At Borr Drilling the "insider split" is one real buy and one misread formBorr Drilling Ltd · NYSE: BORR
- What happened
- 14 Oct 2026, two Form 4s with the same transaction date. Tor Olav Trøim (director): open-market purchase, code P, 750,000 common shares at $4.7234, about $3.54m, through Drew Holdings Ltd. — wholly owned by Drew Trust, a non-discretionary trust of which Trøim is the beneficiary. Holding after: 39,617,808. No 10b5-1 plan. Deemed execution 15 Oct; filed 15 Oct 09:03 ET. Harvey Edward Snowling (COO): 300,000 shares acquired and 300,000 disposed, both dated 14 Oct, both at $4.91.
- The document detail that matters
- Snowling's footnotes 1 and 3 state the acquisition and the sale were the two halves of a cashless exercise of vested options: proceeds covered the exercise price and withholding tax, the remainder went to him. The options were granted 12 Aug 2021 at $1.66 and expire 31 December 2026. Table I codes the acquisition "P" (open-market purchase) where a cashless exercise would normally carry "M".
Consensus read
Insiders at Borr disagree. The chairman-linked trust is buying while the chief operating officer sells 60% of his stake on the very same day at a higher price. Screeners show it as a $3.5m buy against a $1.5m sell; the press has reported Snowling's leg both ways — GuruFocus and MarketBeat as a purchase, other outlets as a disposal.
Contrarian read
There is no disagreement, because there is no discretionary sale. Snowling's leg is a calendar event: options expiring in ten weeks, exercised cashlessly, with the sale sized only to cover strike and tax. The only discretionary trade at Borr that day is Trøim's purchase. Treat it as an unopposed insider buy.
Evidence that discriminates
Three fields on the form. First, the 31 December 2026 expiry on the 12 Aug 2021 grant: an option that expires in ten weeks must be exercised or lost, which removes the decision from the holder. Second, the acquisition and disposal are the same 300,000 shares at the same $4.91 on the same date — a discretionary seller does not buy and sell an identical block at an identical price in one transaction; a cashless exercise does exactly that by construction. Third, footnotes 1 and 3 say so in words. Those three facts separate the readings: a genuine sale would show a disposal with no matching acquisition and no expiry pressure. The screener's "−60%" and the press's "buys $1.47m" are both artifacts of reading the code column instead of the footnotes.
What survives as real: Trøim's 750,000-share purchase, code P, no plan, into a trust — part of a reported 13 purchases totalling about 13.9m shares and $62.6m over six months.
What would falsify me
A Form 4/A from Borr recoding Snowling's leg as a genuine open-market disposition, or removing footnotes 1 and 3. Separately: Trøim's purchases stopping, which would mean the six-month accumulation was topping up to a threshold rather than buying value.
Pattern vs. their own historyTrøim: thirteenth purchase in six months, consistent, rising share count. Snowling: holding is unchanged in economic terms; 171,821 RSUs still vest across 2026–2028 plus 52,500 more in 2027, and footnote 5 says 150,000 options remain outstanding and exercisable.