Form 8-K

8-K — NABORS INDUSTRIES LTD

Accession: 0001104659-26-040436

Filed: 2026-04-07

Period: 2026-04-07

CIK: 0001163739

SIC: 1381 (DRILLING OIL & GAS WELLS)

Item: Entry into a Material Definitive Agreement

Item: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Item: Financial Statements and Exhibits

Documents

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0001163739

2026-04-07

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

Form 8-K

CURRENT

REPORT

PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES

EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

April 7, 2026

NABORS INDUSTRIES LTD.

(Exact name of registrant as specified in

its charter)

Bermuda

001-32657

98-0363970

(State or Other Jurisdiction of

Incorporation or Organization)

(Commission File Number)

(I.R.S. Employer

Identification No.)

Crown House

4 Par-la-Ville Road

Second Floor

Hamilton, HM08 Bermuda

N/A

(Address of principal executive offices)

(Zip Code)

(441) 292-1510

(Registrant’s telephone number, including

area code)

N/A

(Former name or former address, if changed

since last report.)

Check the appropriate box below if the Form 8-K filing

is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of exchange on which

registered

Common shares

NBR

NYSE

Indicate by check mark whether the registrant is an emerging

growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of

the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth

company ¨

If an emerging

growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with

any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 1.01 Entry into a Material Definitive Agreement.

On April 7, 2026, Nabors Industries, Inc. (“Nabors Delaware”),

a wholly owned subsidiary of Nabors Industries Ltd. (the “Company”), and the Company entered into an Incremental Joinder to

the A&R Credit Agreement (the “Joinder”), among themselves, BOKF, NA dba Bank of Texas, as the incremental letters of

credit facility participant, the issuing banks party thereto and Citibank, N.A., as administrative agent, joining to and amending the

amended and restated credit agreement dated June 17, 2024 (as amended, restated, supplemented or otherwise modified prior to April 7,

2026, the “A&R Credit Agreement”), among Nabors Delaware, the Company, the other guarantors from time to time party thereto,

the revolving lenders, the letter of credit facility participants, the issuing banks and other lenders party thereto and Citibank, N.A.,

as administrative agent.

The

Joinder provides for the establishment of an increase in the Letters of Credit Maximum Amount (as defined in the A&R Credit Agreement)

in an aggregate amount equal to $25,000,000. After giving effect to the foregoing increase, Nabors Delaware shall be permitted

to issue reimbursement obligations under letters of credit in an aggregate principal amount at any time outstanding not in excess of $150,000,000,

which shall not affect revolving loan capacity.

A copy of the Joinder, which is filed as an exhibit

to this Form 8-K as Exhibit 10.1, is incorporated herein by reference and should be read in its entirety for a complete description of

its provisions. The summary in this report is qualified in its entirety by the text of such provisions.

Item 2.03 Creation of a Direct Financial Obligation

or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information provided in Item 1.01 of this

Current Report on Form 8-K is hereby incorporated by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit

No.

Description

10.1

Incremental Joinder to the Credit Agreement, dated as of April 7, 2026, among Nabors Industries, Inc., as Borrower, Nabors Industries Ltd., as Holdings, BOKF, NA dba Bank of Texas, as the incremental letters of credit facility participant, the Issuing Banks party thereto and Citibank, N.A., as Administrative Agent.*

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

Certain schedules and exhibits have been omitted in accordance with Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished supplementally to the Securities and Exchange Commission upon request.

SIGNATURES

Pursuant to the requirements of the Securities

Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

NABORS INDUSTRIES LTD.

Date: April 7, 2026

By:

/s/ Mark D. Andrews

Name: Mark D. Andrews

Title: Corporate Secretary

EX-10.1 — EXHIBIT 10.1

EX-10.1

Filename: tm2611318d1_ex10-1.htm · Sequence: 2

Exhibit 10.1

Execution

Version

INCREMENTAL JOINDER TO THE CREDIT AGREEMENT

This

INCREMENTAL JOINDER TO THE CREDIT AGREEMENT, dated as of April 7, 2026 (this “Joinder”), is entered

into by and among NABORS INDUSTRIES, INC., a Delaware corporation (“Borrower”), NABORS INDUSTRIES LTD., a Bermuda

exempted company (“Holdings”), BOKF, NA dba Bank of Texas (the “Incremental Letters of Credit Facility Participant”),

the Issuing Banks party hereto and CITIBANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”).

Unless otherwise defined herein, capitalized terms defined in the Credit Agreement (as defined below) have the same meanings when used

in this Joinder.

