Kristin Holth - Oct 3, 2022 Form 3 Insider Report for Noble Corp plc (NE)

Role: Director
Signature: /s/ William E. Turcotte, as attorney-in-fact
Stock symbol: NE
Transactions as of: Oct 3, 2022
Transactions value $: $0
Form type: 3
Date filed: 10/3/2022, 08:12 PM
Next filing: Feb 6, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	NE	A Ordinary Shares						1.45K	Oct 3, 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							Oct 3, 2022	A Ordinary Shares	2.23K	$0.00	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.