Valaris Ltd — Director's Dealing 2018

Mar 5, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Ensco plc (ESV)
CIK: 0000314808
Period of Report: 2018-03-01

Reporting Person: McGuinty Michael (SVP-General Counsel/Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-03-01	Class A Ordinary Shares	M	18861	—	Acquired	38555	Direct
2018-03-01	Class A Ordinary Shares	F	8865	$4.46	Disposed	29690	Direct
2018-03-03	Class A Ordinary Shares	M	18299	—	Acquired	47989	Direct
2018-03-03	Class A Ordinary Shares	F	8601	$4.42	Disposed	39388	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-03-01	Restricted Share Units	$	M	18861	Disposed		Class A Ordinary Shares (18861.0)	Direct
2018-03-03	Restricted Share Units	$	M	18299	Disposed		Class A Ordinary Shares (18299.0)	Direct

Footnotes

F1: Upon the vesting of our restricted share units, the reporting person is required to pay the aggregate nominal value (par value), $0.10 per share, of our Class A ordinary shares actually issued, in accordance with U.K. corporate law. In connection with the transaction reported above, the reporting person paid $999.60 to Ensco plc with respect to the shares actually issued upon vesting of the restricted share units. The remaining 8,865 shares were withheld and not issued to satisfy certain tax withholding obligations.

F2: The reporting person disposed of these shares to an affiliate of the issuer upon the vesting of previously awarded restricted shares. The purpose of the disposition was to enable the reporting person to satisfy tax withholding obligations that arose upon such vesting, which will be paid to the appropriate taxing authority in cash.

F3: Upon the vesting of our restricted share units, the reporting person is required to pay the aggregate nominal value (par value), $0.10 per share, of our Class A ordinary shares actually issued, in accordance with U.K. corporate law. In connection with the transaction reported above, the reporting person paid $969.80 to Ensco plc with respect to the shares actually issued upon vesting of the restricted share units. The remaining 8,601 shares were withheld and not issued to satisfy certain tax withholding obligations.

F4: On March 1, 2016, the reporting person was granted 56,583 restricted share units, vesting in three equal annual installments beginning on the first anniversary of the grant date.

F5: On March 3, 2016, the reporting person was granted 54,897 restricted share units, vesting in three equal annual installments beginning on the first anniversary of the grant date.