SEC Form 3
| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 10/03/2022 | 3. Issuer Name and Ticker or Trading Symbol Noble Corp plc [ NE ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| A Ordinary Shares | 27,890,529(1) | D(2) | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Explanation of Responses: |
| 1. Represents A ordinary shares, par value $0.00001 per share ("A Ordinary Shares"), of the Issuer acquired by the Reporting Person upon the consummation of the Issuer's exchange offer (the "Offer") in connection with the completion of the transactions contemplated by that certain Business Combination Agreement, dated as of November 10, 2021, by and among the Issuer, Noble Corporation, Noble Newco Sub Limited, and The Drilling Company of 1972 A/S ("Maersk Drilling"). |
| 2. The Reporting Person is a wholly owned direct subsidiary of A.P. Moller Holding A/S, a company incorporated in Denmark ("APMH"), which is in turn a wholly owned direct subsidiary of A.P. Moller og Hustru Chastine mc-Kinney Mollers Fond til almene Formaal, a commercial foundation established under the laws of Denmark ("A.P. Moller Foundation"). Under SEC rules and regulations, each of APMH and the A.P. Moller Foundation may be deemed to have beneficial ownership of the shares held by APMH Invest A/S. The A.P. Moller Foundation is a "self-owning" institution; it has no shareholders or owners and its affairs are managed by a board of trustees and executive management under the regulatory supervision of the Danish Business Authority. |
| /s/ APMH Invest A/S; By Martin Larsen, Chief Executive Officer | 10/13/2022 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||