities Exchange Act of 1934. In connection with the change in control of the Company described in Item 5.01 of this Current Report on Form 8-K, Mr. Steven P. Harris was informed on September 15, 2022 that his services as the Vice President – Chief Financial Officer of the Company would no longer be required, effective as of September 30, 2022. In consideration for Mr. Harris's services, the Company will pay Mr. Harris a severance payment equal to one month of Mr. Harris's salary compensation for each year of his service to the Company.

Mr. Harris has served as the Company's Vice President – Chief Financial Officer since November 2018.