Form 6-K Borr Drilling Ltd For: Aug 11
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
OF THE SECURITIES EXCHANGE ACT OF 1934
August 11, 2022
Commission File Number 001-39007
Borr Drilling Limited
S. E. Pearman Building
2nd Floor 9 Par-la-Ville Road
Hamilton HM11
Bermuda
(Address of principal executive office)
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K on paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K on paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Exhibits
Press Release
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PDMR form
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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.
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BORR DRILLING LIMITED
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Date: August 11, 2022
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By:
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/s/ Mi Hong Yoon
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Name:
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Mi Hong Yoon
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Title:
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Director
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Exhibit 99.1
Borr Drilling Limited – Grant of Share Options and Performance Stock Units - Correction
Bermuda, August 11, 2022: The Board of Directors of Borr Drilling Limited (the "Company") (OSE and NYSE "BORR") has resolved to grant 4,000,000 options under the
Company’s approved share option scheme to certain of its employees, including two persons discharging managerial responsibilities (“PDMRs”) as defined by the Market Abuse Regulation. The grant is to become effective on September 1, 2022, following
a planned SGM and increase in the approved share capital.
Each share option gives the right to subscribe for one share in the Company. The options will vest over a three-and-a-half-year period and have strike prices as follows:
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One third will vest 1 March 2024 and will have a strike price of $4.00
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• |
One third will vest 1 March 2025 and will have a strike price of $4.75
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One third will vest 1 March2026 and will have a strike price of $5.50
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The options will expire after 1 September 2027.
The following PDMRs have been granted options:
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Patrick Schorn – Chief Executive Officer –1,000,000 options
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Magnus Vaaler – Chief Financial Officer – 400,000 options
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In addition, Patrick Schorn has been awarded 500,000 Performance Stock Units (PSUs) that will all cliff vest on 01 September 2025 depending certain performance criteria
linked to the closing share price. Full pay out of the award is subject to reaching $ 10.00 per share on 75% of the days in the third quarter of 2025, prior to the 1 September 2025.
Through this option grant and award of PSUs the board of directors aims to enhance the existing incentive rewards that create the optimum long-term alignment between the
Company’s shareholders and management.
Please see the attached form of notification and public disclosure by primary insiders.
This information is subject to the disclosure requirements in article 19 of the Regulation EU 596/2014 (the EU Market Abuse Regulation) and section 5-12 of the Norwegian
Securities Trading Act.
Exhibit 99.2
1
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Details of the person discharging managerial responsibilities/person closely associated
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a)
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Name
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Patrick Schorn
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2
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Reason for the notification
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a)
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Position/status
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Chief Executive Officer
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b)
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Initial notification/Amendment
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Initial notification
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3
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Details of issuer
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a)
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Name
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Borr Drilling Limited
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b)
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LEI
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213800J2JPCTXLHQ5R78
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4
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Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
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a)
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Description of the financial instrument, type of instrument
Identification code
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Derivative, options for shares in Borr Drilling Limited (ISIN: BMG1466R1732)
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b)
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Nature of the transaction
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Granting/acceptance of share options
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c)
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Price(s) and volume(s)
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Price(s)
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Volume(s)
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0.00
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1,000,000
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||
d)
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Aggregated information
— Aggregated volume
— Price
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1,000,000 options awarded for a price of $0.00, 1/3 with strike price $4.00, 1/3 with a strike price of $4.75 and 1/3 with a strike price of $5.50.
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e)
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Date of the transaction
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11/8/2022
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f)
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Place of the transaction
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Outside a trading venue
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1
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Details of the person discharging managerial responsibilities/person closely associated
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a)
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Name
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Patrick Schorn
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2
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Reason for the notification
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a)
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Position/status
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Chief Executive Officer
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b)
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Initial notification/Amendment
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Initial notification
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3
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Details of issuer
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a)
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Name
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Borr Drilling Limited
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b)
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LEI
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213800J2JPCTXLHQ5R78
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4
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Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
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a)
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Description of the financial instrument, type of instrument
Identification code
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Derivative, Performance Stock Units linked to the shares in Borr Drilling Limited (ISIN: BMG1466R1732)
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b)
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Nature of the transaction
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Granting/acceptance of Performance Stock Units
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c)
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Price(s) and volume(s)
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Price(s)
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Volume(s)
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0.00
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500,000
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||
d)
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Aggregated information
— Aggregated volume
— Price
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500,000 Performance Stock Units for a total of $0
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e)
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Date of the transaction
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11/8/2022
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f)
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Place of the transaction
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Outside a trading venue
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1
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Details of the person discharging managerial responsibilities/person closely associated
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a)
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Name
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Magnus Vaaler
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2
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Reason for the notification
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a)
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Position/status
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Chief Financial Officer
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b)
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Initial notification/Amendment
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Initial notification
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3
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Details of issuer
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a)
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Name
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Borr Drilling Limited
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b)
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LEI
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213800J2JPCTXLHQ5R78
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|
4
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Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
|
||
a)
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Description of the financial instrument, type of instrument
Identification code
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Derivative, options for shares in Borr Drilling Limited (ISIN: BMG1466R1732)
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b)
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Nature of the transaction
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Granting/acceptance of share options
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c)
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Price(s) and volume(s)
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Price(s)
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Volume(s)
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0.00
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400,000
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d)
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Aggregated information
— Aggregated volume
— Price
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400,000 options awarded for a price of $0.00, 1/3 with strike price $4.00, 1/3 with a strike price of $4.75 and 1/3 with a strike price of $5.50.
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e)
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Date of the transaction
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11/08/2022
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f)
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Place of the transaction
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Outside a trading venue
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