Other Information.
−Removed: During the three months ended June 30, 2024, no director or executive officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
−Removed: On July 23, 2024, the Board of Directors of Weatherford (the “Board”), on recommendation of the Compensation and Human Resources Committee, approved the Second Amended and Restated Weatherford International plc Short-Term Incentive Plan (the “STI Plan”) to confirm that participants who perform services through the end of the performance period but are terminated without cause before the relevant payment date may be entitled to receive payment, if performance and certain other conditions are met.
−Removed: A copy of the STI Plan is attached as Exhibit 10.4 to this report and is incorporated herein by reference.
+Added: During the three months ended September 30, 2024, the following executive officers of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
+Added: No trading arrangements were adopted or terminated by any of the Company’s non-employee directors.
+Added: Executive Officer
+Added: Reporting Action
+Added: Adoption Date
+Added: Plan End Date (1)
+Added: Aggregate Shares Covered (2)
+Added: Intended to Satisfy 10b5-1?
+Added: Girishchandra K.
+Added: Chief Executive Officer and Director
+Added: Plan Adoption
+Added: 9/04/2024 7/31/2025 95,000 Yes
+Added: EVP, General Counsel and Chief Compliance Officer
+Added: Plan Adoption
+Added: 8/16/2024 1/30/2025 73,593 Yes
+Added: EVP and Chief Commercial Officer
+Added: Plan Adoption
+Added: 9/12/2024 1/31/2025 9,608 (3)
+Added: Depinder Sandhu
+Added: EVP, Global Product Lines
+Added: Plan Adoption
+Added: 9/12/2024 2/28/2025 18,385 Yes
+Added: (1) Each trading arrangement permits transactions through and including the earlier to occur of (i) the completion of all sales of shares subject to the arrangement, (ii) the date listed in the “Plan End Date” column, or (iii) the occurrence of such other termination event as specified in the arrangement.
+Added: (2) Aggregate shares covered for Messrs.
+Added: Weatherholt, Reed and Sandhu include ordinary shares underlying equity awards that may vest upon satisfaction of certain conditions.
+Added: The actual number of shares released to the executive officer will be net of shares withheld by the Company to satisfy tax withholding obligations.
+Added: (3) Aggregate shares covered for Mr.
+Added: Reed includes 1,694 shares underlying an equity award subject to performance conditions and may vest at up to 200% of the target amount shown above.
All exhibits designated with a dagger (†) are filed herewith or double dagger (††) are furnished herewith.
Exhibit Number Description Original Filed Exhibit File Number
−Removed: Sixth Amendment to Amended and Restated Credit Agreement, dated as of June 6, 2024, by and among Weatherford International Ltd., Weatherford International, LLC, Weatherford Canada Ltd., WOFS International Finance GmbH, Weatherford International plc, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent.
−Removed: Exhibit 10.1 to the Company ’ s Current Report on Form 8-K filed June 11, 2024.
−Removed: Additional Lender Supplement, dated as of June 6, 2024, by and among Weatherford International Ltd., Weatherford International, LLC, Weatherford Canada Ltd., WOFS International Finance GmbH, Weatherford International plc, Arab Banking Corporation (B.S.C.) New York Branch, as an Additional Lender, the other Issuing Banks party thereto and Wells Fargo Bank, National Association, as administrative agent.
−Removed: *Schedules and similar attachments have been omitted pursuant to Regulation S-K Item 601(a)(5).
−Removed: Weatherford agrees to furnish a supplemental copy of any omitted schedule or attachment to the Securities and Exchange Commission upon request.
−Removed: E xhibit 1 0.2 to the Company ’ s Current Report on Form 8-K filed June 11, 2024.
−Removed: S eventh Amendmen t t o Amended and Restated Credit Agreement, date d as of June 24, 2024, by and among We atherford International Ltd., Weatherford International, LLC, Weatherford Canada Ltd., WOFS International Finance GmbH, Weatherford International plc, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent.
−Removed: Second Amended and Restated Weatherford International plc Short-Term Incentive Plan
−Removed: F orm of Executive Officer Restricted Share Unit Award Agreement adopted January 18, 2024 and amended July 23 , 2024.
+Added: Form of Executive Officer Restricted Share Unit Award Agreement adopted January 18, 2024 and amended July 23, 2024.
Form of Executive Officer Performance Share Unit Award Agreement adopted January 18, 2024 and amended July 23, 2024.
−Removed: Form of Non- Executive Director Restricted Share Unit Award Agreement adopted January 18, 2024 and amended July 23 , 2024 .
†31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
3 unchanged sentences
†101.INS XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document
−Removed: Exhibit Number Description Original Filed Exhibit File Number
†101.SCH XBRL Taxonomy Extension Schema Document
6 unchanged sentences
Weatherford International plc
−Removed: July 24, 2024 By:
+Added: October 23, 2024 By:
/s/ Arunava Mitra
1 unchanged sentence
Executive Vice President and Chief Financial Officer
−Removed: July 24, 2024 By:
+Added: October 23, 2024 By:
/s/ Desmond J.
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.