Paragon Offshore : Current Report – CEO –COO Appointments

CURRENT REPORT OF

Paragon Offshore Limited

Date of report (Date of earliest event reported): August 21, 2017

3151 Briarpark Drive, Suite 700 Houston, Texas 77042

(Address of principal executive offices) (Zip Code)

(Company

(832) 783-4000

(Not applicable)

(Former name or former address, if changed since last report)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departure of Interim President and Chief Executive Officer

On August 21, 2017, Mr. Dean E. Taylor retired from his position as Interim Chief Executive Officer and President of

Company Departure of Senior Vice President - Operations

On August 21, 2017, Mr. William C. Yester announced that he would retire from the Company with effect on September 1, 2017.

Appointment of President and Chief Executive Officer

On August 21, 2017, the board of directors of the Company Board appointed James Swent III to succeed Mr. Taylor as President and Chief Executive Officer of the Company. Mr. Swent, age 67, has 40 years of experience overall with 12 of those years in oil service management and operations. Mr. Swent formerly served as the chairman of the Board since July 18, 2017. From 2015 to 2017, Mr. Swent was an independent investor.

Officer and Senior Vice President from 2003 to 2015. Mr. Swent additionally held the position of Chief Executive Officer at American Pad & Paper from 1998 to 2000. Mr. Swent began his career at Memorex Corp, assuming various financial planning and analytical roles there. Mr. Swent currently serves on the board of Energy XXI Gulf Coast Inc. Mr. Swent holds a Bachelor of Science in Finance and a Masters of Business Administration in Finance from the University of California, Berkeley.

Th Mr. Swent. Neither the Company

nor any of its subsidiaries was involved in any transactions, and there are no currently proposed transactions, with Mr. Swent or his immediate family that are reportable pursuant to Item 404(a) of Regulation S-K.

In connection with his employment, Mr. Swent will receive a base salary of $600,000 per year and his annual cash bonus Short-Term Incentive Plan will be 100% of his base salary (prorated for the year ended December 31, 2017), subjes performance relative to a set of pre-determined performance metrics and the discretion of the Company's Compensation and Corporate Governance Committee. Mr. Swent will also receive a one-time grant of time-vested restricted stock units in the Company carrying a cash value of $2,500,000 which will vest in three equal installments on the anniversary of his start date, subject to his continued employment.

Appointment of Senior Vice President and Chief Operating Officer

Effective September 1, 2017, the Board of the Company appointed to serve as Senior Vice President and Chief Operating Officer. Mr. Pangarkar, age 55, has more than 30 years of experience in the offshore drilling industry. Mr. Pangarkar had served in various roles with the Company since January 2015, including most recently Senior Vice President HSE, Operations Services and Projects. He joined Paragon Offshore in 2015 following the acquisition of Prospector Offshore, where he had been Vice President of Operations since co-founding the company in 2009. Prior to that, he served as Vice President of Operations at Premium Drilling, Inc. from 2005 to 2009 where he directed operations for 13 jackup rigs. Before joining Premium Drilling, Mr. Pangarkar was General Manager of Schlumberger Drilling Services where he managed business for 37 drilling rigs across eight countries. Mr. Pangarkar holds a Bachelor of Science degree in Mechanical Engineering from M.S. University, India and a Master of Business Administration from MIT Sloan School of Management.

Mr. Pangarkar. Neither the Company nor any of its subsidiaries was involved in any transactions, and there are no currently proposed transactions, with Mr. Pangarkar or his immediate family that are reportable pursuant to Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description

99.1 Press Release of the Company dated August 24, 2017.

SIGNATURES

The Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Paragon Offshore Limited

September 5, 2017 By: /s/ Lee M. Ahlstrom Name: Lee M. Ahlstrom

Title: SVP & CFO