Seadrill (NYSE: SDRL) elevates Samir Ali to CEO in leadership shift

Rhea-AI Filing Summary

Seadrill Limited announced a leadership change, with its Board appointing Samir Ali as President and Chief Executive Officer, replacing Simon Johnson effective immediately. Ali has been Executive Vice President and Chief Commercial Officer since August 2022 and previously held senior roles at Diamond Offshore, Bain Capital, and Simmons & Company.

In connection with his promotion, Ali’s annual base salary was set at $750,000. He can earn a 2026 annual bonus targeting 110% of base salary, up to twice that target based on company performance and subject to a 20% individual-performance adjustment. He also received a long-term incentive award with a grant-date value of $3,500,000, 60% in performance-vested RSUs and 40% in time-vested RSUs, with the performance portion tied partly to total shareholder return.

Ali’s employment agreement will be amended to reflect his new role, higher compensation, and enhanced severance protections, including up to 24 months of salary and benefits for certain terminations and a larger lump-sum payout after a change in control. Seadrill expects to provide Johnson with severance benefits under his existing agreements and issued a press release describing the transition.

Insights

Corporate governance analyst

Seadrill names an internal successor as CEO with a performance-linked pay package.

Seadrill is making an internally sourced CEO transition, elevating Samir Ali from Chief Commercial Officer. Internal promotions often signal continuity, and his background in investor relations, corporate development and capital markets aligns with the company’s capital-intensive offshore drilling business.

The compensation structure blends fixed pay with incentives. Ali’s $750,000 salary is paired with a target bonus at 110% of salary and a $3,500,000 long-term equity grant, mostly performance-based. Tying a large portion to total shareholder return helps align leadership rewards with shareholder outcomes, including a cap when absolute returns are negative.

Severance terms are clearly defined, with higher protections if termination occurs within 24 months after a change in control. This may support stability during strategic events but also adds potential cost. The filing notes no special arrangements or related-party relationships, which supports clean governance around the appointment.

Seadrill Ltd false 0001737706 0001737706 2026-03-12 2026-03-12

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): March 12, 2026

SEADRILL LIMITED

(Exact name of registrant as specified in its charter)

Bermuda		001-39327		98-1834031
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

11025 Equity Dr., Ste. 150,

Houston, Texas, United States of America 77041

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: +1 (713) 329-1150

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 (see General Instruction A.2.):

☐ 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 each exchange on which registered
Common Shares, par value $0.01 per share		SDRL		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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 12, 2026, the Board of Directors (the “Board”) of Seadrill Limited (the “Company”) appointed Samir Ali as President and Chief Executive Officer, replacing Simon Johnson effective immediately.

Mr. Ali, age 40, has served as Executive Vice President, Chief Commercial Officer of the Company since August 2022. Prior to joining the Company, Mr. Ali was with Diamond Offshore for eight years, most recently serving as VP Investor Relations and Corporate Development. He previously held roles as both a debt and equity investment portfolio manager at Bain Capital and as an investment banker at Simmons & Company.

There are no arrangements or understandings between Mr. Ali and any other person pursuant to which he was selected to serve as President and Chief Executive Officer. There are also no family relationships between Mr. Ali and any director or executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer. Mr. Ali does not have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

In connection with Mr. Ali’s promotion, his annual base salary was increased to $750,000, effective from the date of his promotion. He will also have the opportunity to earn an annual bonus for 2026 under the Company’s short term incentive plan in a target amount equal to 110% of his base salary if company-wide performance goals established under the plan for 2026 are satisfied at the target level, and in a maximum amount equal to two times the target amount if the company-wide performance goals are satisfied at the maximum level (subject to upward or downward adjustment by up to 20% based on individual performance). In addition, Mr. Ali received an annual long-term incentive award under the Company’s long term incentive plan with an aggregate grant date value of $3,500,000, which was granted 60% in the form of performance-vested restricted stock units (“PRSUs”) and 40% in the form of time-vested restricted stock units (“TRSUs”). The vesting terms of the PRSUs and TRSUs are substantially consistent with those of awards granted in prior years, except that the 60% portion of the PRSUs that is subject to total shareholder return goals is capped at the target amount if absolute total shareholder return is negative.

Mr. Ali is party to an employment agreement with the Company, which will be amended to reflect his promotion and his new base salary and target annual bonus. The amendment will also modify the severance payable under the agreement by increasing to (a) 24 months the period over which his base salary and subsidized COBRA will be payable if his employment is terminated by the Company without cause or by him for good reason at any time other than within 24 months after a change in control, and (b) three times the sum of his base salary, target annual bonus and annual subsidized COBRA that will be payable in a lump sum if the termination occurs within 24 months after a change in control.

The Company expects to enter into a separation agreement with Mr. Johnson, pursuant to which the Company will provide to Mr. Johnson the termination without cause severance benefits to which he is entitled under the terms of his existing employment agreement and equity award agreements as a result of his separation, as described in the Company’s Proxy Statement filed with the United States Securities and Exchange Commission on March 25, 2025.

Item 7.01 Regulation FD Disclosure.

