Form 8-K

8-K — Transocean Ltd.

Accession: 0001104659-26-063883

Filed: 2026-05-19

Period: 2026-05-19

CIK: 0001451505

SIC: 1381 (DRILLING OIL & GAS WELLS)

Item: Entry into a Material Definitive Agreement

Item: Financial Statements and Exhibits

Documents

8-K — tm269762d8_8k.htm (Primary)

EX-10.1 — EXHIBIT 10.1 (tm269762d8_ex10-1.htm)

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8-K — FORM 8-K

8-K (Primary)

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2026-05-19

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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 and Exchange Act of 1934

Date of Report (Date of earliest event reported): May 19, 2026

TRANSOCEAN LTD.

(Exact name of registrant as specified in its charter)

Switzerland

001-38373

98-0599916

(State or other jurisdiction of

(Commission

(I.R.S. Employer

incorporation or organization)

File Number)

Identification No.)

Turmstrasse 30

Steinhausen, Switzerland

CH-6312

(Address of principal executive offices)

(zip code)

Registrant’s telephone number, including

area code: +41 (41) 749-0500

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)

x 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

Ticker

Symbol(s)

Name of each exchange

on which registered

Shares, $0.10 par value

RIG

New York Stock Exchange

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 May 19, 2026,

Transocean Ltd., a Swiss corporation (“Transocean”), entered into a support agreement

(the “Famatown Support Agreement”) with Famatown Finance Limited, Kristian Johansen and the other parties thereto,

pursuant to which Transocean has agreed, subject to the terms and conditions set forth therein, to nominate Mr. Johansen for election

to the board of directors (the “Transocean Board”) of Transocean (the “Initial Nomination Right”)

at (i) the extraordinary general meeting of Transocean shareholders (the “Transocean Extraordinary General Meeting”),

with his election conditioned on approval of a shareholder resolution at the Transocean Extraordinary General Meeting and consummation

of Transocean’s acquisition of Valaris Limited, an exempted company limited by shares incorporated

under the laws of Bermuda (“Valaris”), and (ii) each annual or extraordinary meeting of Transocean shareholders

at which directors are elected during the period commencing at the Transocean Extraordinary General Meeting and ending on the date that

is two years thereafter (the “Re-Nomination Period”). If the Transocean Board includes Mr. Johansen or another

replacement director reasonably acceptable to the Transocean Board (a “Replacement Director”) on Transocean’s

slate of director nominees for any subsequent annual general meeting of Transocean shareholders and Mr. Johansen or the Replacement

Director is elected to serve as a Transocean director at such meeting, the Re-Nomination Period will be extended until completion of the

next annual general meeting of Transocean shareholders.

If Mr. Johansen is not

elected to the Transocean Board at the Transocean Extraordinary General Meeting or any meeting of Transocean shareholders during the Re-Nomination

Period, the Famatown Parties (as defined in the Famatown Support Agreement) have the right to nominate a Replacement Director, and the

Transocean Board shall promptly nominate such Replacement Director for election at the next meeting of Transocean shareholders, subject

to the terms and conditions set forth in the Famatown Support Agreement (together with the Initial Nomination Right, the “Nomination

Right”). At any time Mr. Johansen or a Replacement Director is not a member of the Transocean Board during the Re-Nomination

Period, the Famatown Parties have the right to designate an individual reasonably acceptable to the Transocean Board as an observer to

the Transocean Board and each committee thereof (the “Observer Right”). The Famatown Support Agreement contains customary

standstill and voting covenants applicable to the Famatowon Parties during the Re-Nomination Period, as well as important conditions relating

to the Nomination Right and Observer Right.

Pursuant to the Famatown

Support Agreement, Mr. Johansen has agreed to tender his resignation as a director of the Transocean Board effective upon a determination

by a majority of the Transocean Board (excluding Mr. Johansen), and the Famatown Support Agreement and the Re-Nomination Period will

terminate, if, among others, (i) the Famatown Parties do not own at least 3.5% of the total issued and outstanding shares of Transocean,

(ii) the Famatown Parties breach their standstill and voting commitments or (iii) Mr. Johansen or a Replacement Director

fails to comply with applicable Transocean policies.

