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