Alastair Maxwell - 03 Oct 2022 Form 3 Insider Report for Noble Corp plc (NE)

Role
Director
Signature
/s/ William E. Turcotte, as attorney-in-fact
Issuer symbol
NE
Transactions as of
03 Oct 2022
Net transactions value
$0
Form type
3
Filing time
03 Oct 2022, 20:08:02 UTC
Next filing
06 Feb 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding NE A Ordinary Shares 2,157 03 Oct 2022 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding NE Restricted Stock Units 03 Oct 2022 A Ordinary Shares 2,230 $0.000000 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the business combination agreement, dated November 10, 2021 (as amended, the "BCA"), by and among Noble Corporation, an exempted company incorporated in the Cayman Islands with limited liability ("Noble Cayman"), Noble Corporation plc, a public limited company formed under the laws of England and Wales (the "Company"), Noble Newco Sub Limited ("Merger Sub"), and The Drilling Company of 1972 A/S, a Danish public limited liability company ("Maersk Drilling"), among other things, (i) Noble Cayman merged with and into Merger Sub (the "Merger"), with Merger Sub surviving the Merger as a wholly owned subsidiary of the Company and each ordinary share of Noble Cayman was converted into A ordinary shares, par value $0.00001 per share, of the Company (the "Company Shares") and (ii) the Company completed a voluntary tender exchange offer to Maersk Drilling (the "Offer" and, together with the Merger and the other transactions under the BCA, the "Business Combination").
F2 On October 3, 2022, each share of Maersk Drilling tendered in the Offer that was outstanding immediately prior to the consummation of the Offer was exchanged for a Company Share at an exchange ratio of 1 for 1.6137, with any fractional shares rounded to the nearest whole share. This report reflects the beneficial ownership of the reporting person upon consummation of the Offer.
F3 Each restricted stock unit represents a contingent right to receive one Company Share. The restricted stock units granted on October 3, 2022 will vest on October 3, 2023.