The foregoing description

of the Famatown Support Agreement is not complete and is qualified in its entirety by the full text of the Famatown Support Agreement,

which is filed as Exhibit 10.1 hereto.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

No.

Description

10.1

Support Agreement, dated as of May 19, 2026, between Transocean Ltd., Kristian K. Johansen, Famatown Finance Limited, Greenwich Holdings Limited, C.K. Limited, Geveran Trading Co. Limited and Hemen Holding Limited.

104

Cover Page Interactive Data File (formatted as inline XBRL).

Important Additional Information and Where

to Find It

The transaction relates to

the proposed business combination of Transocean and Valaris pursuant to the terms of the Business Combination Agreement, dated as of February 9,

2026, and is being made by way of a scheme of arrangement pursuant to section 99 of the Companies Act 1981, as amended, under the laws

of Bermuda. In connection therewith, Transocean and Valaris filed a joint preliminary proxy statement on Schedule 14A with the SEC on

May 19, 2026. The joint preliminary proxy statement is not final, and a joint

definitive proxy statement (when available) will be mailed or otherwise disseminated to shareholders of each of Transocean and Valaris

seeking their approval of the parties’ respective transaction-related proposals. None of the securities to be issued pursuant to

the scheme of arrangement are anticipated to be registered under the U.S. Securities Act or any state securities laws, and any securities

issued in the transaction are anticipated to be issued in reliance upon an exemption from such registration requirements pursuant to Section 3(a)(10) of

the U.S. Securities Act and applicable exemptions under state securities laws.

INVESTORS AND SHAREHOLDERS

OF TRANSOCEAN AND VALARIS ARE URGED TO READ THE JOINT PROXY STATEMENT, THE BUSINESS COMBINATION AGREEMENT, THE SCHEME DOCUMENT AND ANY

OTHER RELEVANT DOCUMENTS THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS

THERETO) CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE

PROPOSED TRANSACTION, THE PARTIES TO THE PROPOSED TRANSACTION AND RELATED MATTERS.

This communication does not

constitute an offer to buy, or the solicitation of an offer to sell, any securities, nor shall there be any sale of securities in any

jurisdiction in which such offer or sale would be unlawful prior to registration or qualification under the securities laws of any such

jurisdiction. This communication is not a substitute for the joint proxy statement or any other document that Transocean or Valaris may

file with the SEC and send to their respective shareholders in connection with the proposed transaction. Investors and shareholders will

be able to obtain free copies of the joint proxy statement (when available) and other documents filed with the SEC by Transocean or Valaris

through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by Transocean will be

available free of charge on Transocean’s website at www.deepwater.com under the tab “Investors” and under

the heading “SEC Filings.” Copies of the documents filed with the SEC by Valaris will be available free of charge on Valaris’

website at www.valaris.com under the tab “Investors” and under the heading “Financials” and subheading “SEC

Filings.”

This communication is not

intended to constitute, and does not constitute, an offer or solicitation in or into Switzerland to purchase or invest in any securities,

and no application has been made or will be made to admit any securities referred to herein to trading on any trading venue (i.e., exchange

or multilateral trading facility) in Switzerland. Neither this communication nor any other offering or marketing material relating to

the transaction described herein or any securities referred to herein constitutes a prospectus within the meaning of the Swiss Financial

Services Act of June 15, 2018, as amended (the “FinSA”), or advertising within the meaning of the FinSA.

Neither this communication

nor any other offering or marketing material relating to the transaction described herein or any securities referred to herein has been

filed with or approved by any Swiss regulatory authority. In particular, no material relating to the transaction described herein or any

securities referred to herein has been reviewed or approved by a Swiss reviewing body (Prüfstelle) pursuant to article 51 of the

FinSA.

This communication is not

subject to, and has not received approval from, either the Bermuda Monetary Authority or the Registrar of Companies of Bermuda and no

statement to the contrary, explicit or implicit, is authorized to be made in this regard. Securities may be offered or sold in Bermuda

only in compliance with the provisions of the Investment Business Act 2003 of Bermuda.

