Weatherford International plc — 2026 Shareholder Meetings I  

AGENDA ITEMS FOR YOUR VOTE

Shareholder Feedback

Feedback from our shareholders is important to us and considered carefully. Your Board will be available at the Court Meeting and Annual General Meeting to respond to any questions shareholders may raise regarding our activities. We invite interested parties to submit feedback through our Annual General Meeting website, www.weatherfordannualmeeting.com.

Website References and Additional Materials

This Proxy Statement includes several website addresses and references to additional materials found on those websites, including www.weatherford.com. These websites and materials are not incorporated by reference herein.

 II Weatherford International plc — 2026 Shareholder Meetings

A Message From Our Board of Directors

Dear Fellow Weatherford Shareholder,

Introduction

After careful review by our Board of Directors (the “Board”) and management team, we have decided to simplify and streamline the organizational, statutory and regulatory structure of Weatherford and its subsidiaries by restructuring the company to redomesticate to the United States and establish our ultimate parent company in Texas. Weatherford has long called Texas “home,” with our corporate headquarters in Houston, Texas, and operations throughout the state. In fact, our roots go back to the Weatherford Spring Company in Weatherford, Texas more than 80 years ago. We have been considering a redomestication or similar transaction for several years now, and we believe the time is right to make the move. We are pleased to invite you to participate in two meetings of the shareholders of Weatherford International plc (“Weatherford-Ireland”) to be held on June [●], 2026 at 2000 Saint James Place, Marcellus Room, Houston, Texas 77056, United States of America. The first, a special court-ordered shareholder meeting, is to be held at 8:00 a.m. (Central Time) / 2:00 p.m. (Irish Time), and the second, the annual general meeting of shareholders of Weatherford-Ireland is to be held at 8:10 a.m. (Central Time) / 2:10 p.m. (Irish Time), or if the special court-ordered shareholder meeting has not concluded by such time, as soon as possible after the conclusion of such meeting.

We are making the accompanying Proxy Statement available in connection with the solicitation by our Board of proxies to be voted at these two meetings of our shareholders as described in the accompanying Proxy Statement. At these two meetings, you will be asked to vote on a number of proposals, including proposals for a “scheme of arrangement” under Irish law that, if approved, will change the place of incorporation of our ultimate parent company from Ireland to Texas. You will also be asked to vote on our typical proposals relating to the ordinary business of our annual general meeting, which proposals will be familiar to you.

Completion of the proposed scheme of arrangement will result in the cancellation of your Weatherford-Ireland ordinary shares and the replacement of those shares with an equal number of shares of common stock issued by Weatherford International Corp, a Texas corporation (“Weatherford-US”). Weatherford-US is a newly-formed, indirect, wholly-owned subsidiary of Weatherford-Ireland, formed by Weatherford for purposes of effecting the scheme of arrangement and redomestication. As a result of the scheme of arrangement, Weatherford-US will become the new ultimate parent company of the Weatherford group of companies, and you will become a Weatherford-US stockholder. Your rights as a stockholder of Weatherford-US will be governed by Texas law, the Texas Charter and the Bylaws. It is important to note that there are differences between Texas and Irish law and certain of the rights that you currently enjoy as a shareholder of Weatherford-Ireland will change, including in relation to the issuance of shares, regulation of business combinations (such as takeovers, acquisitions, and mergers) and appraisal and dissenter rights. You should therefore carefully consider the section entitled “Comparison of Rights of Shareholders and Powers of the Board of Directors” in the accompanying Proxy Statement. Our listing on the Nasdaq is expected to continue under the same ticker symbol, “WFRD.”

While we believe that our multi-national business structure under an Irish parent company has served us and our shareholders well for many years, the time is right to move forward with a Texas parent for the Weatherford group of companies. After considering various factors, the Board unanimously determined that this proposed redomestication will, among other benefits, simplify Weatherford’s organizational, statutory and regulatory framework and allow us to gain efficiencies in our corporate treasury, cash management, risk management and tax functions. The Board believes that the proposed scheme of arrangement, other related proposals and resulting redomestication will achieve a more appropriate structure for Weatherford going forward. The reasons for the proposed scheme of arrangement and other related proposals are discussed in further detail in the accompanying Proxy Statement. On behalf of our Board, thank you for your continued support.

Recommendation: The Board unanimously recommends that you vote FOR each of the proposals described in the accompanying Proxy Statement.

Your vote is very important regardless of the number of Weatherford-Ireland ordinary shares that you own. Please read the accompanying Proxy Statement for more information on how to vote your shares. If you require assistance with voting, please contact our proxy solicitor, Okapi Partners. Banks and brokerage firms and all non-U.S. callers, please call: +1 (212) 297-0720. Shareholders and all others, please call toll-free: +1 (855) 208-8902, or e-mail info@okapipartners.com.

Sincerely,

Weatherford International plc — 2026 Shareholder Meetings III  

Important Notice Regarding Proxy Cards

Enclosed with this Proxy Statement are two separate proxy cards — one for each shareholder meeting. The proxy card for you to grant your proxy with respect to the SPECIAL COURT-ORDERED MEETING (the “Court Meeting”) is YELLOW. The proxy card for you to grant your proxy with respect to the 2026 ANNUAL GENERAL MEETING (the “AGM”) is BLUE. Your completion of one proxy card is not sufficient to grant your proxy to vote at the other shareholder meeting. To grant your proxy for both shareholder meetings, you must complete, sign, date and return to us both the yellow and blue proxy cards, together with any power of attorney or other authority under which they are executed (or a duly certified copy of any such power or authority), or properly appoint your proxy by telephone or via the internet as to both shareholder meetings.

A quorum must be determined separately for each shareholder meeting. If you do not properly grant your proxy for a particular meeting or attend that meeting in person, your shares will not be counted for establishing a quorum for that meeting.

PLEASE VOTE BOTH OF THE ENCLOSED PROXY CARDS

This Proxy Statement incorporates documents by reference. See “Where You Can Find More Information” beginning on page 149 for a listing of documents incorporated by reference. Any shareholder may also obtain a copy of these documents free of charge by contacting our U.S. Investor Relations Department in writing at 2000 Saint James Place, Houston, Texas 77056, United States of America, or by telephone at +1 (713) 836-4000. To ensure timely delivery of these documents, any request should be made by [●], 2026. The exhibits to these documents will generally not be made available unless they are specifically incorporated by reference in this Proxy Statement.

You should rely only on the information contained or incorporated by reference in this Proxy Statement. We have not authorized anyone else to provide you with different information. The information contained or incorporated by reference in this Proxy Statement is accurate only as of the date thereof (unless the information specifically indicates that another date applies), or in the case of information incorporated by reference, only as of the date of such information, regardless of the time of delivery of this Proxy Statement. Our business, financial condition, results of operations and prospects may have changed since such dates. Therefore, you should not rely upon any information that differs from or is in addition to the information contained in this Proxy Statement or in the documents incorporated by reference.

This Proxy Statement (including the formal notices of the Court Meeting and the AGM) and related proxy cards (one yellow for the Court Meeting and one blue for the AGM), together with our Annual Report on Form 10-K and our Irish Statutory Accounts, are first being mailed on behalf of our Board beginning on or about April [●], 2026 to each registered shareholder in our share register as of the Voting Record Time set forth below, and are also being made available electronically on our website at www.weatherfordannualmeeting.com as of the same date.

NEITHER THE U.S. SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THE SECURITIES TO BE ISSUED IN THE CONTEMPLATED SCHEME OF ARRANGEMENT OR DETERMINED IF THIS PROXY STATEMENT IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

 IV Weatherford International plc — 2026 Shareholder Meetings

  i Weatherford International plc — 2026 Shareholder Meetings

Weatherford International plc — 2026 Shareholder Meetings ii  

  iii Weatherford International plc — 2026 Shareholder Meetings

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  v Weatherford International plc — 2026 Shareholder Meetings

PROXY STATEMENT

SUMMARY OF NOTICES OF THE SPECIAL COURT-ORDERED MEETING AND THE 2026 ANNUAL GENERAL MEETING OF SHAREHOLDERS

June [●], 2026

2000 Saint James Place, Marcellus Room, Houston, Texas 77056, United States of America

SPECIAL COURT-ORDERED MEETING (the “Court Meeting”)

8:00 a.m. (Central Time) / 2:00 p.m. (Irish Time)

2026 ANNUAL GENERAL MEETING (the “AGM”)

8:10 a.m. (Central Time) / 2:10 p.m. (Irish Time), or if the Court Meeting has not concluded by such time, as soon as possible after the conclusion of such meeting.

AGENDA

At the Court Meeting:

At the AGM:

Annual Business

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Scheme Related Business

The foregoing items, including the votes required in respect of each, are set forth and more fully described later in this Proxy Statement.

The formal notices of the Court Meeting and the AGM are provided as attachments to this Proxy Statement as Annexes G and H, respectively, and should be read closely. This summary does not constitute the formal notice in respect of either of those meetings.

In this Proxy Statement, the Court Meeting and the AGM are sometimes referred to collectively as the “shareholder meetings”, the proposals contemplated herein are sometimes referred to as the “meeting proposals”, and the actions contemplated by the Scheme of Arrangement are sometimes referred to as the “Redomestication.”

