Transocean : 2022 Annual General Meeting Proxy Statement and 2021 Annual Report to Shareholders

CONTENTS

LETTER TO SHAREHOLDERS

NOTICE OF 2022 ANNUAL GENERAL MEETING AND PROXY STATEMENT COMPENSATION REPORT

2021 ANNUAL REPORT TO SHAREHOLDERS

ABOUT TRANSOCEAN LTD.

Transocean is a leading international provider of offshore contract drilling services for oil and gas wells. The company specializes in technically demanding sectors of the global offshore drilling business with a particular focus on ultra-deepwater and harsh environment drilling services, and operates one of the most versatile offshore drilling fleets in the world. Transocean owns or has partial ownership interests in, and operates a fleet of 37 mobile offshore drilling units consisting of 27 ultra-deepwater floaters and 10 harsh environment floaters. In addition, Transocean is constructing two ultra-deepwater drillships. Our shares are traded on the New York Stock Exchange under the symbol RIG.

OUR GLOBAL MARKET PRESENCE

Ultra-Deepwater 27

Harsh Environment 10

The symbols in the map above represent the company's global market presence as of the February 14, 2022 Fleet Status Report.

ABOUT THE COVER

The front cover features a crane operator about to begin his shift onboard the Deepwater Asgard in the Gulf of Mexico.

FORWARD-LOOKING STATEMENTS

Any statements included in this Proxy Statement and 2021 Annual Report that are not historical facts, including, without limitation, statements regarding future market trends and results of operations are forward-looking statements within the meaning of applicable securities law. Such statements are subject to numerous risks and uncertainties beyond our control and our actual results may differ materially from our forward-looking statements.

TO THE OWNERS OF OUR COMPANY:

We enter 2022 building upon encouraging results from 2021 and are increasingly enthusiastic about the prospects for Transocean and the offshore drilling industry. Notwithstanding the challenges faced over the past seven years, including historically low oil and natural gas prices and the effects of a global pandemic, we are finally seeing a significantly improved and sustained economic outlook for the industry, as we predicted in last year's letter to shareholders, that started to take shape in the second half of 2021.

This improvement is driven in large part by a sustained rebound of hydrocarbon prices and has translated into heightened demand for our high-specification fleet of ultra-deepwater drillships and harsh environment semisubmersibles. Indeed, during 2021, as crude prices increased over 50%, floater contracting activity returned to pre-pandemic levels.

AS WE ENTER 2022, WE ARE SEEING EVEN MORE HIGH-VALUE OPPORTUNITIES ON THE HORIZON. WITH ACTIVE, HIGH-SPECIFICATION ASSETS IN VERY SHORT SUPPLY, WE ARE ENCOURAGED BY BOTH THE TRAJECTORY OF DAYRATES FOR THE GLOBAL MARKETABLE FLOATER FLEET, AS WELL AS THE LENGTHENING OF CONTRACT DURATIONS FOR UPCOMING PROJECTS.

Due to the material under-investment in exploration and production activities during the downturn and other factors, including an emerging focus on the importance of global energy security, we continue to believe that this market recovery is sustainable and will lead to more demand for our rigs, and in general, higher levels of activity for the offshore drilling industry.

While overcoming challenges associated with the pandemic remained a dominant theme throughout 2021, the Transocean team once again maintained high levels of operating performance, achieving impressive results for safety, and delivering record reliability and drilling efficiency, resulting in performance bonuses from our customers. This clearly demonstrates that customers value the assets, expertise and consistency of performance that Transocean provides.

As we move into 2022, we recognize that the recent Russian invasion of Ukraine creates uncertainty in 2022 and, probably, beyond. Our first concern, as always, is the safety of our personnel. We are relieved that our employees who call Ukraine home are currently safe from this horrific aggression, and we are doing all we can to help our Ukrainian employees and their families during this uncertain time. At this time, none of our assets or operations have been impacted. We believe the war's disruption to the world's hydrocarbon supply underscores the importance of energy security. Indeed, ultra-deepwater and harsh environment offshore drilling rigs and services, such as those we provide to our customers around the world, are central to ensuring that a diversity of hydrocarbon resources, along with other emerging energy technologies, are reliably available to sustain the world's energy requirements.

As such, we are comforted by the momentum that was established by the continually improving market fundamentals and solidified by our industry-leading operations, management, and support functions. We begin the year with an industry-leading backlog of $6.5 billion as of our February 2022 Fleet Status Report - a backlog that is nearly two times that of our closest competitor.

In addition to an improving macro environment, we are excited to be nearing delivery of our two eighth generation drillships, the Deepwater Atlas and the Deepwater Titan. Upon delivery, the Atlas and the Titan will be the only two eighth-generation ships in the industry, characterized not only by their ability to drill and complete 20,000 psi prospects, but also by their industry-leading net three-million-pound hoisting capacity. These attributes clearly reinforce Transocean's position as the technological leader in offshore drilling.

