Noble Corp plc false 0001458891 0001458891 2020-05-21 2020-05-21

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): May 21, 2020

 

NOBLE CORPORATION plc

(Exact name of registrant as specified in its charter)

 

England and Wales

 

001-36211

 

98-0619597

(State or other jurisdiction

of incorporation)

 

(Commission

file number)

 

(I.R.S. employer

identification number)

10 Brook Street

London, England

 

W1S 1BG

(Address of principal executive offices)

 

(Zip code)

Registrant’s telephone number, including area code: +44 20 3300 2300

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

 

Trading

symbol(s)

 

Name of each exchange

on which registered

Shares, Nominal Value $0.01 per Share

 

NE

 

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 

 


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

(e) On May 21, 2020, Noble Corporation plc, a company incorporated in England and Wales (the “Company”), held its annual general meeting of shareholders. At the meeting, shareholders approved an amendment to the Noble Corporation plc 2015 Omnibus Incentive Plan (the “Noble Incentive Plan”) to increase the number of ordinary shares available for issuance as long-term incentive compensation under the Noble Incentive Plan by 8,700,000 shares.

The Noble Incentive Plan is attached to this Current Report as Exhibit 10.1, and is incorporated herein by reference. A summary description of the material features of the Noble Incentive Plan is set forth in the Company’s 2020 Proxy Statement.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits.

EXHIBIT
NUMBER

   

 

DESCRIPTION

             
 

10.1

   

 

Noble Corporation plc 2015 Omnibus Incentive Plan, restated as of May 21, 2020.

             
 

104

   

 

Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

NOBLE CORPORATION plc

             

Date: May 27, 2020

 

 

By:

 

/s/ William E. Turcotte

 

 

 

William E. Turcotte

 

 

 

Senior Vice President, General Counsel and Corporate Secretary

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