RECORD DATE

April [●], 2026

ADVANCE VOTING DEADLINE

11:59 p.m. Eastern Time on June [●], 2026

VOTING

Only holders of Weatherford-Ireland ordinary shares as of April [●], 2026 (the record date) at 6:59 p.m. (Eastern Time) / 11:59 p.m. (Irish Time) (the “Voting Record Time”) are entitled to notice of and to attend, speak and vote, in person or by proxy, at the shareholder meetings or any adjournments thereof. Entitlement to attend, speak and vote at the shareholder meetings or any adjournments thereof, and the number of votes which may be cast, will be determined by reference to the share register of Weatherford-Ireland as of the Voting Record Time.

If you are a registered shareholder as of the Voting Record Time, you may attend the shareholder meetings in person, or appoint one or more proxies, by any of the means outlined on page II above (or as otherwise permitted by Irish law) to attend, speak and vote in your place at the shareholder meetings. A proxy holder need not be a registered shareholder. To be valid, proxies must be submitted and received by the Advance Voting Deadline. Further information is set forth in

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this Proxy Statement in the section entitled “Meeting and Voting Information–Proxies; Multiple Proxy Cards” beginning at page 8, below. If proxies are not received by the Advance Voting Deadline, they may still be handed to the chairperson of the respective shareholder meeting before the start of the respective meeting, who will have discretion to admit them as valid.

If you hold your shares beneficially in “street name” through a bank, broker or other nominee, you should follow the instructions provided by your bank, broker or other nominee to instruct them how to vote such shares.

PARTICIPATION FROM IRELAND

In satisfaction of the requirements of Irish law, registered shareholders who wish to participate (attend and vote) in the shareholder meetings without leaving Ireland, if any, may do so by attending in person at the offices of Matheson LLP, located at 70 Sir John Rogerson’s Quay, Dublin 2, D02 R296, Ireland, at the date and time of the respective meetings described herein, where electronic communications technology will be made available to participate in the shareholder meetings. The requirements for admission to the shareholder meetings, as set out in this Proxy Statement, below, also apply to attendance in person at the offices of Matheson LLP.

DISTRIBUTION OF PROXY MATERIALS

This Proxy Statement (including the formal notices of the Court Meeting and the AGM) and related proxy cards (one yellow for the Court Meeting and one blue for the AGM), together with our Annual Report on Form 10-K and our Irish Statutory Accounts (collectively, the “Proxy Materials”), are first being mailed on behalf of our Board beginning on or about April [●], 2026 to each registered shareholder in our share register as of the Voting Record Time set forth below, and are also being made available electronically on our website at www.weatherfordannualmeeting.com as of the same date. If you hold your shares beneficially in “street name” through a bank, broker or other nominee, you will generally not receive individual proxy cards or copies of Weatherford-Ireland’s Irish Statutory Accounts and instead will receive a voting instruction form and copies of any proxy materials requested by your intermediary. Any shareholder may also obtain a copy of these documents by contacting our U.S. Investor Relations Department at 2000 Saint James Place, Houston, Texas 77056, United States of America, or by telephone at +1 (713) 836-4000.

ANNUAL REPORT AND FINANCIAL STATEMENTS

During the AGM, Weatherford-Ireland’s Irish Statutory Accounts for the fiscal year ended December 31, 2025 will be laid before the meeting, along with related directors’ and auditor’s reports thereon, and Weatherford-Ireland’s management will present a review of Weatherford-Ireland’s affairs.

Weatherford International plc — 2026 Shareholder Meetings 3  

MEETING AND VOTING INFORMATION

GENERAL

This Proxy Statement, which also constitutes the “scheme circular” required to be sent to shareholders under section 452 of the Companies Act, is being furnished to the holders of Weatherford-Ireland ordinary shares (“Weatherford-Ireland shareholders” or “shareholders”) in connection with the solicitation of proxies on behalf of the Board to be voted at the Court Meeting and the AGM to be held on June [●], 2026, and any adjournments thereof, at the times and place and for the purposes set forth in the accompanying notices of the Court Meeting and the AGM.

In this Proxy Statement, “Weatherford,” “the Company,” “we,” “us” and “our” refer to Weatherford-Ireland prior to the effectiveness of the Scheme of Arrangement, and to Weatherford-US after the Scheme of Arrangement is effective. References to “$” in this Proxy Statement are references to United States dollars. “Securities Act” means the U.S. Securities Act of 1933, as amended, and the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) promulgated thereunder. “Exchange Act” means the U.S. Securities Exchange Act of 1934, as amended, and the rules and regulations of the SEC promulgated thereunder.

Our principal executive offices are located at 2000 Saint James Place, Houston, Texas 77056, United States of America, and our telephone number is +1 (713) 836-4000.

AGENDA

Court Meeting

The Court Meeting is scheduled to commence at 8:00 a.m. (Central Time) / 2:00 p.m. (Irish Time), on June [●], 2026. At the Court Meeting, Weatherford-Ireland shareholders, voting as a class, will be asked to vote on the following:

Annual General Meeting

The AGM is scheduled to commence at 8:10 a.m. (Central Time) / 2:10 p.m. (Irish Time), on June [●], 2026 (or, if the Court Meeting has not concluded by that time, as soon as possible after the conclusion of the Court Meeting). At the AGM, Weatherford-Ireland shareholders will be asked to vote on the following:

Annual Business:

Scheme Related Business:

At the AGM, the chairperson of the meeting may ask the holders of Weatherford-Ireland ordinary shares to approve AGM Agenda Item 12: The Adjournment Proposal.

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The foregoing items, including the votes required in respect of each, are set forth and more fully described later in this Proxy Statement in the sections entitled “Overview of the AGM Proposals–Annual Business” (covering AGM Agenda Items 1 to 6), “Overview of the Redomestication Proposals” (covering the Scheme of Arrangement Proposal and AGM Agenda Items 7 to 12), and the corresponding agenda items for each respective meeting. The formal notices of the Court Meeting and the AGM are provided as attachments to this Proxy Statement as Annexes G and H, respectively, and should be read closely.

Approval of each of the Scheme of Arrangement Proposal, the Scheme Implementation Proposal, the Capital Reduction Proposal, the Weatherford-US Allotment Proposal, the Scheme Allotment and Application of Reserves Proposal, and the Articles Amendment Proposal (together, the “Conditional Proposals”) by our shareholders is a condition to the Scheme of Arrangement becoming effective, and the Scheme of Arrangement will not be implemented if any of the Conditional Proposals are not approved.

The Court Meeting is being convened in accordance with an order of the High Court of Ireland (the “Irish High Court”) dated [April] [●], 2026. If the Weatherford-Ireland shareholders approve each of the Conditional Proposals and the other conditions to the Scheme of Arrangement have been satisfied or (to the extent permitted) waived and we do not abandon the Scheme of Arrangement, we will proceed to seek the sanction of the Irish High Court in respect of the Scheme of Arrangement and the Irish High Court’s confirmation of the related capital reduction. Our Irish counsel has advised us that the Irish High Court is unlikely to sanction the Scheme of Arrangement until all conditions to the Scheme of Arrangement have been satisfied or (to the extent permitted) waived. Sanction of the Irish High Court must be obtained as a condition to the Scheme of Arrangement becoming effective. Subject to the Conditional Proposals being approved by the relevant majorities required by the Companies Act, we intend to apply to the Irish High Court as soon as reasonably practicable after the conclusion of the shareholder meetings for an order fixing the date and time for a hearing to sanction the Scheme of Arrangement and to confirm the related capital reduction (the “Sanction Hearing”). Interested parties may appear in person or by counsel at the Sanction Hearing and present evidence or arguments in support of or opposition to the sanctioning of the Scheme of Arrangement, and/or confirmation of the related capital reduction. Weatherford-Ireland will not object to the participation in the Sanction Hearing by any person who holds shares through a bank, broker or other nominee or by any other person with a legitimate interest in the proceedings and all such persons will have a right to participate.

The AGM is being convened by order of our Board. The AGM will be conducted in accordance with the Weatherford-Ireland Articles.

The Court Meeting will be conducted in accordance with the directions of the Irish High Court.

The Board has approved and unanimously recommends that you vote “FOR” each of the shareholder meeting proposals set forth in this Proxy Statement.

WHO CAN VOTE

Weatherford-Ireland shareholders as of the Voting Record Time are entitled to one vote per ordinary share held by each of them respectively at the Voting Record Time on all matters submitted to a vote of shareholders at the shareholder meetings, so long as those shares are represented at the shareholder meetings in person or by proxy. See “—How to Vote” below for more information.

Entitlement to attend, speak and vote at the shareholder meetings or any adjournments thereof, and the number of votes which may be cast, will be determined by reference to the register of members of Weatherford-Ireland as of the Voting Record Time. In the case of joint holders, the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s) and, for this purpose, seniority will be determined by the order in which the names stand in the share register of Weatherford-Ireland in respect of the joint holding.

HOW TO VOTE

If you are a registered shareholder as of the Voting Record Time, you may attend the shareholder meetings in person, or appoint one or more proxies, to attend, speak and vote in your place at the shareholder meetings.

To ensure your representation at the shareholder meetings, we request that you grant your proxy to vote on each of the proposals in this Proxy Statement, and any other matters that may properly come before the AGM, to the persons named

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in the proxy cards, by voting in one of the ways described on page II, above, no later than the Advance Voting Deadline, below, whether or not you plan to attend the shareholder meetings.

