SEC Form 4 · accession 0000314808-16-000323
Valaris Ltd · VAL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Carl Trowell
Officer — President & CEO
Period of report
Jun 2, 2016
Accepted (ET)
Jun 3, 2016 · 4:27 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000314808
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Ordinary SharesF1 | Jun 2, 2016 | M | 15,870 | — | A | 328,800 | D | |
| Class A Ordinary SharesF2 | Jun 2, 2016 | F | 7,459 | $9.38 | D | 321,341 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF1,F3 | — | Jun 2, 2016 | M | 15,870 | D | — | — | Class A Ordinary Shares | 15,870 | 92,046 | D |
Explanation of responses
- F1Upon the vesting of our restricted share units, the reporting person is required to pay the aggregate nominal value (par value), $0.10 per share, of our Class A ordinary shares actually issued, in accordance with U.K. corporate law. In connection with the transaction reported above, the reporting person paid $841.10 to Ensco plc with respect to the shares actually issued upon vesting of the restricted share units. The remaining 7,459 shares were withheld and not issued to satisfy certain tax withholding obligations.
- F2These shares were withheld to satisfy tax withholding obligations that arose upon vesting.
- F3On June 2, 2014, the reporting person was granted 123,786 restricted share units, of which 47,610 restricted share units vest at a rate of 33 1/3% per annum on the anniversary date of the grant over a three year period and 76,176 restricted share units vest 100% on the third anniversary of the date of grant.