Participants in the Solicitation

Transocean, Valaris and their

respective directors and executive officers and certain other members of management and employees may be considered to be participants

in the solicitation of proxies from the shareholders of Transocean and Valaris in connection with the proposed transaction. Information

about the interests of the directors and executive officers of Transocean and Valaris and other persons who may be deemed to be participants

in the solicitation of shareholders of Valaris in connection with the proposed transaction and a description of their direct and indirect

interests, by security holdings or otherwise, will be included in the joint proxy statement, which will be filed with the SEC. Information

about Transocean’s directors and executive officers is set forth in Transocean’s Annual Report on Form 10-K for the year

ended December 31, 2025, which was filed with the SEC on February 23, 2026 and its proxy statement for its 2026 annual meeting,

which was filed with the SEC on March 20, 2026. Information about Valaris’ directors and executive officers is set forth in

Valaris’ Annual Report on Form 10-K for the year ended December 31, 2025, which was filed with the SEC on February 20,

2026, and its proxy statement for its 2026 annual meeting, which was filed with the SEC on April 16, 2026. To the extent holdings

of Transocean’s or Valaris’ securities by its directors or executive officers have changed since the amounts set forth in

such filings, such changes have been or will be reflected in Initial Statements of Beneficial Ownership on Form 3 or Statements of

Beneficial Ownership on Form 4 filed with the SEC. Additional information about the directors and executive officers of Transocean

and Valaris and other information regarding the potential participants in the proxy solicitations and a description of their direct and

indirect interests, by security holdings or otherwise, which may, in some cases, be different than those of Transocean shareholders or

Valaris’ shareholders generally, will be contained in the joint proxy statement and other relevant materials to be filed with the

SEC regarding the proposed transaction. You may obtain these documents (when they become available) free of charge through the website

maintained by the SEC at http://www.sec.gov and from Transocean’s or Valaris’ website as described above.

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.

TRANSOCEAN LTD.

Date: May 19,

2026

By:

/s/ Debra Kupferman

Debra Kupferman

Authorized Person

EX-10.1 — EXHIBIT 10.1

EX-10.1

Filename: tm269762d8_ex10-1.htm · Sequence: 2

Exhibit 10.1

Execution Version

SUPPORT AGREEMENT

This SUPPORT AGREEMENT (this

“Agreement”), dated as of May 19, 2026, is entered into by and among the signatories hereto.

This Agreement is delivered

in connection with the announcement of the Director Nominee’s nomination for election to the Board of Directors (the “Board”)

of Transocean Ltd. (the “Company”) at the Company’s Extraordinary General Meeting (the “EGM”)

to be held to approve the Business Combination (as defined in Annex A).

In consideration of and reliance

upon the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency

of which is hereby acknowledged, the parties hereto agree as follows:

1. The Director Nominee understands that

the announcement of his nomination follows discussions between Famatown Parties (as defined

in Annex A) and the Company.

2. The Director Nominee has received a copy

of the Company’s Corporate Governance Guidelines and other Company and Board policies

with which he will be required to comply should he be elected to the Board at the EGM (such

policies, as they may be amended from time to time, the “Policies”).

3. The Director Nominee shall be nominated

for election to the Board at each annual or extraordinary meeting of shareholders at which

directors are elected during the period commencing at the EGM and ending on the date that

is two years thereafter (the “Re-Nomination Period”), unless the

Re-Nomination Period is earlier terminated due to a Resignation Event (as defined in Annex

A) or extended pursuant to the following sentence. In addition, the Board may determine

to include the Director Nominee on the Company’s slate of director nominees for any

subsequent annual general meeting of Company shareholders (which determination is to be made

in the Board’s sole discretion), and if the Director accepts such nomination and is

elected to serve on the Board at such subsequent annual general meeting, the Re-Nomination

Period shall be extended until the completion of the next annual general meeting.

4. Each of the Famatown Signatories agrees

that from and after the date hereof until the completion of the Re-Nomination Period it shall

not, directly or indirectly, and it shall cause each other Famatown Party not to, directly

or indirectly, commit a Famatown Termination Event; provided that notwithstanding

anything to the contrary contained herein, this Agreement shall automatically terminate and

be of no further force and effect upon a Resignation Event, and neither party shall have

any further liability to the other arising under this Agreement.