Advance Voting Deadline: 11:59 p.m. (Eastern Time) on June [●], 2026.

To be valid, proxies must be submitted and received by the Advance Voting Deadline. Further information is set forth in this Proxy Statement in the section entitled “—Proxies; Multiple Proxy Cards” beginning at page 8, below. If proxies are not received by the Advance Voting Deadline, they may still be handed to the chairperson of the respective shareholder meeting before the start of the respective meeting, who will have discretion to admit them as valid.

Most of our shareholders hold their shares in “street name” through a brokerage account and therefore are not listed on our share register. Shareholders who hold their shares beneficially in “street name” through a bank, broker or other nominee must vote their shares in the manner prescribed by their bank, broker or other nominee. These instructions are typically provided by the applicable intermediary to such shareholders by means of a “voter instruction form.” Your bank, broker or other nominee, as applicable, may have an earlier deadline by which you must provide instructions to it as to how to vote your Weatherford-Ireland shares, so you should read carefully the materials provided to you by any of them.

Shareholders who hold their shares in “street name” and wish to vote in person at the shareholder meetings must obtain a valid proxy from the registered shareholder that holds their shares. This may be administratively difficult, so shareholders holding in “street name” are encouraged to submit their voting instructions to their bank, broker or other nominee, who in turn will vote in accordance with the instructions provided to them.

QUORUM AND VOTING

Quorum

One or more registered shareholders, present in person or by proxy, having the right to attend and vote at the shareholder meetings and together holding shares representing a majority of the votes that may be cast by all registered shareholders at the respective meetings will constitute a quorum for the purposes of each of the shareholder meetings. As of the Voting Record Time, there were [●] ordinary shares issued and entitled to vote. Abstentions and “broker non-votes” are counted as shares represented for the purposes of determining a quorum. A “broker non-vote” occurs when a nominee (such as a broker) holding shares for a beneficial owner abstains from voting on a particular proposal because the nominee does not have discretionary voting power for that proposal and has not received instructions from the beneficial owner on how to vote those shares.

The Court Meeting

Approval of the Scheme of Arrangement Proposal will be decided by a special majority resolution, which, in order to pass, requires the approval of a majority in number of registered shareholders (who, being entitled to do so, attend and vote, in person or by proxy, at the Court Meeting), representing at least 75% in value of the Weatherford-Ireland ordinary shares held by all registered shareholders so present and voting (in person or by proxy).

For the purpose of calculating the “majority-of-holders” requirement for the approval of the Scheme of Arrangement Proposal, each registered shareholder, voting in person or by proxy, will be counted as a single shareholder, regardless of the number of Weatherford-Ireland ordinary shares voted by that shareholder. Only Weatherford-Ireland shareholders whose names are recorded on Weatherford-Ireland’s share register will be counted for purposes of the “majority-of-holders” requirement. As such, where shares are held through the Depository Trust Company (“DTC”) (including ordinary shares held beneficially in “street name” by banks, brokers or other nominees) or by other nominees on behalf of beneficial owners, and DTC or any such other nominee is listed as the registered holder of such shares on Weatherford-Ireland’s share register, the Irish High Court will not “look through” the relevant nominee to determine how the underlying beneficial owners of shares instructed those shares to be voted. Accordingly, DTC and any other nominee holder of ordinary shares which is a registered shareholder will each be counted as one shareholder for the purpose of calculating the “majority-of-holders” requirement. If a registered shareholder (including DTC or other nominee holder of ordinary shares) elects, or is directed, to vote a portion of such registered shareholder’s ordinary shares “FOR” the Scheme of Arrangement Proposal, and a portion “AGAINST” the Scheme of Arrangement Proposal, then that registered shareholder will be counted as one shareholder voting “FOR” the Scheme of Arrangement Proposal and as one shareholder voting “AGAINST” the Scheme of Arrangement Proposal, thereby effectively cancelling out that registered shareholder’s vote for the purposes of the “majority-of-holders” calculation (but not for purposes of the 75% or more of votes calculation).

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The AGM

Approval of AGM Agenda Items 1, 2, 3, 4, 5, 7, 10, and 12 will be decided by an “ordinary resolution,” which, in order to pass, requires a simple majority of the votes cast, in person or by proxy, to be cast “FOR” the relevant proposal. Approval of AGM Agenda Items 6, 8, 9, and 11 will be decided by a “special resolution” which, in order to pass, requires the affirmative vote of at least 75% of the votes cast, in person or by proxy, to be cast “FOR” the relevant proposal. Generally, abstentions and broker “non-votes” will not affect the voting results for any of the proposals under Irish law or the rules of the Nasdaq Global Select Market (“Nasdaq”).

The election of each director nominee will be considered and voted upon as a separate proposal. There is no cumulative voting in the election of directors. Pursuant to the Weatherford-Ireland Articles, any nominee for election to the Board who is then serving as a director and who receives a greater number of “against” votes than “for” votes shall promptly tender his or her resignation following certification of the vote. The Board shall then consider the resignation offer and decide whether to accept or reject the resignation, or whether other action should be taken; provided, however, that any director whose resignation is under consideration shall not participate in the consideration of whether to accept, reject or take other action with respect to his or her resignation. The Board has the ability to fill a vacancy upon the recommendation of its Nominating and Governance Committee, subject to re-election by the Company’s shareholders at the next annual general meeting of the Company.

Summary of Voting Requirements

The chart below summarizes the voting requirements and effects of broker non-votes and abstentions on the outcome of the vote for the proposals at the shareholder meetings.

Approval of each of the AGM Agenda Items 7 through 11 is a condition to the Scheme of Arrangement becoming effective.

Under stock exchange rules, brokers and nominees who hold shares on behalf of customers have the authority to vote on “routine” proposals when they have not received instructions from beneficial owners, but are precluded from exercising

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their voting discretion with respect to proposals for “non-routine” matters. Whether a proposal is considered routine or non-routine is subject to stock exchange rules and final determination by the stock exchange. With the exception of the Independent Auditors’ Ratification Proposal, we believe that none of the proposals set forth in this Proxy Statement would generally be considered routine proposals. If you are a beneficial owner of Weatherford-Ireland ordinary shares and you do not instruct your bank, broker or other nominee on how to vote your Weatherford-Ireland ordinary shares prior to the shareholder meetings, your bank, broker or nominee, or the depository through which your bank, broker or other nominee holds your shares, will not be able to vote your Weatherford-Ireland ordinary shares at the shareholder meetings or affect the outcome of the vote on any non-routine proposals. Accordingly, we urge you to direct your bank, broker or nominee on how to vote your shares on all the meeting proposals to ensure that your vote is counted on all proposals.

The Board has approved and unanimously recommends that you vote “FOR” each of the shareholder meeting proposals set forth in this Proxy Statement.

Intentions of Directors and Executive Officers

Our directors and executive officers have indicated that they intend to vote their shares “FOR” each of the meeting proposals set forth in this Proxy Statement. At the Voting Record Time, our directors and executive officers and their affiliates beneficially owned [●], or approximately [●]%, of the outstanding Weatherford-Ireland ordinary shares.

MEETING ATTENDANCE

If you wish to attend the shareholder meetings in person, you will need to bring proof of identification along with proof of your share ownership as of the Voting Record Time.

If your shares are held beneficially in “street name” through a bank, broker or other nominee, you may bring a bank or brokerage account statement, or similar letter from your bank, broker or other nominee, as your proof of ownership of shares as of the Voting Record Time. However, you may not vote your Weatherford-Ireland ordinary shares in person at the shareholder meetings unless you also obtain a valid instrument of proxy from the bank, broker or nominee that holds your Weatherford-Ireland ordinary shares.

In satisfaction of the requirements of Irish law, registered shareholders who wish to participate (attend and vote) in the shareholder meetings without leaving Ireland, if any, may do so by attending in person at the offices of Matheson LLP, located at 70 Sir John Rogerson’s Quay, Dublin 2, D02 R296, Ireland, at the date and time of the respective meetings described herein, where electronic communications technology will be made available to participate in the shareholder meetings. The requirements for admission to the shareholder meetings, as set out above, also apply to attendance in person at the offices of Matheson LLP.

PROXIES; MULTIPLE PROXY CARDS

Enclosed with this Proxy Statement are two separate proxy cards — one for each shareholder meeting. The proxy card for you to grant your proxy with respect to the first meeting (the Court Meeting) is YELLOW. The proxy card for you to grant your proxy with respect to the second meeting (the AGM) is BLUE. Your completion of one proxy card is not sufficient to grant your proxy to vote at the other shareholder meeting. To grant your proxy for both shareholder meetings, you must complete, sign, date and return to us both the yellow and blue proxy cards together with any power of attorney or other authority under which they are executed (or a duly certified copy of any such power or authority), or properly appoint your proxy by telephone or via the internet as to both shareholder meetings.

If you receive multiple proxy cards of the same color for the same meeting, this indicates that your shares are held in more than one account, such as two brokerage accounts, or are registered in different names. You should complete and return each of the proxy cards to ensure that all of your shares are voted.

