Hirshberg al J. - 30 Sep 2022 Form 4 Insider Report for Noble Corp plc (NE)

Role: Director
Signature: /s/ William E. Turcotte, Attorney-in-Fact
Issuer symbol: NE
Transactions as of: 30 Sep 2022
Net transactions value: $0
Form type: 4
Filing time: 03 Oct 2022, 20:22:26 UTC
Previous filing: 10 Jan 2023
Next filing: 06 Feb 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NE	Ordinary Shares	Disposed to Issuer		-4,755	-100%		0	30 Sep 2022	Direct	F1
transaction	NE	A Ordinary Shares	Award		+4,755			4,755	30 Sep 2022	Direct	F1
transaction	NE	A Ordinary Shares	Award		+22,796	+479%		27,551	03 Oct 2022	Direct	F3

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
transaction	NE	Restricted Stock Unit	Disposed to Issuer		-22,796	-100%		0	30 Sep 2022	Ordinary Shares	22,796	$0.000000	Direct	F2, F3
transaction	NE	Restricted Stock Unit	Award		+22,796			22,796	30 Sep 2022	A Ordinary Shares	22,796	$0.000000	Direct	F2
transaction	NE	Restricted Stock Unit	Disposed to Issuer	$0	-22,796	-100%	$0.000000^*	0	03 Oct 2022	A Ordinary Shares	22,796	$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"), NobleCorporation 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 ("MaerskDrilling"), 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 convertedinto 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.
F2	Pursuant to the BCA, each award of time vested restricted stock units ("Noble Cayman RSU") and performance vested restricted stock units ("Noble Cayman PVRSU") with respect to ordinary shares, par value $0.00001 per share, of Noble Cayman ("Noble Cayman Shares") outstanding immediately prior to the consummation of the Merger, was converted into the right to acquire, on the same terms and conditions as were applicable under the Noble Cayman RSU or Noble Cayman PVRSU, as applicable (including any vesting conditions), that number of Company Shares equal to the number of Noble Cayman Shares subject to such award.
F3	The reported securities vested and settled in connection with the closing of the Merger.