RIG: Other company developments

Item 8.01 Other Events. As previously announced, on February 9, 2026, Transocean Ltd., a Swiss corporation (“ Transocean ”) and Valaris Limited , an exempted company limited by shares incorporated under the laws of Bermuda (“ Valaris ”), entered into a Business Combination Agreement (the “ Agreement ”). The Agreement provides that, among other things and upon the terms and subject to the conditions thereof, Transocean will acquire all of the issued and outstanding common shares of Valaris (the “ Valaris Shares ”) in exchange for 15.235 shares of Transocean per Valaris Share (the “ Business Combination ”), pursuant to a court-sanctioned scheme of Arrangement (the “ Scheme of Arrangement ”) between Valaris and the shareholders of Valaris (the “ Valaris Shareholders ”), pursuant to section 99 of the Companies Act 1981 of Bermuda, as amended (the “ Companies Act ”). On October 14, 2026, Transocean and Valaris filed a joint definitive proxy statement on Schedule 14A with the United States Securities and Exchange Commission (the “ Proxy Statement ”) in connection with the (i) extraordinary general meeting (the “ Transocean Meeting ”) of the shareholders of Transocean (the “ Transocean Shareholders ”) at which the Transocean Shareholders will vote on certain matters related to the Business Combination and a proposal unrelated to the Business Combination to amend Transocean's Articles of Association, and (ii) special court-ordered meeting (the “ Valaris Court Meeting ”) of Valaris Shareholders at which the Valaris Shareholders will vote on the Scheme of Arrangement and certain matters related to the Business Combination. Both the Transocean Meeting and the Valaris Court Meeting are scheduled to be held on November 24, 2026. Subject to approval by the Transocean Shareholders of