Transocean (RIG) SVP Pack awarded 76,629 units, sells shares for taxes

Rhea-AI Filing Summary

Transocean Ltd. executive Jason Pack, SVP and Chief Accounting Officer, reported equity compensation and related share activity. On February 5, 2026, he acquired 29,211 registered shares at $0 upon vesting of deferred units tied to the 2023-2025 performance cycle, bringing his direct holdings to 232,053 registered shares.

On the same date, he received 76,629 restricted units under Transocean’s long-term incentive plan, scheduled to vest in three equal installments of 25,543 units on March 1, 2027, March 1, 2028, and March 1, 2029. On February 6, 2026, he disposed of 11,557 registered shares at $4.99 per share to satisfy tax withholding obligations, resulting in 220,496 registered shares held directly, plus the 76,629 restricted units.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Pack Jason

(Last) (First) (Middle)

1414 ENCLAVE PARKWAY

(Street)

HOUSTON TX 77077

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Transocean Ltd. [ RIG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Registered Shares	02/05/2026		M		29,211(1)	A	$0	232,053	D
Registered Shares	02/06/2026		F		11,557(2)	D	$4.99	220,496	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Units	$0	02/05/2026		A		76,629		(3)	(3)	Registered Shares	76,629	$0	76,629	D

Explanation of Responses:

1. Deferred Units awarded on February 9, 2023, vested on February 5, 2026, upon satisfaction of the applicable performance measures pursuant to the Issuer's 2023-2025 performance cycle

2. Shares sold upon vesting to satisfy tax withholding obligations.

3. The Restricted Units were acquired on February 5, 2026, by the reporting person pursuant to the Issuer's long-term incentive plan. The restricted share units vest as follows: 25,543 on March 1, 2027; 25,543 on March 1, 2028; and 25,543 on March 1, 2029.

	/s/ Debra Kupferman by Power of Attorney	02/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Transocean (RIG) report for Jason Pack?

Transocean reported that SVP and Chief Accounting Officer Jason Pack acquired 29,211 registered shares upon vesting of deferred units and sold 11,557 shares at $4.99 to cover tax withholding. He also received 76,629 restricted units under the long-term incentive plan.

How many Transocean (RIG) shares does Jason Pack own after these transactions?

After the reported transactions, Jason Pack directly holds 220,496 registered shares of Transocean and 76,629 restricted units. The share balance reflects the vesting of 29,211 deferred units and the sale of 11,557 shares to satisfy tax withholding obligations.

What is the vesting schedule for Jason Pack’s 76,629 restricted units at Transocean (RIG)?

Jason Pack’s 76,629 restricted units vest in three equal installments under Transocean’s long-term incentive plan: 25,543 units on March 1, 2027, 25,543 units on March 1, 2028, and 25,543 units on March 1, 2029, assuming applicable conditions are met.

Why did Jason Pack sell 11,557 Transocean (RIG) shares on February 6, 2026?

Jason Pack sold 11,557 registered shares of Transocean on February 6, 2026, at $4.99 per share to satisfy tax withholding obligations triggered by the vesting of equity awards, according to the transaction footnote in the disclosure.

What performance cycle was tied to Jason Pack’s 29,211 vested Transocean (RIG) units?

The 29,211 registered shares that Jason Pack acquired at $0 on February 5, 2026, resulted from deferred units granted on February 9, 2023, which vested after meeting performance measures for Transocean’s 2023-2025 performance cycle.

What role does Jason Pack hold at Transocean (RIG) in this Form 4 filing?

In the Form 4 filing, Jason Pack is identified as an officer of Transocean, serving as SVP, Chief Accounting Officer. He is not reported as a director or 10% owner in this disclosure of equity awards and related share transactions.