5. In the event that the Director Nominee

is not elected to the Board at the EGM or any meeting of shareholders, or if the Director

Nominee otherwise does not serve as a director of the Company during the Re-Nomination Period

for any reason other than the occurrence of a Famatown Beneficial Ownership Trigger, then

the Famatown Parties shall have the right to designate one individual reasonably acceptable

to the Board (the “Replacement Director”), and the Board shall

promptly nominate such Replacement Director for election at the next meeting of shareholders,

in each case on the same terms and subject to the same conditions, including entry into a

substantially similar agreement to this Agreement, as would have applied to the Director

Nominee’s nomination and service, so long as no Resignation Event has occurred; provided

that, at any time the Director Nominee or a Replacement Director is not a member of the Board

during the Re-Nomination Period the Company shall, at the request of the Famatown Parties,

the Famatown Parties shall have the right to designate an individual reasonably acceptable

to the Board as an observer to the Board and each committee thereof (the “Observer”);

provided further, the Famatown Parties shall have the right to remove or replace the

Observer with a person reasonably acceptable to the Board, so long as no Resignation Event

has occurred and the Replacement Director has not been elected to the Board; provided

further the Company shall (i) deliver to the Observer, including any replacement

observer, any proposed action, including by written consent, of the Board and each committee

thereof (together with any supporting materials) substantially concurrently with delivery

thereof to the members of the Board or such committee, as the case may be; and (ii) permit

the Observer to attend all meetings of the Board and each committee thereof in person (if

such meeting is an in-person meeting) or by conference call (if such meeting is by telephonic

conference) and distribute all materials distributed for or at any such meeting (including

any meeting agenda or board package) and all other information and materials distributed

to members of the Board or such committee, as the case may be, in each case, substantially

concurrently with the distribution of any such information or materials to the members of

the Board or such committee, as the case may be. The Observer, including any replacement

observer, shall be entitled to receive compensation for any consulting services provided

to the Company, and shall, to the greatest extent permitted under applicable law, be entitled

to indemnification and expense reimbursement to the same extent as provided to the non-management

Directors. The Famatown Parties agree that (I) any information or materials provided

to the Observer in connection with the foregoing shall be kept confidential in accordance

with the terms of the confidentiality agreement entered into substantially simultaneously

with this Agreement, and (II) nothing herein shall require the Company to disclose to

the Observer any information or include the Observer in any meeting to the extent such disclosure

or inclusion could reasonably be detrimental to the Company or constitute a waiver of the

Company’s attorney-client privilege or attorney work product privilege with respect

to such information (as determined by the chair of the Board after consultation with internal

or external counsel to the Company). In no event will the Observer, including any replacement

Observer, be entitled to vote at a meeting of the Board or any committee thereof.

6. In light of these circumstances, assuming

that the Director Nominee is elected to the Board at the EGM, the Director Nominee hereby

resigns from the Board and from any and all committees of the Board on which the Director

Nominee serves, subject to and effective following a determination by a majority of the Board

(without including myself) that a Resignation Event has occurred.

7. Famatown, the Famatown Parties, the Company

and the undersigned parties hereby agree to, effective as of the closing of the Business

Combination, cause the Support Agreement to be terminated in its entirety, at which point

it shall be null and void and of no further force or effect, including any provisions that

purport to survive termination.

[The remainder of this page is intentionally

left blank.]

IN WITNESS WHEREOF, the parties have caused this

Agreement to be duly executed as of the date first written above.

TRANSOCEAN LTD.