Your proxy is being solicited by our Board in favor of Scott Weatherholt, Beth Ann Dranguet and Cristina Waber (the “Proxy Holders”), for use at the shareholder meetings. If you wish to appoint another person (other than the Proxy Holders) as your proxy, you can specify such details when appointing your proxy in the blank space provided on the proxy cards.

We request that you grant your proxy to the Proxy Holders to vote on each of the proposals in the notices and any other matters that may properly come before the shareholder meetings by any of the means outlined on page ii, above (or as otherwise permitted by Irish law), whether or not you plan to attend either or both of the shareholder meetings. If submitting by mail, this involves completing, signing, dating and returning both proxy cards (yellow and blue) together with

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any power of attorney or other authority under which they are executed (or a duly certified copy of any such power or authority) in accordance with the instructions thereon, using the enclosed pre-paid envelope (or otherwise), to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717, for receipt on our behalf by no later than the Advance Voting Deadline. You may also submit a proxy or proxies by calling the toll-free telephone number +1-800-690-6903, or via the internet by accessing the website www.proxyvote.com. All proxies received will be forwarded to Weatherford-Ireland’s registered office electronically.

If proxies are not received by the Advance Voting Deadline, they may still be handed to the chairperson of the respective shareholder meeting before the start of the respective meeting, who will have discretion to admit them as valid.

To the extent necessary in order to ensure sufficient representation at the shareholder meetings, Weatherford-Ireland or its proxy solicitor may solicit the return of proxies by personal interview, mail, telephone, via the internet or other means of electronic transmission. The extent to which this will be necessary depends upon how promptly proxies are returned. We urge you to send in your proxy cards without delay.

If you are a registered shareholder and you properly complete and submit your proxy cards in a timely manner you will be legally designating the Proxy Holders (or, if you designate a different individual in such proxy card, that individual) to vote your shares in accordance with your instructions indicated on the respective proxy card. If you are a registered shareholder and properly complete and submit either of your proxy cards in a timely manner without appointing another person (other than the Proxy Holders) as your proxy and you do not indicate how your shares are to be voted, the Proxy Holders will vote as the Board recommends on each proposal, and if any other matters are properly brought up at the AGM, each of the Proxy Holders will have the authority to vote your shares in his or her discretion at the AGM. The Board currently does not know of any matters to be raised at the AGM other than the meeting proposals contained in this Proxy Statement.

If you do not wish to vote all of your Weatherford-Ireland ordinary shares in the same manner on any particular proposal(s) at the shareholder meetings, you may specify your vote by clearly hand-marking the proxy card or following the appropriate procedures if you are providing voting instructions by telephone or via the internet to indicate how you want to vote your Weatherford-Ireland ordinary shares.

You may abstain on any proposal by marking “ABSTAIN” with respect to the proposal on your proxy card, by telephone or via the internet or by following instructions from your bank, broker or other nominee. An abstention on any proposal has the effect of a vote not being cast with respect to the relevant shares in relation to that proposal. Although considered present for purposes of the relevant quorum requirement, such shares will not be considered when determining whether the proposal has received the required approval.

If you do not appoint a proxy and you do not vote at the shareholder meetings, your Weatherford-Ireland ordinary shares will not be considered when determining whether a proposal has received the required shareholder approval. Even if you do not appoint a proxy and you do not vote at the shareholder meetings, you will still be bound by the outcome. You are therefore strongly urged to attend and vote at the shareholder meetings in person or by proxy.

We may accept a proxy by any form of communication permitted by Irish law or as the Board may approve in accordance with the Weatherford-Ireland Articles.

REVOKING YOUR PROXY

If you are a registered shareholder, you may revoke your proxy by:

Weatherford International plc — 2026 Shareholder Meetings 9  

If you are not a registered holder, but you hold your shares through a bank, broker or other nominee, you must follow the instructions provided by your bank, broker or other nominee if you wish to change your instruction as to how they are to vote your shares, since attending either of the shareholder meetings alone may not have the effect of revoking any such previous instruction with respect to such meeting.

COST OF PROXY SOLICITATION

We have hired Okapi Partners to assist in the distribution of proxy materials and the solicitation of proxies for a fee estimated at $[●], plus expenses. Proxies may be solicited on behalf of the Board by mail, and in person and by telephone. The Weatherford group of companies will bear the cost of soliciting proxies. We will also reimburse brokers and other custodians, nominees and fiduciaries for their reasonable out-of-pocket expenses for forwarding proxy materials to the persons for whom they hold Weatherford-Ireland ordinary shares.

ADJOURNMENT

The chairperson of the meeting may, with the consent of a majority of the votes cast by the shareholders present in person or by proxy at a meeting at which a quorum is present, adjourn all, or part, of the business to be considered at the AGM (including adjourning some or all of the AGM Agenda Items) to another date or until the meeting is reconvened. In the case of the Court Meeting, the chairperson thereof may, in accordance with the order of the Irish High Court convening it, adjourn such meeting in his or her absolute discretion.

VALIDITY

The chairperson of each of the shareholder meetings will determine all questions as to validity, form and eligibility, including time of receipt and acceptance of proxies. The chairperson’s determination will be final and binding, provided, however, that such determination is subject to any decision made by a court of competent jurisdiction upon a lawful challenge to his or her determination. The chairperson of the meeting has the right to waive any irregularities or conditions as to the manner of voting. The chairperson of the meeting may accept your proxy by any form of written or electronic communication of the proxy instrument so long as he or she is reasonably assured that the communication is authorized by you.

QUESTIONS

You may call our proxy solicitor, Okapi Partners. Banks and brokerage firms and all non-U.S. callers, please call: +1 (212) 297-0720. Shareholders and all others, please call toll-free: +1 (855) 208-8902, or e-mail info@okapipartners.com. You may also contact our U.S. Investor Relations Department at +1 (713) 836-4000 or email us at investor.relations@weatherford.com if you have any questions or need directions to be able to attend the meeting and vote in person.

PLEASE VOTE.

YOUR VOTE IS IMPORTANT.

  10 Weatherford International plc — 2026 Shareholder Meetings

OVERVIEW OF AGM PROPOSALS – ANNUAL BUSINESS

In connection with our AGM, as we ordinarily do each year, the holders of Weatherford-Ireland ordinary shares are being asked: (i) by separate resolutions, to elect each of the six individuals named in this Proxy Statement as directors of the Company, in each case (unless his or her office is earlier vacated in accordance with the Weatherford-Ireland Articles), to serve for a one year term concluding at the later of (a) the 2027 AGM, and (b) subject to Article 155 of the Weatherford-Ireland Articles, until his or her successor is elected and qualified; (ii) to pass a resolution to ratify the appointment of KPMG LLP as our independent registered public accounting firm and auditor for the fiscal year ending December 31, 2026 and KPMG Chartered Accountants, Dublin as the Company’s statutory auditor under Irish law to hold office until the close of the 2027 AGM, and to authorize the Board, acting through the Audit Committee, to determine the auditors’ remuneration; (iii) to approve, on a nonbinding advisory basis, the compensation of our named executive officers; (iv) to pass a resolution to approve the amendment and restatement of our 2019 EIP; (v) to pass a resolution to renew the Board’s annual authority to issue shares under Irish law; and (vi) to pass a resolution to renew the Board’s annual power to opt-out of statutory pre-emption rights under Irish law, as further described in AGM Agenda Items 1 through 6.

None of the proposals described in AGM Agenda Items 1 through 6 (the Annual Business) are conditioned on the approval of the Redomestication (including the proposals described in AGM Agenda Items 7 through 11 (the Scheme Related Business)), and therefore will be implemented (if approved) even if any of the proposals in Agenda Items 7 through 11 are not approved by shareholders.

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AGM AGENDA ITEM 1 – THE ELECTION OF DIRECTORS PROPOSAL

The Board of Directors recommends that you vote “FOR” each nominee for re-election as a director.

Upon the recommendation of the Nominating and Governance Committee, the Board has nominated the following six nominees to be elected as directors at the AGM: Steven Beringhause, Benjamin C. Duster, IV, Neal P. Goldman, Jacqueline C. Mutschler, Charles M. Sledge and Girishchandra K. Saligram.

Each director is an existing director who, in accordance with the Weatherford-Ireland Articles, shall retire from their position as a director at the AGM and be eligible for re-election.

All of the non-employee nominees for director (i.e., all of the nominees other than Mr. Saligram) are independent under Nasdaq rules and listing standards.

Each director elected will serve (unless his or her office is earlier vacated in accordance with the Weatherford-Ireland Articles) for a one-year term concluding at the later of (a) the 2027 AGM, and (b) subject to Article 155 of the Weatherford-Ireland Articles, until his or her successor is elected and qualified. All of our nominees have consented to serve as directors. Our Board has no reason to believe that any of the nominees will be unable to act as a director.

VOTE REQUIRED

The vote will be held by a separate ordinary resolution for each director nominee. A director nominee will be re-elected if approved by the affirmative vote of more than 50% of Weatherford-Ireland ordinary shares voted, in person or by proxy, at the AGM.

Please see “Meeting and Voting Information—Quorum and Voting” for more information on the vote required.

BOARD RECOMMENDATION

Our Board unanimously recommends that our shareholders vote “FOR” each nominee for re-election as a director, in each case by separate ordinary resolution at the AGM.

