WFTLF 10-K Annual Report Dec. 31, 2024 | Alphaminr
Weatherford International plc

WFTLF 10-K Fiscal year ended Dec. 31, 2024

WEATHERFORD INTERNATIONAL PLC
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TABLE OF CONTENTS
Part IprintItem 1. BusinessprintItem 1 | BusinessprintItem 1A. Risk FactorsprintItem 1B. Unresolved Staff CommentsprintItem 1C. CybersecurityprintItem 1B Through Item 4 | Unresolved Staff Comments Through Mine SafetyprintItem 2. PropertiesprintItem 3. Legal ProceedingsprintItem 4. Mine Safety DisclosuresprintItem 5 | Market For Registrants Ordinary SharesprintPart IIprintItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesprintItem 7 | Md&aprintItem 6. [reserved]printItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsprintItem 8 | Financial Statements and Supplementary DataprintItem 7A. Quantitative and Qualitative Disclosures About Market RiskprintItem 8. Financial Statements and Supplementary DataprintItem 8 | Notes To The Consolidated Financial StatementsprintItem 9 | Changes in and Disagreement with Accountants on Accounting and Financial DisclosureprintItem 10 | Directors, Executive Officers and Corporate GovernanceprintItem 15 | ExhibitsprintItem 9. Changes in and Disagreement with Accountants on Accounting and Financial DisclosureprintItem 9A. Controls and ProceduresprintItem 9B. Other InformationprintItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsprintPart IIIprintItem 10. Directors, Executive Officers and Corporate GovernanceprintItem 11. Executive CompensationprintItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersprintItem 13. Certain Relationships and Related Transactions, and Director IndependenceprintItem 14. Principal Accounting Fees and ServicesprintPart IVprintItem 15. Exhibit and Financial Statement SchedulesprintItem 16. Form 10-k Summaryprint

Exhibits

3.1 Amended and Restated Memorandum and Articles of Association of Weatherford International public limited company Exhibit 3.1 of theCompanys CurrentReport on Form 8-Kfiled December 18, 2019 File No. 1-36504 4.1 Description of the Securities Exhibit 4.1 of the Companys Annual Report on Form 10-K filed February 17, 2022 File No. 1-36504 4.2 Indenture, dated October 27, 2021, by and among Weatherford International Ltd., as issuer, the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee Exhibit 4.1 of the Companys Current Report on Form 8-K filed October 27, 2021 File No. 1-36504 4.3 Form of Note (included in Exhibit 4.9) Included in Exhibit 4.1 of the Companys Current Report on Form 8-K filed October 27, 2021 File No. 1-36504 4.40 Supplemental Indenture, dated as of December 1, 2022, by and among Weatherford International, LLC, Weatherford International plc, as parent guarantor, Weatherford International Ltd., as issuer, and Deutsche Bank Trust Company Americas, as trustee Exhibit 4.2 of the Companys Current Report on Form 8-K filed December 5, 2022 File No. 1-36504 *10.1 Form of Deed of Indemnity of Weatherford International plc entered into by each director of Weatherford International plc and each of the following executive officers of Weatherford International plc: Scott C. Weatherholt (July 23, 2020), Girish K. Saligram (October 12, 2020), Desmond J. Mills (November 2, 2022),Arunava Mitra (January 13, 2023),David Reed(December 8, 2022), Depinder Sandhu(October 11, 2022),Richard Ward (January 8, 2024)and Todd Glance(August 15, 2024) Exhibit 10.11 of theCompanys CurrentReport on Form 8-K12Bfiled June 17, 2014 File No. 1-36504 *10.2 Form of Deed of Indemnity of Weatherford International Ltd entered into by each director of Weatherford International plc and each of the following executive officers of Weatherford International plc: Scott C. Weatherholt (July 23, 2020), Girish K. Saligram (October 12, 2020),Desmond J. Mills (November 2, 2022),Arunava Mitra (January 13, 2023),David Reed (December 8, 2022), Depinder Sandhu (October 11, 2022),Richard Ward (January 8, 2024)and Todd Glance (August 15, 2024) Exhibit 10.12 of theCompanys CurrentReport on Form 8-K12Bfiled June 17, 2014 File No. 1-36504 *10.3 Third Amended and Restated Weatherford International PLC Change in Control Severance Plan Exhibit 10.1 of the Companys Current Report on Form 8-K filed on January 23, 2023 File No. 1-36504 *10.4 Amended and Restated Weatherford International plc Executive Severance Plan Exhibit 10.10 of the Companys Annual Report on Form 10-K for the year ended December 31, 2022, filed February 8, 2023 File No. 1-36504 *10.5 Amended and Restated Weatherford International plc Nonqualified Deferred Compensation Plan Exhibit 10.11 of the Companys Annual Report on Form 10-K for the year ended December 31, 2022, filed February 8, 2023 File No. 1-36504 *10.6 Executive Non-Equity Incentive Compensation Plan (as Amended and Restated) Exhibit 10.2 of theCompanys CurrentReport on Form 8-Kfiled April 15, 2020 File No. 1-36504 *10.7 Weatherford International plc 2019 Equity Incentive Plan Exhibit 10.8 of theCompanys CurrentReport on Form 8-Kfiled December 18, 2019 File No. 1-36504 *10.8 Weatherford International plc Amended and Restated 2019 Equity Incentive Plan Exhibit 10.1 of theCompanys QuarterlyReport on Form 10-Qfor the period endingJune 30, 2020 filedAugust 14, 2020 File No. 1-36504 *10.9 Weatherford International plc Second Amended and Restated 2019 Equity Incentive Plan Exhibit 10.6 of theCompanys QuarterlyReport on Form 10-Qfor the period endingSeptember 30, 2020 filedNovember 4, 2020 File No. 1-36504 *10.10 Weatherford International plc Third Amended and Restated 2019 Equity Incentive Plan Exhibit 10.2 of theCompanys CurrentReport on Form 8-K filed January 23, 2023 File No. 1-36504 *10.11 Form of Performance Share Unit Award Agreement Exhibit 10.8 of the Companys Quarterly Report on Form 10-Q for the period ending September 30. 2021 filed November 2, 2021 File No. 1-36504 *10.12 Amended and Restated Weatherford International plc Short-Term Incentive Plan Exhibit 10.26 of the Companys Annual Report on Form 10-K for the year ended December 31, 2022. filed February 8, 2023 File No. 1-36504 *10.13 Second Amended and Restated Weatherford International plc Short-Term Incentive Plan Exhibit 10.4 of the Companys Quarterly Report for the period ending June 30, 2024 filed July 24, 2024 File No. 1-36504 *10.14 Form of Executive Officer Restricted Share Unit Award Agreement Exhibit 10.1 of the Companys Current Report on Form 8-K filed January 20, 2022 File No. 1-36504 *10.15 Form of Executive Officer Performance Share Unit Award Agreement Exhibit 10.2 of the Companys Current Report on Form 8-K filed January 20, 2022 File No. 1-36504 *10.16 Form of Executive Officer Restricted Share Unit Award Agreement adopted January 18, 2023 Exhibit 10.3 of the Companys Current Report on Form 8-K filed January 23, 2023 File No. 1-36504 *10.17 Form of Executive Officer Performance Share Unit Award Agreement adopted January 18, 2023 Exhibit 10.4 of the Companys Current Report on Form 8-K filed January 23, 2023 File No. 1-36504 *10.18 Form of Non- Executive Director Restricted Share Unit Award Agreement adopted January 18, 2023 Exhibit 10.5 of the Companys Current Report on Form 8-K filed January 23, 2023 File No. 1-36504 *10.19 Form of Executive Officer Restricted Share Unit Award Agreement adopted January 18, 2024and amended July 23, 2024 Exhibit 10.1 of the Companys Quarterly Report for the period ending September 30, 2024 filed October 23, 2024 File No. 1-36504 *10.20 Form of Executive Officer Performance Share Unit Award Agreement adopted January 18, 2024and amended July 23, 2024 Exhibit 10.2 of the Companys Quarterly Report for the period ending September 30, 2024 filed October 23, 2024 File No. 1-36504 *10.21 Form of Non-Executive Director Restricted Share Unit Award Agreement adopted January 18, 2024and amended July 23, 2024 Exhibit 10.7 of the Companys Quarterly