DEFA14A 1 rig-20260331xdefa14a.htm DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE

COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )


Filed by the Registrant ⌧
Filed by a Party other than the Registrant ◻
Check the appropriate box:
◻	Preliminary Proxy Statement
◻	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
◻	Definitive Proxy Statement
⌧	Definitive Additional Materials
◻	Soliciting Material under §240.14a-12

Transocean Ltd.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
⌧	No fee required.
◻	Fee paid previously with preliminary materials.
◻	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11.

Your Vote Counts! Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www.ProxyVote.com Control # V89593-P48681 TRANSOCEAN LTD. TURMSTRASSE 30 CH-6312 STEINHAUSEN SWITZERLAND TRANSOCEAN LTD. 2026 Annual General Meeting Vote by 2:00 P.M. EDT May 21, 2026/8:00 P.M. Swiss time May 21, 2026 Meeting Date May 22, 2026 8:00 a.m. Swiss time Parkhotel Zug Industriestrasse 14 CH-6302 Zug, Switzerland You invested in TRANSOCEAN LTD. and it’s time to vote. You have the right to vote on proposals being presented at the Annual General Meeting. This is an important notice regarding the availability of proxy materials for the shareholder meeting to be held on May 22, 2026. Get informed before you vote View the Combined Document online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 4, 2026. If you would like to request a copy of the material(s) for this and/or future shareholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.

THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming shareholder meeting. Please follow the instructions on the reverse side to vote on these important matters. Vote at www.ProxyVote.com Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. Voting Items Board Recommends V89594-P48681 1. Approval of (A) the 2025 Annual Report, Including the Audited Consolidated Financial Statements of Transocean Ltd. for Fiscal Year 2025, and the Audited Statutory Financial Statements of Transocean Ltd. for Fiscal Year 2025; and Advisory Votes to Approve (B) the Swiss Statutory Compensation Report for Fiscal Year 2025 and (C) the Swiss Statutory Report on Non-Financial Matters for Fiscal Year 2025 1A Approval of the 2025 Annual Report, Including the Audited Consolidated Financial Statements of Transocean Ltd. for Fiscal Year 2025 and the Audited Statutory Financial Statements of Transocean Ltd. for Fiscal Year 2025 For 1B Advisory Vote to Approve the Swiss Statutory Compensation Report for Fiscal Year 2025 For 1C Advisory Vote to Approve the Swiss Statutory Report on Non-Financial Matters for Fiscal Year 2025 For 2. Discharge of the Members of the Board of Directors and the Executive Management Team from Liability for Activities During Fiscal Year 2025 For 3. Appropriation of the Accumulated Losses for Fiscal Year 2025 For 4. Approval of Shares Authorized for Issuance For 5. Election of 11 Directors, Each for a Term Extending Until Completion of the Next Annual General Meeting 5A Keelan I. Adamson For 5B Glyn A. Barker For 5C Vanessa C.L. Chang For 5D Frederico F. Curado For 5E Chadwick C. Deaton For 5F Domenic J. “Nick” Dell‘Osso, Jr. For 5G Vincent J. Intrieri For 5H William F. “Bill” Lacey For 5I Samuel J. Merksamer For 5J Frederik W. Mohn For 5K Jeremy D. Thigpen For 6. Election of Jeremy D. Thigpen as the Chair of the Board of Directors for a Term Extending Until Completion of the Next Annual General Meeting For 7. Election of the Members of the Compensation Committee, Each for a Term Extending Until Completion of the Next Annual General Meeting 7A Glyn A. Barker For 7B Vanessa C.L. Chang For 7C Frederico F. Curado For 8. Reelection of Schweiger Advokatur/Notariat as the Independent Proxy for a Term Extending Until Completion of the Next Annual General Meeting For 9. Ratification of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2026 and Reelection of Ernst & Young Ltd, Zurich, as the Company’s Auditor for a Further One-Year Term For 10. Advisory Vote to Approve Named Executive Officer Compensation for Fiscal Year 2026 For 11. Prospective Vote on the Maximum Compensation of (A) the Board of Directors and (B) the Executive Management Team 11A Ratification of the Maximum Aggregate Amount of Compensation of the Board of Directors for the Period Between the 2026 Annual General Meeting and the 2027 Annual General Meeting For 11B Ratification of the Maximum Aggregate Amount of Compensation of the Executive Management Team for Fiscal Year 2027 For

SEC Form DEFA14A filed by Transocean Ltd (Switzerland)