RESOLUTIONS

“THAT, by separate ordinary resolutions, each of the six individuals listed below be elected as directors of the Company, in each case (unless his or her office is earlier vacated in accordance with the articles of association of the Company) (the “Articles”)), to serve for a one year term concluding at the later of (a) the next annual general meeting of the Company, and (b) subject to Article 155 of the Articles, until his or her successor is elected and qualified.

DIRECTORS’ SKILLS AND EXPERTISE

Our Board’s composition is carefully considered by the Nominating and Governance Committee to ensure a combination of viewpoints, backgrounds and experience — to bring together multiple complementary perspectives. The Board membership qualifications and nomination process can be found in our Corporate Governance Principles at www.weatherford.com by clicking on the “Investor Relations” page, then “Company Information,” then “Corporate Governance,” then “Corporate Documents,” then selecting “Corporate Governance Principles.”

  12 Weatherford International plc — 2026 Shareholder Meetings

Our director nominees bring a range of skills and experience to our Board as outlined in the following table. In addition to the professional skills shown below, of equal importance is each director’s ethics and integrity. We believe each director embodies the highest degree of personal and professional standards.

The following table summarizes the key skills and attributes of each member of our Board that we believe are relevant to their Board and committee service.

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DIRECTOR NOMINEE BIOGRAPHIES

As set forth in our corporate governance principles, when evaluating our directors in consideration for re-election, “directors will be evaluated based on their history of attendance at Board and committee meetings as well as contributions and effectiveness at such meetings. Directors must be willing to devote sufficient time to carrying out their duties and responsibilities effectively and should be committed to serve on the Board for an extended period of time.”

  14 Weatherford International plc — 2026 Shareholder Meetings

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  16 Weatherford International plc — 2026 Shareholder Meetings

OUR BOARD AND OUR BOARD COMMITTEES

The Board directs and oversees the management of the business and affairs of the Company and serves as the ultimate decision-making body of the Company, except for those matters reserved to our shareholders. The Board oversees the Weatherford management team, to whom it has delegated responsibility for the Company’s day-to-day operations. While the Board’s oversight role is very broad and may concentrate on different areas from time to time, its primary areas of focus are strategy, oversight, governance and compliance, as well as assessing management and making changes as circumstances warrant. In many of these areas, significant responsibilities are delegated to the Board’s Committees, which in turn are responsible for reporting to the Board on their activities and actions. Our Board has established the following standing committees: Audit; Compensation and Human Resources; Nominating and Governance; and Safety, Environment and Sustainability, all of which are further described below. The members of each Committee listed below are as of the date of this proxy.

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Board Meetings: During 2025, the Board met 11 times; all of the directors of the Company participated in at least 75% of all of the Board and their respective Committee meetings conducted during their respective tenures. It is our policy that directors are expected to attend each annual general meeting. All of our directors then in office attended the 2025 annual general meeting.

  18 Weatherford International plc — 2026 Shareholder Meetings

ADDITIONAL BOARD INFORMATION

Committee Charters: The charter for each Committee of our Board is available on our website at www.weatherford.com, by clicking on “Investor Relations,” then “Company Information,” then “Corporate Governance,” then “Corporate Documents,” then the name of the applicable Committee charter.

Independence: Each Committee of our Board other than the Safety, Environment and Sustainability Committee, is composed entirely of independent directors.

Committee Member Qualifications: The Board has determined that each member of the Audit Committee is “financially literate” pursuant to the listing standards of Nasdaq and that Messrs. Sledge and Goldman are each an “audit committee financial expert,” as defined by applicable SEC rules and meet the applicable standards required pursuant to the Companies Act, due to each of their individual extensive financial experience.

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RISK MANAGEMENT OVERSIGHT

Senior management is responsible for assessing and managing Company risk. This is done, in part, through the Company’s Enterprise Risk Management (“ERM”) program designed to identify and evaluate material risks, the potential impact of these risks on the enterprise, as well as steps to control and mitigate those risks. It is the responsibility of the Board to understand and oversee the Company’s ERM program. In order to maintain effective oversight, the Board has delegated to its standing Committees oversight of risks within their areas of responsibility and expertise as further described below.

Annually, the Company conducts a full enterprise risk assessment to re-evaluate critical risks and its ability to mitigate those risks. In addition, the Company’s ERM Committee, which is comprised of certain members of our cross-functional executive leadership team, meets periodically to evaluate risks to the organization as well as existing and planned activities to mitigate those risks. The ERM Committee members oversee management’s mitigation activities for each top tier risk and present quarterly on a rotational basis so that each top tier risk is presented at least once annually to the Board or its committees.

As part of its oversight function, the Audit Committee discusses and implements guidelines and policies concerning financial and compliance risk assessment and management, including the process by which major financial and compliance risk exposure is monitored and mitigated. The Audit Committee also has ultimate oversight over the cybersecurity of the organization. For more information, see Item 1.C “Cybersecurity” in our annual report on Form 10-K for the year ended December 31, 2025.

The Audit Committee works with members of management to assess and monitor risks facing the Company’s business and operations, as well as the effectiveness of the Company’s guidelines and policies for managing and assessing financial, compliance and cyber risk. The Audit Committee meets and discusses, as appropriate, issues regarding the Company’s risk management policies and procedures directly with those individuals responsible for day-to-day risk management in the Company’s assurance, compliance and information security departments. The Audit Committee has also established policies and procedures for the pre-approval of services provided by the independent registered public accounting firm as described in the “Audit Committee Pre-Approval Policy” section in this Proxy Statement. In addition, the Audit Committee has established procedures for the receipt, retention, investigation and treatment, on a confidential basis, of complaints received by the Company regarding its accounting, internal controls, Code of Business Conduct and other matters.

The Nominating and Governance Committee periodically provides oversight with respect to risks associated with our corporate governance policies and practices, including our Corporate Governance Principles. The Nominating and Governance Committee also oversees and reviews, on an annual basis, an evaluation of the Board and each of our Board Committees. The results of those evaluations are also considered as part of the Nominating and Governance Committee’s recommendations for Committee service and rotation, as appropriate.

The Compensation and Human Resources Committee considers risks related to the attraction and retention of talent. Additionally, the Compensation and Human Resources Committee reviews our compensation plans and practices to ensure they do not encourage excessive risk taking and, instead, encourage behaviors that support sustainable value creation. The Compensation and Human Resources Committee also monitors compliance with our Minimum Share Ownership Guidelines. See “Compensation Discussion and Analysis—Risk Analysis of our Compensation Programs” section in this Proxy Statement.

Our Safety, Environment and Sustainability Committee oversees the Company’s policies and practices to promote good stewardship, to encourage safety awareness, to monitor safety performance and to provide suggestions to management for the resolution of health, safety, environmental and sustainability concerns, all with a view towards reducing risks in those areas.

ESG AND THE ENERGY TRANSITION

We recognize our responsibility and opportunity to build a more sustainable world for future generations, and we will continue to innovate, evolve, and responsibly manage our environmental, social, and governance (“ESG”) priorities to ensure we play our part. By fully integrating sustainability into our business strategy and decision-making, we can create a sustainable future for our stakeholders, customers, employees, and planet.

We look forward to sharing our 2025 Sustainability Report later in the year. It will be available on our website at www.weatherford.com/sustainability. The report will detail our strategic approach to advancing ESG objectives and highlight our recent accomplishments.

  22 Weatherford International plc — 2026 Shareholder Meetings

SUCCESSION PLANNING AND LEADERSHIP DEVELOPMENT

In addition to oversight of risk management, one of the priorities of our Board is to ensure that the Company has a long-term and evolving program for effective leadership development and succession. Our Board is committed to talent management and ensuring strong and effective leadership in the Company’s global management structure. Throughout the year, the Board is presented with high-potential leadership candidates and is regularly updated on key talent metrics, including recruiting, retention, and development programs. The CEO reports to the Board on an annual (or more frequent, as needed) basis concerning management development and succession planning for other key positions. In addition, the Compensation and Human Resources Committee conducts annual CEO succession planning.

MANDATORY RETIREMENT

In January 2025, we further enhanced our Corporate Governance Principles by adding a mandatory retirement policy. Our policy now requires that each non-employee director retire from the Board immediately prior to the annual general meeting of shareholders following the director’s 70th birthday; provided that the Board may determine, by unanimous vote, to nominate the director for another elected term based on a director’s particular contributions and expertise.

We believe this policy will allow for more frequent Board refreshment.

DIRECTOR INDEPENDENCE

The Board has affirmatively determined that each non-employee director satisfies the independence and non-employee director requirements under applicable rules of Nasdaq and the SEC. As contemplated by Nasdaq rules, the Board has adopted categorical standards to assist it in making independence determinations. These standards are available on our website at www.weatherford.com, by clicking on “Investor Relations,” then “Company Information,” then “Corporate Governance,” then “Corporate Documents,” then “Corporate Governance Principles.” However, in making independence determinations, the Board considers and reviews all relationships with each director, whether or not they fall within the categorical standards. None of the independent directors had relationships relevant to an independence determination that were outside the scope of the Board’s categorical standards.

