SEC Form 4 · accession 0000314808-18-000101
Valaris Ltd · VAL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Tommy Darby
Officer — Controller
Period of report
Jun 1, 2018
Accepted (ET)
Jun 5, 2018 · 4:39 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 1, 2018 | F | 351 | $6.58 | D | 12,605 | D | |
| Class A Ordinary SharesF2 | Jun 1, 2018 | M | 3,627 | — | A | 16,232 | D | |
| Class A Ordinary Shares | Jun 1, 2018 | D | 3,627 | $6.58 | D | 12,605 | D | |
| Class A Ordinary SharesF3 | Jun 1, 2018 | M | 6,369 | — | A | 18,974 | D | |
| Class A Ordinary Shares | Jun 1, 2018 | D | 6,369 | $6.58 | D | 12,605 | D | |
| Class A Ordinary SharesF4 | Jun 1, 2018 | M | 3,317 | — | A | 20,522 | I | Represents shares held by an immediate family member |
| Class A Ordinary Shares | Jun 1, 2018 | D | 3,317 | $6.58 | D | 17,205 | I | Represents shares held by an immediate family member |
| Class A Ordinary SharesF5 | Jun 1, 2018 | M | 5,064 | — | A | 22,269 | I | Represents shares held by an immediate family member |
| Class A Ordinary Shares | Jun 1, 2018 | D | 5,064 | $6.58 | D | 17,205 | I | Represents shares held by an immediate family member |
| Class A Ordinary SharesF1 | Jun 2, 2018 | F | 72 | $6.58 | D | 12,533 | D | |
| Class A Ordinary SharesF1 | Jun 3, 2018 | F | 69 | $6.58 | D | 12,464 | 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 UnitsF6,F7 | — | Jun 1, 2018 | A | 33,245 | A | — | — | Class A Ordinary Shares | 33,245 | 33,245 | D |
| Restricted Share UnitsF2 | — | Jun 1, 2018 | M | 3,627 | D | — | — | Class A Ordinary Shares | 3,627 | 10,881 | D |
| Restricted Share UnitsF3 | — | Jun 1, 2018 | M | 6,369 | D | — | — | Class A Ordinary Shares | 6,369 | 25,476 | D |
| Restricted Share UnitsF6,F8 | — | Jun 1, 2018 | A | 24,320 | A | — | — | Class A Ordinary Shares | 24,320 | 24,320 | I |
| Restricted Share UnitsF4 | — | Jun 1, 2018 | M | 3,317 | D | — | — | Class A Ordinary Shares | 3,317 | 9,951 | I |
| Restricted Share UnitsF5 | — | Jun 1, 2018 | M | 5,064 | D | — | — | Class A Ordinary Shares | 5,064 | 20,256 | I |
Explanation of responses
- F1These shares were withheld upon vesting to enable the reporting person to satisfy tax withholding obligations that arose upon such vesting, which will be paid by the issuer to the appropriate taxing authority in cash.
- F2On June 1, 2016, the reporting person was granted 18,135 restricted share units. Each Restricted Share Unit represents the economic equivalent of one Ensco Class A ordinary share and is settled in cash upon vesting. The Restricted Share Units vest in five equal annual installments beginning on the first anniversary of the grant date.
- F3On June 1, 2017, the reporting person was granted 31,845 restricted share units. Each Restricted Share Unit represents the economic equivalent of one Ensco Class A ordinary share and is settled in cash upon vesting. The Restricted Share Units vest in five equal annual installments beginning on the first anniversary of the grant date.
- F4On June 1, 2016, an immediate family member of the reporting person was granted 16,585 restricted share units. Each Restricted Share Unit represents the economic equivalent of one Ensco Class A ordinary share and is settled in cash upon vesting. The Restricted Share Units vest in five equal annual installments beginning on the first anniversary of the grant date.
- F5On June 1, 2017, an immediate family member of the reporting person was granted 25,320 restricted share units. Each Restricted Share Unit represents the economic equivalent of one Ensco Class A ordinary share and is settled in cash upon vesting. The Restricted Share Units vest in five equal annual installments beginning on the first anniversary of the grant date.
- F6The Restricted Share Units vest in five equal annual installments beginning on the first anniversary of the grant date.
- F7On June 1, 2018, the reporting person was granted 33,245 restricted share units, vesting in five equal annual installments beginning on the first anniversary of the grant date.
- F8On June 1, 2018, an immediate family member of the reporting person was granted 24,320 restricted share units, vesting in five equal annual installments beginning on the first anniversary of the grant date.