越洋钻探 2024年度报告

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM10-K ☑ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGEACT OF 1934 For the fiscal year endedDecember31, 2024OR For the transition period from _____ to _____ Commission file number001-38373 TRANSOCEANLTD. (Exact name of registrant as specified in its charter) 98-0599916(I.R.S. Employer Identification No.) Switzerland(State or other jurisdiction of incorporation ororganization) Turmstrasse30Steinhausen,Switzerland(Address of principal executive offices) 6312(Zip Code) Registrant’s telephone number, including area code:+41 (41)749-0500 Securities registered pursuant to Section 12(b)of the Act: Securities registered pursuant to Section 12(g)of the Act: None Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule405 of theSecurities Act.Yes☑No☐Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of theExchange Act.Yes☐No☑ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)ofthe Securities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant wasrequired to file such reports), and (2)has been subject to such filing requirements for the past 90days.Yes☑No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required tobe submitted pursuant to Rule405 of RegulationS-T during the preceding 12months (or for such shorter period that theregistrant was required to submit such files).Yes☑No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-acceleratedfiler, smaller reporting company or an emerging growth company.See the definitions of “large accelerated filer,”“accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule12b-2 of the Exchange Act. Large accelerated filer☑Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extendedtransitionperiod for complying with any new or revised financial accounting standards provided pursuant toSection13(a) of the Exchange Act.☐ Indicateby check mark whether the registrant has filed a report on and attestation to its management’sassessment of the effectiveness of its internal control over financial reporting under Section404(b) of the Sarbanes-Oxley Act (15U.S.C.7262(b)) by the registered public accounting firm that prepared or issued its audit report.☑ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financialstatements of the registrant included in the filing reflect the correction of an error to previously issued financialstatements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysisof incentive-based compensation received by any of the registrant’s executive officers during the relevant recoveryperiod pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined by Rule12b-2 of the Exchange Act).Yes☐No☑ As of June30, 2024, 875,456,314shares were outstanding and the aggregate market value of shares held by non-affiliates was approximately $4.68billion (based on the reported closing market price of the shares of TransoceanLtd.on June30, 2024 of $5.35 per share and assuming that all directors and executive officers of the Company are“affiliates,” although the Company does not acknowledge that any such person is actually an “affiliate” within themeaning of the federal securities laws).As of February11, 2025,878,886,948shares were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive Proxy Statement to be filed with the United States Securities andExchange Commission within 120days of December31, 2024, for its 2025 annual general meeting of shareholders, areincorporated by reference into PartIII of this Form10-K. TRANSOCEANLTD. AND SUBSIDIARIESINDEX TO ANNUAL REPORT ON FORM10-KFOR THE YEAR ENDED DECEMBER31, 2024 PARTIItem 1.Business2Item 1A.Risk Factors9Item 1B.Unresolved Staff Comments22Item 1C.Cybersecurity22Item 2.Properties23Item 3.Legal Proceedings23Item 4.Mine Safety Disclosures23 PARTIIItem 5.Market for Registrant’s Common Equity, Related Shareholder Mattersand Issuer Purchases of Equity Securities23Item 6.Reserved25Item 7.Management’s Discussion and Analysis of Financial Condition andResults of Operations26Item 7A.Quantitative and Qualitative Disclosures About Market Risk36Item 8.Financial Statements and Supplementary Data37Item 9.Changes in and Disagreements with Accountants on Accounting andFinancial Disclosure70Item 9A.Controls and Procedures70Item 9B.Other Information70Item 9C.Disclosure Rega