In August 2021, we announced a $252 million contract for the Atlas to perform the first phase of Beacon Offshore's Shenandoah program in the Gulf of Mexico. Combined with the Titan's five-year contract with Chevron for its Anchor project in the Gulf of Mexico, the Atlas award solidifies Transocean as the market leader

LETTER TO SHAREHOLDERS

for the next frontier of 20,000 psi field development. In addition to these important contracts, we observed a pronounced increase in dayrates of the ultra-deepwater fleet in the past year, with Gulf of Mexico dayrates in some instances increasing more than 30%. Indeed, all indications suggest continued upward momentum in 2022 and beyond as demand in the Gulf of Mexico appears more than sufficient to keep the deepwater fleet busy. We expect this phenomenon to spread to other regions as global utilization levels continue to rise.

TRANOCEAN'S SUCCESS IS THE RESULT OF A LONGER-TERM STRATEGY THAT DEVELOPED OVER THE COURSE OF NEARLY A DECADE. THROUGHOUT THE DOWNTURN, WE SYSTEMATICALLY RATIONALIZED OUR FLEET TO MEET CUSTOMER DEMAND, TRANSFORMING OUR RIG PORTFOLIO TO ASSEMBLE THE HIGHEST CONCENTRATION OF THE MOST CAPABLE HARSH ENVIRONMENT AND ULTRA-DEEPWATER DRILLING ASSETS IN THE INDUSTRY.

At December 31, 2021, our fleet consisted of 27 ultra-deepwater and 10 harsh environment rigs with two eighth generation drillships in the final phases of construction. Our high-specification fleet positions Transocean favorably to take advantage of the accelerating upcycle.

Operationally, we delivered strong performance as our team navigated a second year of challenges predominantly associated with the pandemic, ending 2021 with a fleetwide uptime exceeding 97%. As one endorsement, in December 2021, we were awarded Petrobras's Best Supplier Award for Operation of Drilling Rigs. Additionally, the Deepwater Skyros was named Total's Rig of the Year, while Shell announced the Deepwater Thalassa as its Rig of the Year, demonstrating an established track record of superior service with multiple customers in multiple geographic markets.

As the leader in offshore drilling, we will continue to set the standard for operating safely, reliably, and efficiently, while being a responsible steward of the environment. On that note, in the fourth quarter of 2021, we announced our energy transition vision and our 40% Scope 1 and Scope 2 greenhouse gas emissions intensity reduction target. We believe these are important steps in our commitment to minimizing our impact on the environment. While we see an ongoing shift in the market share of energy sources to meet the world's global energy demand, we also observe a continuation of the rising trend in oil and natural gas consumption levels, translating to an increase in demand for our services. We firmly believe oil and natural gas, and specifically hydrocarbons found in deepwater offshore reservoirs, will continue to play a significant role in supplying the world's energy.

In 2021, we continued to invest in and deploy new technologies to support and enable best-in-class and safe operations. Two of our initiatives include additional installations of our Smart Equipment Analytics "SEA" system and our HaloGuardSM personnel safety system. SEA supports our reliability performance and power optimization by providing real-time data to our teams, which enable immediate evaluation of equipment and system performance and is now operational on 20 of our active rigs. In addition to improving equipment and system reliability, the SEA system enables optimization of our power generation and consumption requirements, with an acute focus on meeting our emissions goals.

The safety and well-being of our employees and all parties onboard our rigs is our highest priority. To that end, we have now deployed our HaloGuardSM system on four ultra-deepwater drillships. Through machine vision and wearable, real-time location transmitting technology, interfaced with drill floor machine controls, HaloGuardSM provides an advanced layer of collision protection for our offshore personnel.

Our team also continued to actively manage our capital structure and liquidity. Consistent with our balance sheet priorities, in mid-2021, we announced a deferred payment agreement for our two newbuilds, the Deepwater Atlas and the Deepwater Titan. Additionally, the shipyard financing agreement for the Atlas defers a significant portion of the newbuild capex and increases our financial flexibility as we seek to de-lever using free cash flow from operations generated in the improving dayrate environment. This agreement joins a host of other liquidity-enhancing and liability management transactions executed by our finance and legal teams in 2021, including prudent use of our opportunistic "at-the-market" equity sale program, private exchange agreements, and open market repurchases of our debt. Strengthening our balance sheet has been, and will continue to be, a multi-year process, and we will continue to pursue balance sheet-enhancing transactions.

LETTER TO SHAREHOLDERS

WE ARE PROUD OF THE MANY ACCOMPLISHMENTS WE ACHIEVED IN 2021 AND THE RESILIENCY, DEDICATION AND TEAMWORK DISPLAYED BY OUR EMPLOYEES ACROSS THE GLOBE - PARTICULARLY OUR OFFSHORE CREWS WHO HAVE WEATHERED SIGNIFICANT CHALLENGES THESE LAST TWO YEARS, ENDURING EXTENDED TRAVEL AND TIME AWAY FROM THEIR LOVED ONES TO SUPPORT CONTINUOUS OPERATIONS. FOR THIS, WE ARE TRULY GRATEFUL.

On behalf of the entire Transocean team, we'd like to thank all of our shareholders for your confidence and support. We look forward to continuing to provide solutions for the world's growing energy needs.

March 28, 2022

CHADWICK C. DEATON Chair of the Board of Directors

JEREMY D. THIGPEN Chief Executive Officer