SEC Form 4 · accession 0001209191-15-008455
Noble Corp plc · NE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David W Williams
Officer — Chairman, President and CEO · Director
Period of report
Jan 29, 2015
Accepted (ET)
Feb 2, 2015 · 8:06 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001458891
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Shares | Jan 29, 2015 | A | 40,920 | $0.00 | A | 431,202 | D | |
| Shares | Jan 29, 2015 | F | 10,909 | $15.73 | D | 420,293 | D | |
| Shares | Feb 1, 2015 | A | 31,881 | $0.00 | A | 452,174 | D | |
| Shares | Feb 1, 2015 | F | 9,849 | $15.73 | D | 442,325 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | $0.00 | Jan 29, 2015 | A | 185,950 | A | — | — | Shares | 185,950 | 185,950 | D |
| Performance Vested Restricted Stock UnitsF3 | $0.00 | Jan 29, 2015 | A | 371,900 | A | — | — | Shares | 371,900 | 371,900 | D |
| Performance Vested Restricted Stock UnitsF4,F5 | $0.00 | Jan 29, 2015 | D | 164,764 | D | — | — | Shares | 164,764 | 0 | D |
| Restricted Stock UnitsF4,F6,F2 | $0.00 | Jan 29, 2015 | D | 40,920 | D | — | — | Shares | 40,920 | 81,840 | D |
| Restricted Stock UnitsF4,F7,F2 | $0.00 | Feb 1, 2015 | D | 31,881 | D | — | — | Shares | 31,881 | 31,882 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share.
- F2The restricted stock units vest and settle in three equal annual installments beginning on the first anniversary of the grant date.
- F3Each performance vested restricted stock unit represents a contingent right to receive one share. Performance vested restricted stock units vest upon the company achieving a total shareholder return over a three-year performance cycle (2015-2017) relative to a specified peer group.
- F4Total share amount reflects an adjustment resulting from the spin-off of Paragon Offshore plc. The number of shares awarded prior to the spin-off have been increased to provide awardee with substantially equivalent economic value after the spin-off.
- F5Represents performance based restricted share units awarded on February 3, 2012. Shares underlying this award have been fully forfeited.
- F6Represents the first of three vesting events for restricted stock units awarded on January 29, 2014.
- F7Represents the second of three vesting events for restricted stock units awarded on February 1, 2013.