TRANSOCEAN LTD. (NYSE:RIG) Files An 8-K Submission of Matters to a Vote of Security Holders

0

TRANSOCEAN LTD. (NYSE:RIG) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07.Submission of Matters to a Vote of Security Holders.

Transocean Ltd. (the "Company") held its Annual General Meeting of Shareholders on May 18, 2018, in Zug, Switzerland. The shareholders took action on the following matters at the 2018 Annual General Meeting:

1.Proposal regarding the approval of the 2017 Annual Report, including the Audited Consolidated Financial Statements of Transocean Ltd. for Fiscal Year 2017 and the Audited Statutory Financial Statements of Transocean Ltd. for Fiscal Year 2017.

For

Against

Abstain

345,191,386

5,152,313

3,923,629

This item was approved.

2.Proposal regarding the discharge of the Members of the Board of Directors and the Executive Management Team from liability for activities during Fiscal Year 2017.

For

Against

Abstain

BrokerNon-Votes

253,476,022

5,768,709

1,358,739

93,663,858

This item was approved.

3.Proposal regarding the appropriation of the accumulated loss for Fiscal Year 2017 and release of CHF 1,500,000,000 of Statutory Capital Reserves from Capital Contribution and Allocation to free Capital Reserves from Capital Contribution.

For

Against

Abstain

340,027,163

9,339,775

4,900,390

This item was approved.

4.Proposal regarding the renewal of Authorized Share Capital.

For

Against

Abstain

339,972,041

9,769,058

4,526,229

This item was approved

5.Proposals regarding the reelection of eleven directors for a term extending until completion of the next Annual General Meeting.

NameofNomineefor

Director

For

Against

Abstain

BrokerNon-Votes

Glyn A. Barker

255,412,784

4,338,799

851,887

93,663,858

Vanessa C.L. Chang

254,015,832

5,756,456

831,182

93,663,858

Frederico C. Curado

255,720,514

4,014,827

868,129

93,663,858

Chadwick C. Deaton

255,017,891

4,715,112

870,467

93,663,858

Vincent J. Intrieri

248,590,263

9,265,677

2,747,530

93,663,858

Samuel J. Merksamer

255,807,146

3,944,990

851,334

93,663,858

Merrill A. "Pete" Miller, Jr.

255,369,116

4,480,488

753,866

93,663,858

Frederik W. Mohn

257,118,404

2,646,774

838,292

93,663,858

Edward R. Muller

256,066,475

3,774,549

762,446

93,663,858

Tan Ek Kia

256,219,022

3,618,331

766,117

93,663,858

Jeremy D. Thigpen

256,209,522

3,627,831

766,117

93,663,858

Each of the eleven persons listed above were duly reelected as a director of the Company to hold office until the completion of the 2019 Annual General Meeting of Shareholders.

6.Proposal regarding the election of the Chairman of the Board of Directors for a term extending until completion of the next Annual General Meeting.

NameofChairmanNominee

For

Against

Abstain

BrokerNon-Votes

Merrill A. "Pete" Miller, Jr.

255,550,160

4,292,380

760,930

93,663,858

Merrill A. "Pete" Miller, Jr. was elected Chairman of the Board of Directors of the Company to hold office until the completion of the 2019 Annual General Meeting of Shareholders.

7.Proposal regarding the election of the members of the Compensation Committee, each for a term extending until completion of the next Annual General Meeting.

NameofCompensationCommitteeNominee

For

Against

Abstain

BrokerNon-Votes

Frederico C. Curado

255,690,423

3,982,360

930,687

93,663,858

Vincent J. Intrieri

255,296,547

4,383,676

923,247

93,663,858

Tan Ek Kia

254,869,713

4,818,665

915,092

93,663,858

Each of the three persons listed above were duly elected to serve as a member of the Compensation Committee of the Company to hold office until completion of the 2019 Annual General Meeting of Shareholders.

8. Proposal regarding the reelection of theindependent proxy for a term extending until completion of the next Annual General Meeting.

For

Against

Abstain

341,379,957

8,775,222

4,112,149

This item was approved.

9.Proposal regarding the appointment of Ernst&YoungLLP as the Company's Independent Registered Public Accounting Firm for Fiscal Year 2018 and reelection of Ernst& YoungLtd, Zurich, as the Company's Auditor for a further one-year term.

For

Against

Abstain

344,874,261

8,012,072

1,380,995

This item was approved.

10.Proposal regarding the advisory vote to approve Named Executive Officer compensation.

For

Against

Abstain

BrokerNon-Votes

252,300,486

7,307,096

995,888

93,663,858

This item was approved.

11.(a) Proposal regarding ratification of the maximum aggregate amount of compensation of the Board of Directors for the period between the 2018 Annual General Meeting and the 2019 Annual General Meeting.

For

Against

Abstain

BrokerNon-Votes

254,036,251

4,797,288

1,769,931

93,663,858

This item was approved.

11.(b) Proposal regarding the ratification of the maximum aggregate amount of compensation of the Executive Management Team for Fiscal Year 2019.

For

Against

Abstain

BrokerNon-Votes

252,942,306

5,825,967

1,835,197

93,663,858

This item was approved.

12.Proposal regarding the approval of amendment to the Transocean Ltd. 2015 Long-Term Incentive Plan for Additional Reserves.

For

Against

Abstain

BrokerNon-Votes

250,631,396

8,941,739

1,030,335

93,663,858

This item was approved


About TRANSOCEAN LTD. (NYSE:RIG)

Transocean Ltd. is an international provider of offshore contract drilling services for oil and gas wells. The Company’s primary business is to contract its drilling rigs, related equipment and work crews primarily on a day rate basis to drill oil and gas wells. The Company operates through the contract drilling services segment. The Company specializes in technically demanding regions of the global offshore drilling business with a particular focus on deepwater and harsh environment drilling services. Its mobile offshore drilling fleet consists of floaters and high-specification jackups used in support of offshore drilling activities and offshore support services across the world. The Company owns or has partial ownership interests in and operates over 60 mobile offshore drilling , including approximately 30 ultra‑deepwater floaters, over seven harsh environment floaters, over five deepwater floaters, over 10 midwater floaters and approximately 10 high-specification jackups.