UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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42 rue Saint-Dominique, Paris, France 75007
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| Item 8.01 | Other Events. |
On May 7, 2026, Schlumberger Investment S.A. (the “Issuer”) issued $500,000,000 aggregate principal amount of its 4.550% Senior Notes due 2031 (the “2031 Notes”), $500,000,000 aggregate principal amount of its 4.800% Senior Notes due 2033 (the “2033 Notes”), and $1,000,000,000 aggregate principal amount of its 5.150% Senior Notes due 2036 (the “2036 Notes” and, together with the 2031 Notes and the 2033 Notes, the “Notes”) under a registration statement on Form S-3 under the Securities Act of 1933, as amended (the “Securities Act”). The registration statement was filed with the SEC on April 30, 2026 (Registration No. 333-295427) (the “Registration Statement”).
The Notes are fully and unconditionally guaranteed by SLB Limited (“SLB”), and were sold pursuant to an underwriting agreement dated as of April 30, 2026 (the “Underwriting Agreement”), by and among (a) the Issuer and SLB and (b) J.P. Morgan Securities LLC, HSBC Securities (USA) Inc. and Standard Chartered Bank, as representatives of the various underwriters (collectively, the “Underwriters”). The Notes were issued under an Indenture dated as of December 3, 2013, by and among the Issuer, SLB, as guarantor, and The Bank of New York Mellon, as trustee, as amended by a Second Supplemental Indenture dated as of June 26, 2020, and a Fourth Supplemental Indenture dated as of May 29, 2024 (as so amended, the “Base Indenture”), as supplemented by a Sixth Supplemental Indenture, dated as of May 7, 2026, by and among the Issuer, SLB, as guarantor, and The Bank of New York Mellon, as trustee (the “Sixth Supplemental Indenture”).
The relevant terms of the Notes, the Base Indenture and the Sixth Supplemental Indenture are further described under the caption “Description of the Notes” in the prospectus supplement dated April 30, 2026, filed with the SEC by SLB on May 1, 2026, pursuant to Rule 424(b)(3) under the Securities Act and in the section entitled “Description of Debt Securities” in the base prospectus dated April 30, 2026, included in the Registration Statement. These descriptions are incorporated in this Item 8.01 by reference.
The Underwriting Agreement and the Sixth Supplemental Indenture (including the form of the Notes) are filed as exhibits to this Current Report on Form 8-K and incorporated by reference. The descriptions of the Underwriting Agreement and the Sixth Supplemental Indenture (including the form of the Notes) in this Current Report on Form 8-K are summaries and are qualified in their entirety by the terms of the Underwriting Agreement and the Sixth Supplemental Indenture (including the form of the Notes). SLB is filing this Current Report on Form 8-K so as to file with the SEC certain items that are to be incorporated by reference into its Registration Statement.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
The exhibits listed below are filed pursuant to Item 9.01 of this Form 8-K.
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 hereunto duly authorized.
| SLB LIMITED |
| /s/ Samantha Blons |
| Samantha Blons |
| Assistant Secretary |
| Date: May 12, 2026 |