UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 18, 2012
TRANSOCEAN LTD.
(Exact name of registrant as specified in its charter)
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Switzerland |
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000-53533 |
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98-0599916 |
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(State or other jurisdiction of |
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(Commission |
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(I.R.S. Employer |
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10 Chemin de Blandonnet 1214 Vernier, Geneva Switzerland |
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CH-1214 |
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(Address of principal executive offices) |
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(zip code) |
Registrant’s telephone number, including area code: +41 (22) 930-9000
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07 Submission of Matters to a Vote of Security Holders
Transocean Ltd. (the “Company”) held its Annual General Meeting of Shareholders on May 18, 2012, in Cham, Switzerland. The shareholders took action on the following matters at the meeting:
1. Proposal regarding the approval of the 2011 Annual Report, including the consolidated financial statements of the Company for fiscal year 2011 and the statutory financial statements of the Company for fiscal year 2011.
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For |
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Against |
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Abstain |
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Broker Non-Votes |
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238,485,712 |
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954,324 |
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6,380,407 |
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N/A |
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This item was approved.
2. Proposal regarding the appropriation of the available earnings for fiscal year 2011 and the carrying forward of all available earnings.
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For |
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Against |
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Abstain |
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Broker Non-Votes |
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242,565,066 |
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1,473,904 |
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1,781,473 |
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N/A |
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This item was approved.
3. Proposals regarding the election of Glyn Barker, Vanessa C.L. Chang and Chad Deaton as Class I Directors of the Company and the reelection of Edward R. Muller and Tan Ek Kia as Class I Directors of the Company.
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Name of Nominee |
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For |
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Against |
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Abstain |
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Broker Non-Votes |
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Glyn Barker |
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192,668,878 |
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1,255,042 |
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5,835,417 |
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46,061,106 |
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Vanessa C.L. Chang |
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192,741,158 |
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1,183,494 |
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5,834,685 |
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46,061,106 |
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Chad Deaton |
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187,732,486 |
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6,188,775 |
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5,838,076 |
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46,061,106 |
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Edward R. Muller |
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169,815,564 |
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24,043,389 |
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5,900,384 |
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46,061,106 |
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Tan Ek Kia |
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188,237,716 |
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5,617,698 |
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5,903,923 |
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46,061,106 |
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Glyn Barker, Vanessa C.L. Chang and Chad Deaton were elected to the Board of Directors as Class I Directors of the Company, and Edward R. Muller and Ek Kia Tan were reelected to the Board of Directors as Class I Directors of the Company.
4. Proposal regarding the approval of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2012 and reelection of Ernst & Young Ltd., Zurich, as the Company’s auditor pursuant to the Swiss Code of Obligations for a further one-year term.
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For |
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Against |
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Abstain |
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Broker Non-Votes |
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243,311,633 |
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1,046,363 |
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1,462,447 |
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N/A |
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This item was approved.
5. Proposal to approve, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Compensation Discussion and Analysis, the accompanying compensation tables and the related narrative disclosure included in the Company’s proxy statement.
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For |
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Against |
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Abstain |
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Broker Non-Votes |
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169,284,252 |
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28,091,408 |
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2,383,677 |
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46,061,106 |
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This item was approved.