Pack Jason 4

What Happened
Jason Pack, Senior Vice President and Chief Accounting Officer of Transocean (RIG), had performance-based deferred units vest and converted into shares, received a new grant of restricted share units (RSUs), and sold a portion of shares to cover taxes. On Feb 5, 2026 he converted/exercised 29,211 deferred units into common shares (acquired at $0). Those vested shares triggered withholding: on Feb 6, 2026 he disposed of 11,557 shares at $4.99 each for proceeds of $57,669 to satisfy tax obligations. Also on Feb 5, 2026 he was granted 76,629 RSUs (no cash outlay).

Key Details

• Transactions and codes: M (exercise/conversion) — 29,211 shares acquired on 2026-02-05 at $0; F (tax withholding) — 11,557 shares disposed on 2026-02-06 at $4.99 ($57,669); A (award) — 76,629 RSUs granted on 2026-02-05 at $0.
• Footnotes: The 29,211 deferred units were awarded Feb 9, 2023 and vested Feb 5, 2026 upon achievement of 2023–2025 performance measures (F1). The 11,557 shares were sold to satisfy tax withholding on vesting (F2). The 76,629 RSUs vest in three equal installments of 25,543 shares on Mar 1, 2027; Mar 1, 2028; and Mar 1, 2029 (F3).
• Shares owned after the transactions: not reported in this filing.
• Filing timeliness: Report filed Feb 9, 2026 for transactions dated Feb 5–6, 2026 (appears timely under the SEC two-business-day Form 4 rule).

Context
This was not an open-market purchase. The main activity here is vesting/conversion of performance units and a standard sell-to-cover for tax withholding. Such tax-withholding sales are routine and do not necessarily indicate a change in the insider’s view of the company.