W I T N E S S E T H:

WHEREAS, Borrower, Holdings

and the Administrative Agent, inter alios, entered into that certain Amended and Restated Credit Agreement dated as of June 17,

2024 (as amended by that certain Amendment No. 1 to Credit Agreement dated as of September 4, 2025 and as further amended, restated,

amended and restated, modified or supplemented prior to the date hereof, the “Existing Credit Agreement”, and the Existing

Credit Agreement, as amended by this Joinder, the “Credit Agreement”) by and among the Borrower, Holdings, the other

Guarantors from time to time party thereto, the Lenders party thereto, the Issuing Banks party thereto and the Administrative Agent;

WHEREAS, Borrower desires to

amend the Existing Credit Agreement to establish an Incremental Commitment in an amount equal to $25,000,000 pursuant to Section 2.23

thereof, which shall increase the US Dollar amount specified in clause (x) of the definition of “Letters of Credit Maximum

Amount” to $150,000,000; and

NOW

THEREFORE, in consideration of the premises and mutual covenants hereinafter set forth, the parties

hereto agree as follows:

SECTION 1.         Increase

in Commitments. Subject to and upon the terms and conditions set forth herein and in the Existing Credit Agreement, the Incremental

Letters of Credit Facility Participant hereby (a) agrees to establish an increase in the Letters of Credit Maximum Amount in an aggregate

amount equal to $25,000,000 and (b) agrees to the terms of, and to perform all obligations under, the Credit Agreement as a Letters

of Credit Facility Participant, and by its signature below becomes a Letters of Credit Facility Participant under the Credit Agreement

with the same force and effect as if originally named therein as a Letters of Credit Facility Participant. The Incremental Letters of

Credit Facility Participant shall have all of the rights and obligations of a “Letters of Credit Facility Participant” and

a “Lender” holding an “Incremental Commitment” and a “Letters of Credit Maximum Amount” under the

Credit Agreement and the definition of “Letters of Credit Facility Participant” shall be deemed to include such Incremental

Letters of Credit Facility Participant. After giving effect to the foregoing increase on the Joinder Effective Date (as defined below),

the US Dollar amount specified in clause (x) of the definition of “Letters of Credit Maximum Amount” shall increase from

$125,000,000 to $150,000,000.

SECTION 2.         Amendments

to the Existing Credit Agreement. The Existing Credit Agreement is hereby amended as of the Joinder Effective Date as follows:

(a)            The

recitals to the Existing Credit Agreement are hereby amended by adding the following provision as the last paragraph to the recitals:

“WHEREAS,

pursuant to Section 2.23, the Borrower has requested that the Administrative Agent enter into the Incremental Joinder to Credit Agreement,

dated as of April 7, 2026 (such date, the “Joinder Effective Date”), by and among the Borrower, Holdings, the

other Guarantors party thereto, the Incremental Letters of Credit Facility Participant (as defined therein), the Issuing Banks party thereto

and the Administrative Agent to establish an increase in the US Dollar amount specified in clause (x) of the definition of “Letters

of Credit Maximum Amount” from $125,000,000 to $150,000,000;”;

(b)            Section 1.01

of the Existing Credit Agreement is hereby amended by adding the following new definition in the appropriate alphabetical order:

““Joinder

Effective Date” shall have the meaning assigned to such term in the preamble hereto.”;

definition of “Letters of Credit Maximum Amount” in Section 1.01 of the Existing Credit Agreement is hereby amended and

restated in its entirety as follows:

““Letters

of Credit Maximum Amount” shall mean, at any time, the sum of (x) (A) prior to the Joinder Effective Date, US$125,000,000

and (B) as of the Joinder Effective Date, US$150,000,000 (which amount, for the avoidance of doubt, includes US$25,000,000 incurred

as an Incremental Facility under the terms of Section 2.23) plus (y) the amount of any other letter of credit facility

pursuant to Section 6.06(p)(i) incurred as an incremental facility hereunder plus (z) any additional

Letters of Credit Maximum Amount incurred as an Incremental Facility hereunder pursuant to Section 2.23 (which such

amount, for the avoidance of doubt, shall be in addition to, and not limited by, any amounts incurred pursuant to Section 6.06(p)(i));

provided, however, that no Letter of Credit Facility Participant shall have outstanding at any time L/C Exposure in an amount

in excess of the amount shown as the “Letters of Credit Maximum Amount” of such Letter of Credit Facility Participant as set

forth in Schedule V. For the avoidance of doubt, Letters of Credit Maximum Amount is not a part of, and is in addition to,

the Revolving Commitments.”; and

(d)            Schedule

V to the Existing Credit Agreement is hereby amended and restated in its entirety as set forth on Annex A to this Agreement.

SECTION 3.         Effectiveness.