RELATED PERSON TRANSACTIONS

In December 2023, the Board adopted a Related Party Transactions Policy to clarify the process and controls relating to proper reporting, approval and disclosure of transactions between us or any of our affiliates and our major shareholders, directors, executive officers and other employees. The Related Party Transactions Policy was reviewed and updated in December 2025. The Related Party Transactions Policy requires all potential related party transactions to be reported to the Company’s General Counsel, or to the Audit Committee Chair if the related party is the General Counsel. The General Counsel or the Audit Committee Chair, as applicable, determines if the proposed transaction warrants review and approval by the Audit Committee. The Audit Committee then reviews all relevant information available to it about the potential transaction and may approve the transaction if it is in the best interests of the Company and its shareholders. The Audit Committee may impose such conditions as it deems appropriate on the Company or the related party in connection with the approval of the potential related party transaction.

While the Audit Committee discussed potential related party transactions from time to time, no related party transactions were reviewed and approved by the Audit Committee in 2025.

INDEPENDENT CHAIRPERSON AND EXECUTIVE SESSIONS

The Board will periodically appoint a Chairperson of the Board (the “Chairperson”). Both independent and management directors, including the CEO, are eligible for appointment as the Chairperson. If the Chairperson is not an independent director, the Board considers it to be useful and appropriate to designate an independent director to serve in a lead capacity to coordinate the activities of the other independent directors and to perform such other duties and responsibilities as the Board may determine. Currently, the Board has appointed Mr. Sledge, an independent director, to serve as Chairperson of the Board. Our President and CEO, Mr. Saligram, serves as a director.

Mr. Sledge, as Chairperson, oversees executive sessions, which provide the Board with the ability to independently evaluate management and openly discuss strategic and other business issues involving the Company, ensuring that the

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Company is upholding high standards of corporate governance. Executive sessions are held during and/or after all regularly scheduled Board and, if appropriate, Committee meetings, and at such additional times as may be needed. In 2025, executive sessions of the independent directors were held at the majority of Board meetings.

For information on how to communicate with our Chairperson and other directors, please see “—Communication with Directors” below.

DIRECTOR NOMINATIONS

In obtaining the names of possible director nominees, the Nominating and Governance Committee conducts its own inquiries and considers suggestions from other directors, management, shareholders and professional director search firms. The Nominating and Governance Committee’s process for evaluating nominees identified in unsolicited recommendations from shareholders is the same as its process for unsolicited recommendations from other sources.

The Nominating and Governance Committee will consider nominees recommended by shareholders who submit their recommendations in writing to: Chair, Nominating and Governance Committee, care of the Corporate Secretary, Weatherford International plc, 2000 Saint James Place, Houston, Texas 77056, United States of America. Recommendations received by the dates set forth below will be considered for inclusion in the slate of director nominees to be presented at the annual general meeting in the following year. Unsolicited recommendations must contain the name, address and telephone number of the potential nominee, a statement regarding the potential nominee’s background, experience, expertise and qualifications, a signed statement confirming his or her willingness and ability to serve as a director and abide by our corporate governance policies, his or her availability for a personal interview with the Nominating and Governance Committee and evidence that the person making the recommendation is a Weatherford shareholder.

The Nominating and Governance Committee believes that nominees should possess the highest personal and professional ethics, reputation, integrity and values and be committed to representing the long-term interests of our shareholders. Directors should have a record of accomplishment in their chosen professional field and demonstrate sound business judgment. Directors must be willing and able to devote sufficient time to carrying out their duties and responsibilities effectively, including attendance at and participation in Board and Committee meetings, and should be committed to serve on the Board for an extended period of time. The Nominating and Governance Committee will consider independence, viewpoints, backgrounds and experience in determining whether a candidate will be an appropriate fit with, and an asset to, the Board of Directors. When considering existing directors, the Nominating and Governance Committee evaluates their history of attendance at Board and Committee meetings as well as contributions and effectiveness at such meetings.

Shareholders who wish to have a nominee considered by our shareholders at the AGM, must comply with the deadlines and procedures set forth in our Weatherford-Ireland Articles. Please see “Proposals by Shareholders” in this Proxy Statement on page 147 for more information.

COMMUNICATION WITH DIRECTORS

Any shareholder or other interested party that desires to communicate with the Board or any of its specific members, including the Chairperson or the directors as a group, should send their communication to the Corporate Secretary, Weatherford International plc, 2000 Saint James Place, Houston, Texas 77056, United States of America. All such communications will be forwarded, as appropriate, to the members of the Board.

We welcome input from our institutional and individual shareholders, regardless of the number of shares owned. Shareholders may also direct their comments to our U.S. Investor Relations Department in writing at 2000 Saint James Place, Houston, Texas 77056, United States of America or Telephone +1 (713) 836-4000; by sending an e-mail to investor.relations@weatherford.com; or on the Company’s website at www.weatherford.com under “Investor Relations,” then “Shareholder Information,” then “Investor Contact.”

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DIRECTOR COMPENSATION

We use a combination of cash and share-based incentive compensation to attract and retain qualified candidates to serve on the Board. In setting independent director compensation, we consider the size of the Board, the significant amount of time that directors expend in fulfilling their duties to the Company, as well as the level of knowledge and experience that we expect from each member of our Board. Our Compensation and Human Resources Committee is responsible for reviewing the compensation paid and granted to our independent directors and recommending any changes for approval by the Board.

Our Compensation and Human Resources Committee has retained Lyons, Benenson & Company Inc. (“LB&Co.”) as its independent compensation consultant to advise on non-employee director compensation matters. For 2025, following an analysis and comprehensive review of our non-employee director compensation program by LB&Co., on the recommendation of the Compensation and Human Resources Committee, the Board determined to leave the annual retainer and standing committee fee structure unchanged, except to alter the timing of the equity retainer to be awarded in March instead of January. To account for the delay, the Board made a one-time adjustment to the 2025 equity retainer to reflect compensation for 14 months instead of 12 months. Equity retainer awards in future years are expected to continue to be awarded in March and will reflect 12 months of service.

The compensation structure for our directors is shown below:

Cash Compensation

The above retainers are designed to cover up to 10 meetings per year for the Board or any of its regular standing committees, respectively. An additional fee of $1,500 per meeting is typically paid to each director for meetings exceeding that threshold.

Cash retainers are paid quarterly, in advance.

Equity Compensation

In 2025, the equity component of compensation was again structured as grants of restricted share units (“RSUs”) vesting on the first anniversary of the grant date with accelerated vesting in the event of death, disability, a change in control or a failure to be re-elected.

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NON-EMPLOYEE DIRECTORS’ COMPENSATION DEFERRAL PLAN

The Weatherford International plc Nonqualified Deferred Compensation Plan (the “DCP”), adopted by the Board on November 1, 2021, is a non-qualified deferred compensation plan that allows non-employee directors to defer receipt of all or a portion of shares issued in respect of equity-based compensation to a future date. Each year a participant may elect to defer receipt of such compensation awarded that year for a minimum of three years and a maximum of five years. None of our non-employee directors elected to defer any equity-based compensation under the DCP in 2025.

Participants will be fully vested at all times in their deferred equity-based compensation and any dividend equivalents made with respect thereto. The deferred compensation will be paid either (a) in a number of shares equal to the number of deferred RSUs, or (b) in (i) an amount in cash equal to the fair market value of the deferred RSUs multiplied by the then-effective highest marginal federal income tax rate, and (ii) a number of shares equal to any remaining RSUs subject to the applicable deferral election. Such payment will occur on the earliest of the distribution date specified in the participant’s deferral election, the participant’s separation from service, death or disability, or a change in control. In addition, payments may be accelerated upon occurrence of certain acceleration events specified in the DCP, or in the event of an unforeseen emergency upon the participant’s request and with the approval of the Compensation and Human Resources Committee of the Board. All amounts shall be paid from the general assets of the Company and no separate fund shall be established to secure payment. The Company may, but need not, establish a rabbi trust to assist it in funding any DCP obligations.

2025 DIRECTOR COMPENSATION

The following table sets forth the compensation earned by each of our independent directors for the year ended December 31, 2025. Information about Mr. Saligram, who serves as a non-independent director and as our President and CEO, is listed in the 2025 Summary Compensation Table in this Proxy Statement.

As of December 31, 2025, the aggregate outstanding number of unvested RSUs held by each non-employee director is set forth below.

  26 Weatherford International plc — 2026 Shareholder Meetings

AGM AGENDA ITEM 2 – THE INDEPENDENT AUDITORS’ RATIFICATION PROPOSAL

The Board of Directors recommends that you vote “FOR” this proposal.

KPMG LLP and KPMG Chartered Accountants, Dublin (collectively, “KPMG”) served as the independent and Irish statutory auditors, respectively, for Weatherford for the year ended December 31, 2025. The Board, upon the recommendation of the Audit Committee, is asking our shareholders to ratify the appointment of KPMG LLP as our independent registered public accounting firm and auditor for the year ending December 31, 2026 and KPMG Chartered Accountants, Dublin, as our statutory auditor under Irish law to hold office until the close of the 2027 AGM and to authorize the Board, acting through the Audit Committee, to determine the auditors’ remuneration. The selection of KPMG LLP as the independent registered public accounting firm for 2026 was approved by the Audit Committee and by the Board on February 27, 2026.

Representatives of KPMG will be present at the AGM to respond to any appropriate shareholder questions and will be given an opportunity to make a statement, if they so desire.

VOTE REQUIRED

The vote will be held by ordinary resolution. To pass, this proposal requires approval by the affirmative vote of more than 50% of Weatherford-Ireland ordinary shares voted, in person or by proxy, at the AGM.

