Long Brady K 4

What Happened

• Brady K. Long, Executive Vice President & Chief Legal Officer of Transocean Ltd. (RIG), had deferred/unit awards vest and convert to common shares, received a new grant of restricted share units (RSUs), and sold shares to meet tax withholding. Specifically, 101,873 vested/deferred units converted to shares on Feb 5, 2026 (acquired at $0.00), 40,294 shares were sold on Feb 6, 2026 at $4.99 each to satisfy tax withholding ($201,067), and 233,290 RSUs were granted on Feb 5, 2026 (derivative award).

Key Details

• Transaction dates and prices:
  • Feb 5, 2026: 101,873 vested/deferred units converted to shares (derivative conversion; $0.00 per share).
  • Feb 5, 2026: Grant of 233,290 restricted share units (RSUs) (reported as derivative award; $0.00).
  • Feb 6, 2026: 40,294 shares sold at $4.99 each to cover tax withholding, generating ~$201,067.
• Net immediate effect: 101,873 shares vested → 40,294 sold for taxes → net increase of 61,579 shares added to beneficial ownership (before accounting for any prior holdings).
• Footnotes / notable items:
  • F1: The 101,873 deferred units were awarded Feb 9, 2023 and vested Feb 5, 2026 after satisfying performance measures (2023–2025 cycle).
  • F2: The 40,294 shares were sold upon vesting to satisfy tax withholding obligations (routine).
  • F3: The 233,290 RSUs are time-based restricted units granted Feb 5, 2026 and vest in three equal tranches on Mar 1, 2027; Mar 1, 2028; and Mar 1, 2029.
• Filing timeliness: Form 4 filed Feb 9, 2026 for transactions on Feb 5–6, 2026. The filing does not indicate a late-filing flag in the provided excerpt.

Context

• This filing shows a routine vesting/conversion of deferred performance units and a grant of new RSUs, plus a sale solely to cover tax withholding — not an open-market sale for cash allocation. Such withholding sales are common and do not necessarily indicate a change in the insider’s view of the company.