This Joinder shall become effective as of the date (the “Joinder Effective Date”) on which the following conditions

have been satisfied or waived:

(a)            The

Administrative Agent (or its counsel) shall have received (i) a duly executed and completed counterpart hereof that bears the signature

of the Borrower, (ii) a duly executed and completed counterpart hereof that bears the signature of Holdings, (iii) a duly executed

and completed counterpart hereof that bears the signature of the Administrative Agent, (iv) a duly executed and completed counterpart

hereof that bears the signature of the Incremental Letters of Credit Facility Participant and (v) a duly executed and completed counterpart

hereof that bears the signature of each Issuing Bank;

(b)            The

Administrative Agent shall have received reimbursement of reasonable and documented out of pocket expenses (to the extent invoiced no

later than one Business Day prior to the Joinder Effective Date) in connection with this Joinder;

of the representations and warranties made by any Loan Party set forth in Article III of the Credit Agreement and in the other Loan

Documents to which it is a party shall be true and correct in all material respects (or, to the extent such representations and warranties

are qualified by materiality, in all respects) on and as of the Joinder Effective Date with the same effect as though made on and as of

the Joinder Effective Date (except to the extent such representation and warranty speaks to an earlier date, in which case such representation

and warranty shall be true and correct in all material respects (or, to the extent such representations and warranties are qualified by

materiality, in all respects) on and as of such earlier date);

(d)            Each

Loan Party shall be in compliance in all material respects with all the terms and provisions set forth herein, in the Credit Agreement

and in each other Loan Document to which it is a party on its part to be observed or performed, and, at the time of and immediately after

giving effect to this Joinder, no Default or Event of Default shall have occurred and be continuing;

(e)            On

a pro forma basis, the Borrower shall be in compliance with all of the covenants set forth in Section 5.02 of the Credit Agreement

as of the end of the latest fiscal quarter after giving effect to this Joinder;

(f)             The

Administrative Agent shall have received a certificate of the secretary or assistant secretary of the Borrower and Holdings dated the

Joinder Effective Date, certifying (i) that attached thereto is a true and complete copy of each Organizational Document of such

Loan Party certified (to the extent applicable) by the Secretary of State (or applicable Governmental Authority) of the jurisdiction of

its incorporation, (ii) that attached thereto is a true and complete copy of resolutions duly adopted by the Board of Directors of

the Borrower or Holdings, as applicable, authorizing the execution, delivery and performance of the Joinder and that such resolutions

have not been modified, rescinded or amended and are in full force and effect and (iii) as to the incumbency and specimen signature

of each officer executing the Joinder or any other document delivered in connection herewith on behalf of the Borrower or Holdings, as

applicable, (together with a certificate of another officer as to the incumbency and specimen signature of the secretary or assistant

secretary executing the certificate in this clause (f));

(g)            The

Administrative Agent shall have received a certificate as to the good standing (or equivalent) of each Loan Party (in so-called “long-form”

if available) as of a recent date, from such Secretary of State (or other applicable Governmental Authority); and

(h)            The

Administrative Agent shall have received a certificate, dated the Joinder Effective Date and signed by the chief executive officer and

the treasurer or other senior financial officer of Borrower and Holdings, certifying compliance with the conditions precedent set forth

in Section 4.02(b), (c), (d), (e), (f) and (g) and Section 5.02 of the Existing Credit Agreement.

SECTION 4.         Representations

and Warranties. Borrower represents and warrants to the Administrative Agent that as of the Joinder Effective Date:

(a)            Each

of the representations and warranties made by any Loan Party set forth in Article III of the Credit Agreement and in the other Loan

Documents to which it is a party are true and correct in all material respects (or, to the extent such representations and warranties

are qualified by materiality or “Material Adverse Effect”, in all respects) on and as of the Joinder Effective Date with the

same effect as though made on and as of the Joinder Effective Date (except to the extent such representation and warranty speaks to an

earlier date, in which case such representation and warranty shall be true and correct in all material respects (or, to the extent such

representations and warranties are qualified by materiality or “Material Adverse Effect”, in all respects) on and as of such

earlier date); and

(b)            No

Default or Event of Default shall have occurred and be continuing both before and after giving effect to this Joinder.

SECTION 5.         Effect

of Joinder.

5.1.           Except

as expressly set forth herein, this Joinder shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect

the rights and remedies of the Lenders and the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not

alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement

or of any other Loan Document, all of which are hereby ratified and affirmed in all respects and shall continue in full force and effect.

Nothing herein shall be deemed to entitle Borrower to a consent to, or a waiver, amendment, modification or other change of, any of the

terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different

circumstances.