By:

/s/ Sandro Thoma

Name:

Sandro Thoma

Title:

Corporate Secretary

[Signature Page to Support Agreement]

DIRECTOR NOMINEE

/s/ Kristian

K. Johansen

Kristian K. Johansen

FAMATOWN FINANCE LIMITED

By:

/s/ Christakis Theodoulou

Name: Christakis Theodoulou

Title: Director

GREENWICH HOLDINGS LIMITED

By:

/s/ Christakis Theodoulou

Name: Christakis Theodoulou

Title: Director

C.K. LIMITED,

in its capacity as trustee of the GHL No. 1 Trust and the GHL No. 2 Trust

By:

/s/ Christakis Theodoulou

Name: Christakis Theodoulou

Title: Director

GEVERAN TRADING CO. LIMITED

By:

/s/ Christakis Theodoulou

Name: Christakis Theodoulou

Title: Director

HEMEN HOLDING LIMITED

By:

/s/ Christakis Theodoulou

Name: Christakis Theodoulou

Title: Director

[Signature Page to Support Agreement]

Annex

For purposes of the Agreement

of which this Annex A forms a part, the capitalized terms defined below have the following definitions:

“Business Combination”

means the business combination contemplated by that certain Business Combination Agreement, dated as of February 9, 2026,

by and between the Company and Valaris, pursuant to which, among other things, the Company will acquire all of the issued and outstanding

common shares of Valaris in exchange for shares of the Company, and Valaris will become a wholly owned subsidiary of the Company.

“Exchange Act”

means the Securities Exchange Act of 1934, as amended.

“Famatown”

means Famatown Finance Limited.

“Famatown Beneficial

Ownership Trigger” means Famatown’s or any Famatown Party’s beneficial ownership (as determined under Section 13(d) of

the Exchange Act) decreasing to less than three- and one-half percent (3.5%) of the issued and outstanding shares of the Company.

“Famatown Party”

or “Famatown Parties” means (x) each of Famatown, Greenwich Holdings Limited and C.K. Limited, and each

of their respective Affiliates and Associates (as each such term is defined in Rule 12b-2 promulgated by the U.S. Securities and

Exchange Commission under the Exchange Act), and including for the avoidance of doubt any Person that, directly or indirectly controls

or has direct or indirect substantial influence with respect to, any of the foregoing, together with any Person directly or indirectly

controlled by, or directly or indirectly substantially influenced by, any such Person, and (y) any counterparty with which any Person

specified or described in the foregoing clause (x) enters into any agreement, contract, arrangement or understanding providing for

voting or other commitments as to any actions under this Annex A of the Agreement that would constitute a Famatown Termination

Event (if such counterparty were included as part of Famatown). Any Person specified or described in this definition shall be a “member”

of Famatown.

“Famatown Signatories”

means each of Famatown, Greenwich Holdings Limited and C.K. Limited.

“Famatown Termination

Event” means Famatown or any of its members becoming adverse to the Company, which shall include, without limitation, any

of the following actions by Famatown or any of its members, unless such action has been specifically requested in writing by the Company

or a majority of the Board:

(a) Famatown or any Famatown Party becoming

the beneficial owner (as determined under Section 13(d) of the Exchange Act) of

more than twenty percent (20%) of the outstanding shares of the Company;

(b) (i) making, engaging in or in any

way participating in, directly or indirectly, any “solicitation” of proxies or

consents to vote, or seeking to advise or knowingly encouraging or knowingly influencing

any Person with respect to the voting of, or consents to vote, any securities of the Company,

(ii) becoming a “participant” in any contested “solicitation”

for the election of directors with respect to the Company (as such terms are defined or used

in the Exchange Act), other than a “solicitation” or acting as a “participant”

in support of all of the nominees of the Board at any shareholder meeting, or (iii) making

any shareholder proposal;

in, or in any way knowingly assisting or knowingly facilitating any other Person to make

or submit or seek to make or submit to the Company any offer or proposal for any tender or

exchange offer, merger, consolidation, acquisition, scheme, arrangement, business combination,

recapitalization, reorganization, sale or acquisition of assets, restructuring, liquidation,

separation, spin-off, dissolution or other extraordinary transaction involving the Company

or any of its subsidiaries or joint ventures or any of their respective securities (each,

an “Extraordinary Transaction”); provided, however,

that (i) privately discussing potential Extraordinary Transactions with the Company

shall not constitute a Famatown Termination Event if any such action does not create a public

disclosure obligation for any member of Famatown or the Company, is not publicly disclosed

by Famatown and is undertaken on a basis reasonably designed to be confidential and, (ii) engaging

in any of the activities enumerated under this Section (b) of Annex A shall

not constitute a Famatown Termination Event in the event that the Company has announced a

sale process, or has publicly disclosed having entered into an Extraordinary Transaction;

