Valaris Limited SEC Filings

Valaris director Elizabeth Leykum reported equity compensation changes involving common shares and restricted stock units. On June 10, 2026, she exercised 6,978 restricted stock units into common shares, then 2,792 of those shares were disposed back to the issuer at $88.98 per share as a cash settlement under her award agreement.

She also received a new grant of 2,849 restricted stock units as part of her annual equity retainer, which will vest in full on the earlier of the first anniversary of the grant date or the next annual shareholders’ meeting. Following these transactions, she directly holds 43,019 Valaris common shares and 2,849 restricted stock units.

Valaris Ltd director Kristian Johansen reported routine equity compensation and related adjustments involving the company’s common shares and restricted stock units on June 10, 2026.

He received 1,984 restricted stock units (RSUs) as his annual equity retainer, which will vest in full on the earlier of the first anniversary of the grant date or the next annual shareholder meeting. Johansen also exercised 4,860 RSUs into an equivalent number of common shares, while 1,944 RSUs were cash settled and returned to the issuer at $88.98 per share in line with his award agreement. Following these transactions, he directly holds 7,564 common shares. All movements reflect compensation and internal settlements rather than open-market buying or selling.

FAGERSTAL DICK reported acquisition or exercise transactions in this Form 4 filing.

Valaris Ltd director Dick Fagerstal received a grant of 2,391 restricted stock units as part of his annual equity retainer. Each unit represents the right to receive one Valaris common share, cash equal to its value, or a mix of both, at his election. The award will vest in full on the earlier of the first anniversary of the grant date or the next annual meeting of shareholders, so it functions as stock-based compensation rather than an open-market share purchase.

Goldschmid Joseph reported acquisition or exercise transactions in this Form 4 filing.

Valaris Ltd director Joseph Goldschmid reported an equity award of 2,188 restricted stock units (RSUs). These RSUs represent his annual equity retainer and were granted at no cash cost per unit. They will vest in full on the earlier of the first anniversary of the grant date or the next annual meeting of shareholders.

After this award, Goldschmid is shown as having 38,560 common shares in total. Under Oak Hill Advisors, L.P. policies, the RSUs received by Goldschmid are held for the benefit of certain OHA clients, so the economic benefit is for those clients rather than a discretionary open-market purchase by the director.

Valaris Limited held its 2026 Annual General Meeting of Shareholders in Bermuda on June 10, 2026. There were 69,251,773 common shares entitled to vote based on the April 13, 2026 record date, and 61,111,993 shares, or 88.24%, were present in person or by proxy.

Shareholders cast votes on the election of director nominees and other matters described in the 2026 Proxy Statement. For example, Elizabeth D. Leykum received 56,609,714 votes for and 499,091 votes against, while Anton Dibowitz received 57,097,368 votes for and 11,406 votes against. Additional proposals also received tens of millions of votes in favor, with some items showing no broker non-votes.

Oak Hill Advisors, L.P. filed Amendment No. 3 to its Schedule 13D on Valaris Ltd, updating its ownership disclosure. The firm reports beneficial ownership of 4,095,067 Valaris common shares, representing 5.91% of the class, with shared voting and dispositive power over all of these shares and no sole power.

The ownership percentage is based on 69,251,780 shares outstanding as of May 13, 2026, as cited from Valaris’s preliminary proxy statement. An employee of Oak Hill Advisors also holds 5,358 unvested restricted stock units for the benefit of certain clients. Recent open-market transactions over the past 60 days are referenced in an attached schedule.

Transocean Ltd. and Valaris Limited have agreed to combine under a Business Combination Agreement dated February 9, 2026. Under the proposed transaction, each Valaris common share is expected to be exchanged for 15.235 Transocean Shares (no fractional shares; cash paid in lieu). The combination will be implemented by a court‑sanctioned Scheme of Arrangement under Bermuda law and related Transocean share capital increases.

After closing and assumed conversion of Transocean’s exchangeable bonds due 2029, Transocean shareholders and Valaris shareholders are expected to own approximately 53% and 47% of the Combined Company, respectively. Closing is subject to shareholder approvals, court sanction, regulatory conditions and other closing conditions set forth in the Business Combination Agreement.

Valaris Limited reported a Q1 2026 net loss of $16.4 million (loss per share $0.24), narrowing from a $37.9 million loss a year earlier. Total operating revenues fell to $465.4 million from $620.7 million, mainly due to fewer operating days for floater rigs and the sale or retirement of several units.

Operating income dropped to $20.0 million from $143.0 million, reflecting lower floater activity and $13.6 million of merger and integration expenses tied to a pending all‑stock business combination with Transocean. Equity in earnings of ARO improved to $6.8 million from $2.6 million, and cash from operations was $75.0 million versus $155.9 million a year earlier.

As of March 31, 2026, Valaris had total assets of $5.36 billion, shareholders’ equity of $3.16 billion, long‑term debt of $1.09 billion in 2030 Second Lien Notes and $595.4 million of cash and restricted cash. Contract backlog reached $4.93 billion for Valaris and $1.92 billion for ARO as of May 4, 2026, supported by strong drillship and jackup demand.