[Form 4] Seadrill Limited Insider Trading Activity

Rhea-AI Filing Summary

Seadrill Limited (SDRL) insider filing: restricted stock units vested and partial sale recorded. Todd D. Strickler, SVP & General Counsel, had performance-based restricted stock units certified at 60.86% attainment on 08/27/2025, resulting in 4,552 restricted stock units converting to common shares. On the same date he sold 1,792 common shares at $31.97 per share and retained 11,809 common shares following the reported transactions. The Form 4 reports these changes and the vesting explanation tied to a three-year performance period ending August 6, 2025.

Positive

• Performance goals certified at 60.86%, resulting in partial payout of performance-based RSUs
• 4,552 RSUs converted to common shares, reflecting achievement under the 2022 award terms

Negative

• Partial sale of 1,792 shares at $31.97, which reduces the reporting person's shareholdings
• Filing does not state a 10b5-1 trading plan, so timing rationale for the sale is not disclosed

Insights

Corporate Governance Expert

TL;DR: Vesting tied to time-based and performance metrics certified at 60.86%; partial sale is a routine post-vesting disposition.

The filing documents achievement of performance conditions set in 2022 that produced a 60.86% payout of performance-based restricted stock units, consistent with pre-established incentive plans. The reporting person remained an officer and the vesting required continued employment, which was met. The immediate sale of a portion of the vested shares is a common liquidity action following vesting; the filing does not disclose any trading plan under Rule 10b5-1. Governance implications are routine: compensation metrics were applied and certified by the board committee.

Securities Analyst

TL;DR: Insider received 4,552 shares from vested performance RSUs and sold 1,792 at $31.97; overall ownership remained material for an officer.

The transaction shows conversion of performance-based RSUs into 4,552 common shares upon certification of goals, with an immediate disposition of 1,792 shares at $31.97 each. Post-transaction beneficial ownership is reported as 11,809 shares. This is a transparent Section 16 disclosure reflecting compensation realization and partial monetization; it does not include additional context such as a 10b5-1 plan or timing rationale, so market-impact assessment is limited to the disclosed volumes and price.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Strickler Todd D

(Last) (First) (Middle)

11025 EQUITY DRIVE, SUITE 150

(Street)

HOUSTON TX 77041

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Seadrill Ltd [ SDRL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025

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
Common Shares	08/27/2025		M		4,552	A	(1)	13,601	D
Common Shares	08/27/2025		F		1,792	D	$31.97	11,809	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 Stock Units	(1)	08/27/2025		M			4,552	(1)	(1)	Common Shares	4,552	(1)	0	D

Explanation of Responses:

1. On August 6, 2022, the reporting person was granted 7,480 performance-based restricted stock units, each of which represented a contingent right to receive one common share, par value $0.01 per share (a "Common Share"), of Seadrill Limited (the "Company"). The restricted stock units could be earned based on the extent the Company maintained or exceeded set per Common Share trading prices for a period of at least 45 consecutive trading days over the period beginning on August 6, 2022 and ending on August 6, 2025. The earned restricted stock units vested subject to the reporting person's continued employment during such period. On August 27, 2025, the Joint Nomination and Remuneration Committee of the Board of Directors of the Company certified achievement of the performance goals at 60.86%.

	/s/ Todd D. Strickler	08/28/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Todd D. Strickler report on Form 4 for SDRL?

The Form 4 reports conversion of 4,552 performance-based RSUs into common shares on 08/27/2025, a sale of 1,792 shares at $31.97, and 11,809 shares beneficially owned after the transactions.

Why did the 4,552 RSUs vest for SDRL?

The Joint Nomination and Remuneration Committee certified achievement of performance goals at 60.86% for the award originally granted on August 6, 2022, triggering conversion of eligible RSUs on August 27, 2025.

Did the filing disclose a Rule 10b5-1 trading plan for the sale?

No. The Form 4 does not indicate that the sale of 1,792 shares was made pursuant to a 10b5-1 plan.

How many shares did the reporting person own after the transactions?

The filing shows the reporting person beneficially owned 11,809 common shares following the reported transactions.

What was the sale price per share on the disclosed disposition?

The reported sale price was $31.97 per share for the 1,792 shares disposed of on August 27, 2025.