6-K

SEADRILL LIMITED

Date: February 5, 2024

/s/ Grant Creed

Name: Grant Creed

Title: Principal Financial Officer of Seadrill Limited

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of February 2024

Commission File Number 001-39327

Seadrill Limited

(Exact name of Registrant as specified in its Charter)

Park Place

55 Par-la-Ville Road

Hamilton HM 11 Bermuda

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Seadrill Announces Transactions Made Under the Company’s Share Repurchase Program

HAMILTON, Bermuda, February 5, 2024 – Seadrill Limited (“Seadrill” or the “Company”) (NYSE & OSE: SDRL) initiated a share repurchase program December 14, 2023 to repurchase up to $250 million of the Company’s common shares in open market transactions on the OSE and NYSE until no later than September 30, 2024 pursuant to an agreement with Fearnley Securities AS and its subsidiary, Fearnley Securities, Inc. (“Fearnley”).

For the period from and including January 29, 2024 through February 2, 2024 the Company purchased a total of 225,636 shares at an average price of $43.85 per share. The transactions effected through the agreement with Fearnley comprise all the transactions effected by or on behalf of the Company during the period.

Transaction Overview

Date

Trading
Venue

Volume

Weighted Average
Share Price (USD)

Total Daily Transaction
Value (USD)

29-Jan-24

OSE

3,000

45.73

137,179

29-Jan-24

NYSE

38,850

45.40

1,763,638

30-Jan-24

OSE

7,000

43.98

307,886

30-Jan-24

NYSE

37,000

43.98

1,627,197

31-Jan-24

OSE

2,728

43.76

119,371

31-Jan-24

NYSE

42,700

43.52

1,858,415

1-Feb-24

OSE

2,512

43.62

109,574

1-Feb-24

NYSE

43,963

43.48

1,911,437

2-Feb-24

OSE

4,833

42.86

207,161

2-Feb-24

NYSE

43,050

43.04

1,852,799

Period Total

OSE

20,073

43.90

881,171

NYSE

205,563

43.85

9,013,486

Total

225,636

43.85

9,894,657

Previously Disclosed Buybacks under the Program (Accumulated)

OSE

224,760

45.52

10,231,965

NYSE

890,899

45.67

40,684,591

Total

1,115,659

45.64

50,916,556

Program Total

OSE

244,833

45.39

11,113,135

NYSE

1,096,462

45.33

49,698,077

Total

1,341,295

45.34

60,811,212

The issuer’s holding of own shares: 1,341,295

Following the completion of the above transactions, the Company owned a total of 1,341,295 of its own shares, corresponding to 1.81% of the Company’s share capital.

Appendix:

An overview of all transactions made under the Company’s repurchase program and its agreement with Fearnley that have been carried out during the above-mentioned time period is attached to this report and available at www.newsweb.no.

Contact Information

Lydia Brantley Mabry

Director of Investor Relations

T: +1 (832) 252-7064

E: lydia.mabry@seadrill.com

About Seadrill Limited

Seadrill is a leading offshore drilling contractor utilizing advanced technology to unlock oil and gas resources for clients across harsh and benign locations around the globe. Seadrill’s high-quality, technologically-advanced fleet spans all asset classes allowing its experienced crews to conduct operations across geographies, from shallow to ultra-deepwater environments.

For additional information, visit www.seadrill.com.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

THIS REPORT ON FORM 6-K IS HEREBY INCORPORATED BY REFERENCE INTO (I) THE REGISTRATION STATEMENT ON FORM F-3 (NO. 333-271916) ORIGINALLY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 15, 2023 AND (II) THE REGISTRATION STATEMENT ON FORM S-8 (NO. 333-276710) ORIGINALLY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 26, 2024.