Report for the period ending June 30, 2024 filed July 24, 2024 File No. 1-36504 10.22 LC Credit Agreement, dated December 13, 2019 (as amended by Amendment No.1, dated August 28, 2020, included in Exhibit 10.38 below), by and among Weatherford International Ltd., Weatherford International plc, Weatherford International LLC, Deutsche Bank Trust Company Americas and the lenders party thereto from time to time Exhibit 10.2 of theCompanys CurrentReport on Form 8-Kfiled December 18, 2019 File No. 1-36504 10.23 Amendment No. 1 to LC Credit Agreement and Amendment No. 1. To U.S. Security Agreement, dated August 28, 2020, by and among Weatherford International Ltd., Weatherford International plc, Weatherford International LLC, the other guarantors of the LC Credit Agreement, Deutsche Bank Trust Company Americas and the lenders under the LC Credit Agreement Exhibit 10.1 of theCompanys CurrentReport on Form 8-Kfiled August 28, 2020 File No. 1-36504 10.24 Amendment No. 2 to LC Credit Agreement dated September 20, 2021, by and among Weatherford International Ltd., Weatherford International plc, Weatherford International LLC, the other guarantors party thereto, Deutsche Bank Trust Company Americas, BTA Institutional Services Australia Limited and the lenders under the LC Credit Agreement Exhibit 10.1 of the Companys Current Report on Form 8-K filed on September 20, 2021 File No. 1-36504 10.25 Amended and Restated Credit Agreement, dated October 17, 2022, by and among Weatherford International Ltd., Weatherford International, LLC, Weatherford International plc, Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto from time to time Exhibit 10.1 of the Companys Current Report on Form 8-K filed on October 18, 2022 File No. 1-36504 10.26 First Amendment to Amended and Restated Credit Agreement, dated as of November 22, 2022, by and among Weatherford International Ltd., Weatherford International, LLC, Weatherford Canada Ltd., Weatherford International plc and Wells Fargo Bank, National Association, as administrative agent Exhibit 10.1 of the Companys Current Report on Form 8-K filed on November 28, 2022 File No. 1-36504 10.27 Additional Lender Supplement, dated as of November 22, 2022, by and among Weatherford International Ltd., Weatherford International, LLC, Weatherford International plc, ATB Financial and Wells Fargo Bank, National Association, as administrative agent Exhibit 10.2 of the Companys Current Report on Form 8-K filed on November 28, 2022 File No. 1-36504 10.28 Canadian Borrower Joinder, dated as of November 22, 2022, by Weatherford Canada Ltd. and delivered to Wells Fargo Bank, National Association, as administrative agent Exhibit 10.3 of the Companys Current Report on Form 8-K filed on November 28, 2022 File No. 1-36504 10.29 Second Amendment to Amended and Restated Credit Agreement, dated as of January 6, 2023 by and among Weatherford International Ltd., Weatherford International, LLC, Weatherford Canada Ltd., and Wells Fargo Bank, National Association, as administrative agent Exhibit 10.44 of the Companys Annual Report on Form 10-K for the year ended December 31, 2022, filed February 8, 2023 File No. 1-36504 10.30 Third Amendment to Amended and Restated Credit Agreement, dated as of March 24, 2023, by and among Weatherford International Ltd., Weatherford International, LLC, Weatherford Canada Ltd., Weatherford International plc and Wells Fargo Bank, National Association, as administrative agent Exhibit 10.1 of the Companys Current Report on Form 8-K filed March 24, 2023 File No. 1-36504 10.31 Fourth Amendment to Amended and Restated Credit Agreement, dated as of October 24, 2023, 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 Exhibit 10.1 of the Companys Current Report on Form 8-K filed October 24, 2023 File No. 1-36504 10.32 Fifth Amendment to Amended and Restated Credit Agreement, dated as of December 20, 2023, 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 