On March 12, 2026, the Company issued a press release announcing the leadership changes described above under Item 5.02. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information furnished pursuant to this Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically identified in such filing as being incorporated by reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Document Description
99.1		Press release of Seadrill Limited, dated March 12, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

				SEADRILL LIMITED
Date: March 18, 2026
				By:		/s/ Grant Creed
				Name:		Grant Creed
				Title:		Chief Financial Officer

Exhibit 99.1

Seadrill Announces Appointment of Samir Ali as CEO

March 12, 2026

Seadrill Limited (“Seadrill” or the “Company”) (NYSE: SDRL) today announced a leadership change, effective immediately. Samir Ali, Executive Vice President, Chief Commercial Officer, has been appointed President and Chief Executive Officer, succeeding Simon Johnson.

Julie J. Robertson, Chair of the Board of Seadrill, commented:

“The Board is confident that Samir is the right leader to guide Seadrill forward. Since joining the company, he has demonstrated strong leadership, deep industry knowledge, and a clear commitment to operational excellence. We look forward to working closely with him as Seadrill continues to build on its strong foundation. I stand ready to provide Samir whatever support he needs as he makes this transition to CEO.”

Samir Ali has served as Executive Vice President, Chief Commercial Officer of the Company since August 2022. Prior to joining the Company, Mr. Ali was with Diamond Offshore, most recently serving as Vice President of Investor Relations and Corporate Development. He previously held roles as a Debt and Equity Investment Portfolio Manager at Bain Capital and as an Investment Banker at Simmons & Company.

About Seadrill

Seadrill is setting the standard in deepwater oil and gas drilling. With its modern fleet, experienced crews, and advanced technologies, Seadrill safely, efficiently, and responsibly unlocks oil and gas resources for national, integrated, and independent oil companies. For further information, visit www.seadrill.com.

Forward-Looking Statements

This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical facts included in this news release, including, without limitation, those regarding the Company’s CEO transition and search for a permanent CEO, plans, strategies, business prospects, financial performance, operations, and rig activity, including with respect to backlog and contract commencement dates and durations, and changes and trends in its business and the markets in which it operates, are forward-looking statements. These forward-looking statements can often, but not necessarily, be identified by the use of forward-looking terminology, including the terms “assumes”, “projects”, “forecasts”, “estimates”, “expects”, “anticipates”, “believes”, “plans”, “intends”, “may”, “might”, “will”, “would”, “can”, “could”, “should” or, in each case, their negative, or other variations or comparable terminology. These statements are based on management’s current plans, expectations, assumptions and beliefs concerning future events impacting the Company and therefore involve a number of risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed or implied in the forward-looking statements.

Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to: those described under Part I, Item 1A, “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 26, 2026, and other important factors described from time to time in the reports filed or furnished by us with the SEC.

The foregoing risks and uncertainties are beyond our ability to control, and in many cases, we cannot predict the risks and uncertainties that could cause our actual results to differ materially from those indicated by the forward-looking statements. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated. All subsequent written and oral forward-looking statements attributable to us or to persons acting on our behalf are expressly qualified in their entirety by reference to these risks and uncertainties. You should not place undue reliance on forward-looking statements. Each forward-looking statement speaks only as of the date of the particular statement. We expressly disclaim any obligations or undertaking to release publicly any updates or revisions to any forward-looking statement to reflect any change in our expectations or beliefs with regard to the statement or any change in events, conditions or circumstances on which any forward-looking statement is based, except as required by law.

Kevin Smith

Vice President – Corporate Finance and Investor Relations

ir@seadrill.com

FAQ

What leadership change did Seadrill (SDRL) announce in this 8-K?

Seadrill appointed Samir Ali as President and Chief Executive Officer, replacing Simon Johnson effective immediately. Ali was previously Executive Vice President and Chief Commercial Officer, bringing commercial, capital markets, and investment banking experience to the company’s top leadership role.

Who is Samir Ali, the new CEO of Seadrill (SDRL)?

Samir Ali is Seadrill’s new President and CEO. He joined in 2022 as Executive Vice President, Chief Commercial Officer, after senior roles at Diamond Offshore, Bain Capital, and Simmons & Company, giving him deep industry, investor relations, and financial markets experience.

What is Samir Ali’s compensation package as Seadrill (SDRL) CEO?

Samir Ali’s annual base salary is set at $750,000. He can earn a 2026 bonus targeting 110% of salary, up to twice that amount based on performance, plus a $3,500,000 long-term equity award split between performance- and time-vested restricted stock units.

How are Samir Ali’s long-term incentives at Seadrill (SDRL) structured?

Ali’s long-term incentive award totals $3,500,000, granted 60% as performance-vested RSUs and 40% as time-vested RSUs. A large portion is tied to total shareholder return, with that component capped at target if absolute shareholder returns are negative over the performance period.

What severance protections does Seadrill (SDRL) provide its new CEO?

Ali’s amended employment agreement will increase severance to 24 months of base salary and subsidized COBRA for certain terminations. If termination occurs within 24 months after a change in control, he is entitled to a lump sum equal to three times salary, target bonus, and annual subsidized COBRA.

What will former CEO Simon Johnson receive from Seadrill (SDRL)?

Seadrill expects to enter a separation agreement with Simon Johnson. Under it, Johnson will receive severance benefits for a termination without cause as described in his existing employment and equity award agreements, consistent with the terms disclosed in the company’s prior proxy statement.

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 7.0 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 18.9 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.8 KB