Please see “Meeting and Voting Information—Quorum and Voting” for more information on the vote required.

BOARD RECOMMENDATION

Our Board unanimously recommends that our shareholders vote “FOR” approval of the Independent Auditors’ Ratification Proposal as an ordinary resolution at the AGM.

RESOLUTION

“THAT, the appointment of KPMG LLP as the Company’s independent registered public accounting firm and auditor for the year ending December 31, 2026 and KPMG Chartered Accountants, Dublin, as the Company’s statutory auditor under Irish law to hold office until the close of the next annual general meeting of the Company, be, and is hereby, ratified and the Company’s Board of Directors, acting through the Audit Committee, be authorized to determine the auditors’ remuneration.”

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KPMG FEES

The following table presents fees for professional audit services rendered by KPMG for the audit of the annual consolidated financial statements and statutory financial statements of Weatherford for the years ended December 31, 2025 and December 31, 2024 and fees billed for other services rendered by KPMG during those periods. All fees were approved by the Audit Committee pursuant to its pre-approval policy.

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AUDIT COMMITTEE PRE-APPROVAL POLICY

The Audit Committee has established a pre-approval policy for all audit and non-audit services to be provided by our independent auditor. There are two types of pre-approval. “General” pre-approval is based on pre-determined types of services. “Specific” pre-approval is required for certain types of services or if a service is expected to exceed budgeted amounts. “Specific” pre-approval must be obtained through direct communications with the Audit Committee or the Chair of the Audit Committee, to whom the Audit Committee has delegated pre-approval authority. The Chair of the Audit Committee must report any pre-approved decisions to the Audit Committee at its next scheduled meeting. During 2025, all services performed by the independent auditor were subject to the pre-approval policy.

The Audit Committee has designated the Company’s Chief Accounting Officer to monitor and report on the performance of all services provided by our independent auditor and to determine whether such services are in compliance with the pre-approval policy. Accordingly, the Chief Accounting Officer periodically reports to the Audit Committee regarding the results of this monitoring.

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AUDIT COMMITTEE REPORT

April [●], 2026

The Audit Committee represents and assists the Board in providing independent, objective oversight of the Company’s accounting functions and internal control over financial reporting. The Audit Committee acts under a charter which is available on the Company’s website at www.weatherford.com under “Investor Relations,” then “Company Information,” then “Corporate Governance,” then “Corporate Documents,” then “Audit Committee Charter.” The Board has determined that each member of the Audit Committee satisfies the requirements of Nasdaq as to independence, financial literacy and expertise. In addition, each member of the Audit Committee qualifies as an independent director and possesses the requisite competence in accounting or auditing in satisfaction of the requirements for audit committees prescribed by the Companies Act.

Management is responsible for the Company’s financial statements and the reporting process, including the system of disclosure controls and procedures and internal control over financial reporting.

KPMG LLP, the Company’s independent registered public accounting firm, is responsible for expressing an opinion on the conformity of our financial statements with accounting principles generally accepted in the U.S. and on the effectiveness of the Company’s internal control over financial reporting.

In discharging its oversight role, the Audit Committee has:

The Audit Committee and the Board believe that, due to KPMG LLP’s knowledge of the Company and the industry in which the Company operates, it is in the best interest of the Company and its shareholders to continue the retention of KPMG LLP to serve as the Company’s independent registered public accounting firm. Although the Audit Committee has the sole authority to appoint the independent registered public accounting firm, the Audit Committee recommends that the Board ask the shareholders to ratify the appointment of the independent registered public accounting firm at the AGM.

Based on the reviews and discussions referred to above, the Audit Committee recommended to the Board that the audited financial statements referred to above be included in the Annual Report on Form 10-K of the Company for the year ended December 31, 2025.

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AGM AGENDA ITEM 3 – THE ADVISORY EXECUTIVE COMPENSATION PROPOSAL

The Board of Directors recommends that you vote “FOR” this proposal.

We are asking our shareholders to approve, on a nonbinding advisory basis, the compensation of our named executive officers (“NEOs”) pursuant to Section 14A of the Exchange Act, as disclosed in this Proxy Statement. While this vote is not binding on our Company, the results of the vote on this proposal will be carefully considered by the Board and the Compensation and Human Resources Committee when making future executive compensation decisions. We conduct annual nonbinding advisory votes on our NEOs’ compensation. Following the vote at the AGM, we expect that the next nonbinding advisory vote on the compensation of our NEOs will take place at our 2027 AGM.

We urge you to carefully review the Compensation Discussion and Analysis, or “CD&A” section in this Proxy Statement, as well as the 2025 Summary Compensation Table, other compensation tables and related narrative discussion for more information regarding the compensation of our NEOs. As described in those sections, our compensation program is designed and administered to:

VOTE REQUIRED

The vote will be held by ordinary resolution. To pass, this proposal requires approval by the affirmative vote of more than 50% of Weatherford-Ireland ordinary shares voted, in person or by proxy, at the AGM.

Please see “Meeting and Voting Information—Quorum and Voting” for more information on the vote required.

BOARD RECOMMENDATION

Our Board believes the information in this Proxy Statement demonstrates the successful design and implementation of a market competitive compensation program that aligns shareholders’ and management’s interests. Accordingly, the Board unanimously recommends that our shareholders vote “FOR” approval of the Advisory Executive Compensation Proposal as an ordinary resolution at the AGM.

RESOLUTION

“THAT, the shareholders of the Company approve, on a nonbinding advisory basis, the compensation of the Company’s named executive officers disclosed pursuant to Item 402 of Regulation S-K, including the Executive Compensation section of the Company’s proxy statement dated April [●], 2026, which includes the Compensation Discussion and Analysis, the 2025 Summary Compensation Table and other executive compensation tables and accompanying narrative discussion.”

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COMPENSATION DISCUSSION AND ANALYSIS

EXECUTIVE SUMMARY

2025: Performance in a Softer Market Environment

2025 was a year defined by disciplined execution in a softer market environment. While global activity levels moderated and full-year revenue declined compared to 2024, Weatherford maintained solid profitability, generated meaningful free cash flow, strengthened its balance sheet, and continued returning capital to shareholders.

For the full year 2025, Weatherford generated:

Although results were below 2024 peak levels, performance reflected disciplined cost management, strong collections, operational rigor, and responsible capital allocation in a more challenging cycle.

Linking 2025 Performance to Compensation Outcomes

The Compensation Committee designed the 2025 compensation framework to align executive compensation directly with measurable financial performance, operational execution, and individual accountability. Performance targets were established based on the Company’s operating plan and reflect expected market conditions.

Throughout 2025, revenue declined and margins moderated relative to 2024 highs. However, through disciplined cost control, productivity initiatives, and strong fourth-quarter execution, the Company generated $466 million in adjusted free cash flow* and maintained solid margin performance in a down-cycle environment. In addition, management secured strategic multi-year contracts, advanced key technology deployments, maintained collections discipline, and executed cost initiatives to mitigate market softness.

Ultimately, we believe the 2025 compensation outcomes described in this Compensation Discussion & Analysis appropriately reflect:

Importantly, our compensation outcomes reflect performance relative to financial and operational targets, ensuring that payouts are directly aligned with actual results and shareholder outcomes while serving as an effective incentive for employees.

* Adjusted EBITDA, adjusted EBITDA margin and adjusted free cash flow are non-GAAP financial measures. Please refer to Annex A for more information about these measures, as well as a reconciliation of these non-GAAP financial measures to the most closely related GAAP financial measures.

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Reinforcing Pay-for-Performance

Our 2025 compensation outcomes demonstrate that executive pay remains meaningfully aligned with Company performance and market conditions. Financial metrics, particularly adjusted EBITDA* and adjusted free cash flow,* represent the majority of our short-term incentive opportunity, reinforcing the importance of profitability, liquidity, and disciplined capital allocation to our compensation program.

Our short-term incentive framework ensures:

The Compensation Committee remains committed to maintaining a rigorous, performance-based compensation program that aligns leadership rewards with sustainable shareholder value creation and operates consistently across market cycles.

Executive Leadership Actions

Looking Ahead

As we enter 2026, Weatherford remains a more resilient, efficient, and technologically differentiated organization. While near-term market conditions are expected to remain measured, the Committee will continue to calibrate performance targets thoughtfully to reflect expected conditions while maintaining rigorous standards for achievement.

* Adjusted EBITDA, adjusted EBITDA margin and adjusted free cash flow are non-GAAP financial measures. Please refer to Annex A for more information about these measures, as well as a reconciliation of these non-GAAP financial measures to the most closely related GAAP financial measures.

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NAMED EXECUTIVE OFFICERS

This Compensation Discussion and Analysis (“CD&A”) describes the 2025 decisions made concerning the compensation of the Company’s NEOs listed in the table below. It also discusses our overall compensation philosophy and fundamental principles, our compensation planning and decision-making process, as well as our 2025 performance results and executive compensation outcomes.

COMPENSATION PROGRAM OVERVIEW

The Compensation and Human Resources Committee of our Board (for purposes of this CD&A, the “Committee”) oversees our compensation program and associated plans, policies and philosophy, all of which are designed to align with our strategic initiatives, maintain competitiveness and ensure compliance with legislative and listing requirements. The Committee annually reviews this philosophy with input from our independent compensation consultant LB&Co., and adjusts as needed.