5.2.           Borrower,

on behalf of itself and each Loan Party, hereby (a) acknowledges and consents to this Joinder; (b) ratifies and confirms all

of its respective obligations and liabilities under the Loan Documents to which it is a party and ratifies and confirms that such obligations

and liabilities remain in full force and effect and extend to and continue in effect with respect to, and continue to guarantee and secure,

as applicable, the obligations of Borrower under the Credit Agreement, as amended by this Joinder; and (c) acknowledges and confirms

that the liens and security interests granted by it pursuant to the Security Documents to which it is a party are and continue to be valid

and perfected (if and to the extent required to be perfected under the Security Documents to which it is a party) liens and security interests

in the Collateral (subject only to Liens permitted under the Loan Documents) that secure all of the obligations of such Guarantor under

the Loan Documents to which it is a party to the same extent that such liens and security interests in the Collateral were valid and perfected

(if and to the extent required to be perfected under the Security Documents to which it is a party) immediately prior to giving effect

to the execution and delivery of this Joinder.

5.3.           On

and after the Joinder Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”,

“hereof”, “herein”, or words of like import, and each reference to the Credit Agreement in any other Loan Document

shall be deemed a reference to the Credit Agreement as amended hereby.

5.4.           This

Joinder shall constitute a “Loan Document” for all purposes of the Credit Agreement and the other Loan Documents.

SECTION 6.         General.

6.1.            GOVERNING

LAW. THIS JOINDER AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THIS JOINDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED

BY THE LAWS OF THE STATE OF NEW YORK.

6.2.           Incorporation

by Reference. The parties hereto acknowledge and agree that Sections 10.07, 10.10, 10.11 and 10.13 of the Credit Agreement are incorporated

herein by reference mutatis mutandis.

6.3.           Counterparts.

This Joinder may be executed by one or more of the parties to this Joinder on any number of separate counterparts, and all of said counterparts

taken together shall be deemed to constitute one and the same instrument. Delivery of an executed signature page of this Joinder

by email or facsimile transmission (or other electronic transmission) shall be effective as delivery of a manually executed counterpart

hereof.

6.4.           Electronic

Execution. The words “execution”, “signed”, “signature” and words of like import in this Joinder

shall be deemed to include electronic signatures or the keeping of records in electronic form, each of which shall be of the same legal

effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may

be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce

Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions

Act.

6.5.           Entire

Agreement. This Joinder embodies the entire agreement and understanding among the parties hereto with respect to the subject matter

hereof and supersedes all prior or contemporaneous agreements and understandings of such Persons, verbal or written, relating to the subject

matter hereof.

6.6.           Severability.

Any provision of this Joinder held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective

to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining

provisions hereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any

other jurisdiction.

6.7.           Headings.

The headings of this Joinder are used for convenience of reference only, are not part of this Joinder and shall not affect the construction

of, or be taken into consideration in interpreting, this Joinder.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

IN WITNESS WHEREOF, the parties

hereto have caused this Joinder to be duly executed and delivered by their respective duly authorized officers as of the day and year

first above written.

NABORS INDUSTRIES, INC.,

as Borrower

By:

/s/ Bob (Popin) Su

Name:

Bob (Popin) Su

Title:

Vice President & Treasurer

[Signature

Page to Incremental Joinder]

NABORS INDUSTRIES LTD.,

as Holdings

By:

/s/ Mark D. Andrews

Name:

Mark D. Andrews

Title:

Corporate Secretary

[Signature

Page to Incremental Joinder]

CITIBANK, N.A.

as Administrative Agent and Issuing Bank

By:

/s/ Maureen Maroney

Name:

Maureen Maroney

Title:

Vice President

[Signature

Page to Incremental Joinder]

WELLS FARGO BANK, N.A..

as Issuing Bank

By:

/s/ Michael Janak

Name:

Michael Janak

Title:

Managing Director

[Signature

Page to Incremental Joinder]

BOKF, NA dba BANK OF TEXAS,

as the Incremental Letters of Credit Facility Participant

/s/ Fernando Sanchez

Name: Fernando Sanchez

Title: SVP

[Signature

Page to Incremental Joinder]

Annex A

[See attached]

Schedule V

Letters of Credit Maximum Amount

Letters of Credit Facility Participants

Letters of Credit Facility Participant

Letters of Credit Maximum

Amount

Citibank, N.A.

$ 32,894,736.83

Wells Fargo Bank, National Association

$ 32,894,736.84

Goldman Sachs Bank USA

$ 19,736,842.11

HSBC Bank USA, National Association

$ 19,736,842.11

Morgan Stanley Senior Funding, Inc.

$ 19,736,842.11

BOKF, NA dba Bank of Texas

$ 25,000,000.00

TOTAL

$ 150,000,000.00

Issuing Banks

Issuing Bank

Amount

Citibank, N.A.

$ 100,000,000.00

Wells Fargo Bank, National Association

$ 50,000,000.00

TOTAL

$ 150,000,000.00

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- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

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Data Type:

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Period Type:

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- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

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- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

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Namespace Prefix:

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- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

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Namespace Prefix:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

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Namespace Prefix:

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- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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Name:

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Data Type:

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- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

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- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

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Data Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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