Exhibit 10.33 of the Companys Annual Report on Form 10-K filed February 7, 2024 File No. 1-36504 10.33 Additional Lender Supplement, dated as of April 22, 2023, by and among Weatherford International Ltd., Weatherford International, LLC, Weatherford Canada Ltd., WOFS International Finance GmbH, Weatherford International plc, JPMorgan Chase Bank, N.A., as an Additional Lender and Issuing Bank, DNB Bank ASA, New York Branch, as an Issuing Bank, DNB Capital LLC, as an Additional Lender, the other Lenders and Issuing Banks party thereto and Wells Fargo Bank, National Association, as administrative agent Exhibit 10.1 of the Companys Quarterly Report for the period ending March 31, 2024 filed April 24, 2024 File No. 1-36504 10.34 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 Exhibit 10.1 to the Companys Current Report on Form 8-K filed June 11, 2024. File No. 1-36504 10.35 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. *Schedules and similar attachments have been omitted pursuant to Regulation S-K Item 601(a)(5). Weatherford agrees to furnish a supplemental copy of any omitted schedule or attachment to the Securities and Exchange Commission upon request Exhibit 10.2 to the Companys Current Report on Form 8-K filed June 11, 2024. File No. 1-36504 10.36 Seventh Amendment to Amended and Restated Credit Agreement, dated as of June 24, 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 Exhibit 10.3 of the Companys Quarterly Report for the period ending June 30, 2024 filed July 24, 2024 File No. 1-36504 10.37 Eighth Amendment toAmended and Restated Credit Agreement, dated as ofNovember 22, 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 10.38 Intercreditor Agreement by and between Wells Fargo Bank, N.A., Deutsche Bank Trust Company Americas, Weatherford International plc and the grantors party there to from time to time, dated December 13, 2019 Exhibit 10.3 of theCompanys CurrentReport on Form 8-Kfiled December 18, 2019 File No. 1-36504 10.39 Intercreditor Agreement, dated August 28, 2020, by and among Deutsche Bank Trust Company Americas, Wilmington Trust National Association, BTA Institutional Services Australia Limited, Weatherford International plc and the other grantors parties there to from time to time Exhibit 10.3 of theCompanys CurrentReport on Form 8-Kfiled August 28, 2020 File No. 1-36504 10.40 Purchase Agreement dated September 21, 2021, by and among Weatherford International Ltd., as issuer, the guarantors party thereto, the initial purchasers party thereto and Deutsche Bank Securities Inc., as representative of the initial purchasers Exhibit 10.2 of the Companys Quarterly Report on Form 10-Q for the period ending September 30. 2021 filed November 2, 2021 File No. 1-36504 10.41 Backstop Agreement dated September 20, 2021, by and among Weatherford International Ltd., as issuer, the guarantors party thereto and certain funds managed by Franklin Advisers, Inc., as commitment parties thereto Exhibit 10.3 of the Companys Quarterly Report on Form 10-Q for the period ending September 30. 2021 filed November 2, 2021 File No. 1-36504 *10.42 Registration Rights Agreement by and among Weatherford International plc and certain stockholders thereto, dated December 13, 2019 Exhibit 10.5 of theCompanys CurrentReport on Form 8-Kfiled December 18, 2019 File No. 1-36504 *10.43 Form of Confidentiality and Restricted Covenant Agreement Exhibit 10.39 to the Companys Annual Report on Form 10-K filed February 7, 2024 File No. 1-36504 19 Weatherford International plc Insider Trading Policy Exhibit 19 to the Companys Annual Report on Form 10-K filed February 7, 2024 File No. 1-36504 21.1 Subsidiaries of Weatherford International plc 23.1 Consent of KPMG LLP 31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 97 Weatherford International plc Executive Officer Clawback Policy Exhibit 97 to the Companys Annual Report on Form 10-K filed February 7, 2024 File No. 1-36504