(d) (i) calling or seeking to call any

meeting of shareholders, including by written consent, (ii) seeking the removal or election

of any member of the Board or management, other than in accordance with any recommendation

of the Board, or (iii) soliciting consents from shareholders or otherwise acting or

seeking to act by written consent, other than in accordance with any recommendation of the

Board; provided, however, that privately recommending director candidates for

election to the Board shall not constitute a Famatown Termination Event if such action does

not create a public disclosure obligation for any member of Famatown or the Company, is not

publicly disclosed by any member of Famatown and is undertaken on a basis reasonably designed

to be confidential;

(e) knowingly taking any action in support

of or making any public (or reasonably expected to become public) proposal or request with

respect to controlling, changing or influencing the Board or management of the Company with

respect to the management thereof; provided, however, that public statements with

respect to any Extraordinary Transaction that are supportive of such Extraordinary Transaction

shall not constitute a Famatown Termination Event if such Extraordinary Transaction was not

the result of any Famatown Termination Event;

(f) making any public (or reasonably expected

to become public) disclosure, announcement or statement regarding any intent, purpose, plan

or proposal with respect to the Board, the Company, its management, policies or affairs,

any of its securities or assets or this Agreement, except as permitted by this Agreement;

(g) making any public (or reasonably expected

to become public) disclosure, announcement or statement to take any of the foregoing actions,

or otherwise taking or causing any action or making any statement inconsistent with any of

the foregoing;

(h) not causing all shares of voting securities

of the Company beneficially owned by the Famatown Parties directly or indirectly to be present

for quorum purposes and to be voted, at all meetings of shareholders or at any adjournments

or postponements thereof, for all persons nominated by the Board for election as Directors

at any meeting of shareholders and in accordance with the recommendation of the Board on

any other proposals or other business that comes before any meeting of shareholders; or

(i) causing to be made any public statement,

announcement or communication of any kind, whether verbal, in writing, electronically transferred

or otherwise, that criticizes, disparages, defames, slanders, impugns or is reasonably likely

to damage the reputation of the Company, its Affiliates, its subsidiaries and its or their

business or any of its or their officers, employees or directors (including any director

or nominee for director (including any former director or director nominee); provided,

however, that the making or causing of any such public statement, announcement or

communication shall not constitute a Famatown Termination Event if such public statement,

announcement or communication is made in response to any public statement, announcement or

communication of any kind from the Company that criticizes, disparages, defames, slanders,

impugns or is reasonably likely to damage the reputation of Famatown.

“Person”

means any individual, corporation (including not-for-profit), general or limited partnership, limited liability or unlimited liability

company, joint venture, estate, trust, association, organization or other entity of any kind or nature.

“Resignation

Event” means (a) any failure by the Director Nominee to comply with the Policies, (b) the occurrence of any Famatown

Termination Event, or (c) the occurrence of a Famatown Beneficial Ownership Trigger.

“Support Agreement”

means that certain Support Agreement, dated December 10, 2021, as amended, by and among Valaris, Famatown, Greenwich Holdings Limited,

Seatankers Management Company Limited, Geveran Trading Co. Limited and Hemen Holding Limited.

“Valaris”

means Valaris Limited, an exempted company limited by shares incorporated under the laws of Bermuda.

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- Definition

Address Line 1 such as Attn, Building Name, Street Name

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No definition available.

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Name of the City or Town

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- Definition

ISO 3166-1 alpha-2 country code.

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No definition available.

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Code for the postal or zip code

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- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Indicate if registrant meets the emerging growth company criteria.

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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No definition available.

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

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No definition available.

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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.

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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Local phone number for entity.

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No definition available.

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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.

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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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.

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

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- Definition

Title of a 12(b) registered security.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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- Definition

Name of the Exchange on which a security is registered.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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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

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- Definition

Trading symbol of an instrument as listed on an exchange.

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No definition available.

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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.

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

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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