Compensation Philosophy and Program Objectives

We have developed our compensation philosophy based on the overarching belief that compensation should:

We believe in transparency in executive compensation and have designed our program to be performance-driven, easy to understand and appropriately aligned with shareholders’ interests. To this end, we believe our program:

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The following table outlines how we believe the major categories of our NEO compensation program align with our overall compensation philosophy:

Pay Mix & Overall Compensation Structure

The primary elements of our executive compensation program are base salary, short-term incentive compensation (cash) and long-term incentive compensation (equity). Our compensation structure embodies our commitment to our pay-for-performance philosophy. A meaningful portion of our NEOs’ total compensation is linked to the achievement of predetermined quantitative performance goals through our 2025 Short-Term Annual Incentive Plan (“STI Plan”) and through PSUs issued under our Long-Term Incentive Plan (“LTI Plan”).

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The following graphics illustrate the mix between fixed pay (base salary) and variable pay (STI Plan and LTI Plan compensation) for our CEO and the average of our NEOs other than the CEO, in each case based on 2025 target compensation levels. Actual 2025 compensation, which is discussed later in this CD&A, varies based on actual performance. In 2025, 90.6% of our CEO’s target compensation, and, on average, 77.8% of our other NEOs’ target compensation, was “at risk,” or not guaranteed; and 9.4% and 22.2%, respectively, was fixed in the form of base salary.

Compensation Practices & Policies

The following table presents an overview of our compensation structure and the fundamental compensation practices and policies we do and do not follow, in accordance with best practice in compensation governance.

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THE COMPENSATION SETTING PROCESS

The Committee oversees our executive compensation program and reviews the design of our compensation program at least annually to assess whether any changes are indicated by market practice or best governance standards. The Committee’s Charter, which documents its authority and responsibilities, is available on the Investor Relations page on the Company’s website by clicking Company Information, Corporate Governance and then Corporate Documents.

The Role of the Compensation and Human Resources Committee

Structure of the Committee: Currently, the Committee consists of four members of the Board, each of whom qualifies as independent and non-employee directors under Nasdaq listing standards and applicable securities laws. We recognize the value of the independent directors’ perspectives on the Board and, as such, the non-executive Chairman of the Board, though not an official member of the Committee, generally participates in all Committee meetings. In 2025, the Committee held eight meetings, the majority of which ended with an executive session without management present.

Decision Making: The primary goal of the Committee is to fulfill the Board’s oversight responsibilities related to designing, implementing and monitoring the Company’s compensation philosophy, strategy and programs. In discharging its duties and determining compensation for our executive officers, the Committee considers, among other things, each executive officer’s position, responsibilities, experience, expertise, knowledge and qualifications; market factors; the industry in which we operate and compete; recruitment and retention factors; each executive officer’s individual performance and compensation history, as well as competitive positioning relative to similarly situated executives in our peer group, and our overall compensation philosophy. The Committee also considers the recommendations of the CEO relating to executive officers, other than himself, and is supported in its work by LB&Co.

The Committee’s Compensation Setting & Performance Review & Measurement Process:

Compensation Consultant Conflict of Interest Assessment: As required by SEC rules, the Committee assessed all relevant factors and concluded that LB&Co. was independent and that the work provided by LB&Co. did not raise any conflicts of interests in 2025. In making this determination, the Committee considered all relevant factors, including those set forth in Rule 10C-1(b)(4)(i) - (vi) under the Exchange Act.

CEO Compensation: The Committee reviews Mr. Saligram’s performance throughout the year, incorporating feedback directly from the Board. Based on its evaluation and input from LB&Co., the Committee then recommends to the Board the compensation of the CEO without any management input. Compensation decisions related to the CEO are approved by the non-employee members of the Board after considering the recommendation of the Committee. The CEO is not present during voting or deliberations relating to his own compensation.

2025 Peer Group and Benchmarking

The Committee reviews the potential total compensation package for each of the executive officers against a preselected peer group of companies, based on data compiled by LB&Co. The Committee uses the peer group as a reference in assessing the competitiveness of its executive compensation arrangements. The Committee augments the peer group analyses with survey data from Willis Towers Watson and Mercer.

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In the fourth quarter of 2024, the Committee, in consultation with LB&Co. and management, reviewed the composition of our peer group to be utilized for 2025 executive compensation benchmarking and determined that no changes were necessary at that time.

We believe the companies in the 2025 peer group are within an appropriate size range, have relevant compensation practices compared to us, and compete with us for employee talent.

Shareholder Engagement & Say-on-Pay

The Committee values the input of our shareholders and takes their feedback into account when designing and approving our executive compensation programs.

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ELEMENTS OF THE 2025 EXECUTIVE COMPENSATION PROGRAM

Base Salaries

The Committee reviews base salaries at least annually, but may also do so more frequently in connection with a promotion, a significant change in the scope and responsibility of a role, or changes in market conditions.

The 2024 and 2025 base salaries for each of our NEOs are set forth in the table below. Base salaries for our NEOs were reviewed in March 2025 at which time it was determined that modest increases in base salaries for certain NEOs were appropriate in light of the team’s successful contributions in 2024, as well as to remain competitive and promote retention, as detailed below. Base salary increases were effective April 1, 2025.

STI Plan Annual Incentive Awards

STI Plan awards are designed to reward executives for the achievement of Company and individual annual performance goals. Each year the Committee establishes a STI Plan target for each executive expressed as a percentage of their base salary.

2025 STI Plan targets, expressed as percentages of base salaries, for our NEOs are presented below:

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STI Plan: 2025 Performance Goals

Payouts under the 2025 STI Plan were determined primarily with reference to our achievement of corporate performance goals related to adjusted EBITDA* and adjusted free cash flow,* each weighted at 25%. Our NEOs’ qualitative team achievement was weighted at 30% and their individual performance ratings were weighted at 20%.

The relative weight of adjusted EBITDA* and adjusted free cash flow* reflects the Committee’s continued belief that those metrics have a significant effect in building our strategic and financial position for the 2025 STI Plan performance period and reinforced our emphasis on profitability and cash generation. The respective weight of the team achievement metric and the individual performance rating in 2025 illustrates the Committee’s effort to more closely align compensation with the areas of Company performance where individual NEOs can have a personal impact.

Consistent with prior years, the Committee continues to believe that safety is a key and overriding principle of the Company’s culture. While safety is not a standalone weighted metric, the Committee retains discretion to reduce financial metric payouts if safety performance is not achieved at the Company, segment, geozone, country, or regional level. The safety modifier is determined in the sole discretion of the Committee based on safety performance during the year.

The Committee established 2025 performance goals based on the prevailing operating environment and the Company’s business plan. The Committee reviewed and adjusted the threshold and target metrics to take into consideration the Company’s sale of its pressure pumping business in Argentina and the significant impact of a budget reduction of our largest customer in Mexico, resulting in lower adjusted EBITDA* and adjusted free cash flow* potential for the full year. While the Committee adjusted the performance ranges for these two factors, the achievement on the adjusted free cash flow* metric was capped at target, even if actual performance were to exceed the adjusted goals.

Adjusted EBITDA. Delivering on the Company’s adjusted EBITDA* continued to be a key objective for 2025. Adjusted EBITDA is a non-GAAP financial measure. It represents earnings before interest, taxes, depreciation, and amortization and excludes, among other items, restructuring charges, share-based compensation expense, as well as other charges and credits.

*See Annex A to this proxy statement for a reconciliation of GAAP to non-GAAP measures.

Adjusted Free Cash Flow. The Committee continued to believe that the adjusted free cash flow metric was important to the Company’s shareholders and generally viewed as a measure of financial success—a key focus of the Company. In setting dollar thresholds, the Committee evaluated historical performance, as well as internal projections and expectations. Adjusted free cash flow is a non-GAAP financial measure calculated as cash flows provided by (used in) operating activities, less capital expenditures plus proceeds from disposition of assets.

*See Annex A to this proxy statement for a reconciliation of GAAP to non-GAAP measures.

Team Achievement. The Committee included a qualitative metric relative to the specific team or business unit that each NEO supports in an effort to recognize each NEO’s direct contribution to the Company’s success. This component assessed execution across operational performance, commercial delivery, cost optimization initiatives, and functional effectiveness. The success of the NEO’s team is viewed as a direct contributor to the adjusted EBITDA* and adjusted free cash flow* metrics for the Company.

STI Plan awards earned for a given year are typically paid in the first quarter of the following year. All NEO award payments are approved by the Committee and certified by our internal assurance team (as directed by the Audit Committee) in advance of payment.

Maximum individual awards under the STI Plan are capped at 200% of target. In the event of unforeseen developments, like those described above, the Committee may adjust the STI Plan goals or the potential award payments, as the Committee deems appropriate and equitable.

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2025 STI Plan Results and Payouts

Overall financial performance was near the target goals established for the year, resulting in 84.5% achievement for adjusted EBITDA* and above target achievement for adjusted free cash flow.* However, achievement of the adjusted free cash flow* metric was capped at 100% since the goals were adjusted to account for business changes as described above.

The resulting total financial achievement was 92.3% of target. Safety performance did not result in any downward modification for 2025, given the excellent safety outcomes achieved.