Correction to previous announcement: Noble Corporation plc reports transactions made by persons discharging managerial responsibilities

Rhea-AI Summary

Noble Corporation plc (NYSE: NE) issued a correction on February 17, 2023, regarding previous announcements about share transactions by its managerial personnel. Earlier, it was incorrectly reported that Blake A. Denton and Joey M. Kawaja exchanged 3,076 shares, but neither exchanged any shares. Furthermore, the number of A ordinary shares received by Alan J. Hirshberg, Ann D. Pickard, and Charles M. (Chuck) Sledge was also revised significantly down from 22,796 to 13,677, 13,677, and 16,322 respectively. These amendments pertain to the accelerated vesting of restricted share units due to previous business combinations. Details align with EU Market Abuse Regulation requirements.

Positive

• Correction clarifies share transactions, ensuring accurate reporting.
• Adjustments in share allocations could reflect better alignment with company performance.

Negative

• Previous errors in share transaction reporting may raise concerns about internal controls.
• Lower number of shares allocated to executives may indicate a tighter compensation strategy.

SUGAR LAND, Texas, Feb. 17, 2023 /PRNewswire/ -- Noble Corporation plc ("Noble") (CSE: NOBLE, NYSE: NE) today announces a correcting of the announcement of October 3, 2022 regarding transactions made by persons discharging managerial responsibilities.

In the announcement of October 3, 2022, it was stated that Blake A. Denton and Joey M. Kawaja exchanged 3,076 shares of Noble Corporation for 3,076 A ordinary shares of Noble in connection with the completion of the merger between Noble Corporation and Noble Newco Sub Limited. The correct number of shares of Noble Corporation exchanged by each of Blake A. Denton and Joey M. Kawaja was 0.

In addition, it was stated that Alan J. Hirshberg, Ann D. Pickard and Charles M. (Chuck) Sledge received A ordinary shares of Noble in the amounts of 22,796, 22,796 and 27,202, respectively, due to the accelerated vesting of restricted share units free of charge as a result of the closing of the business combination between Noble Corporation and the Drilling Company of 1972 A/S on October 3, 2022. Due to a part of the restricted share units having been settled in cash, the correct amount of A ordinary shares of Noble received by Alan J. Hirshberg, Ann D. Pickard and Charles M. (Chuck) Sledge were 13,677, 13,677 and 16,322, respectively.

Further details are set out in the notifications below, made in accordance with the requirements of article 19 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the "Market Abuse Regulation") as amended.  

Below is the corrected notification:

Notification and public disclosure in accordance with the requirements of the EU market abuse regulation of transactions by persons discharging managerial responsibilities and persons closely associated with them.

Public disclosure of transactions made by Ann D. Pickard

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Ann D. Pickard
2	Reason for the notification
a)	Position/Status	Member of the Board of Directors
b)	Initial Notification/Amendment	Amendment: The number of A ordinary shares received is amended from 22,796 to 13,677 shares. The original announcement included 9,119 A ordinary shares which represented restricted stock units that were settled in cash.
3	Details of the issuer, emission allowance market participation, auction platform, auctioneer or auction monitor
a)	Name	Noble Corporation plc
b)	LEI	549300I3HBUNXO0OG954
4	Details of transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted.
a)	Description of the financial instrument, type of instrument    Identification code	Restricted share units related to the shares of Noble Corporation plc   CUSIP-code: G65431127
b)	Nature of the transaction	Accelerated vesting of restricted share units free of charge as a result of the closing of the business combination on 3 October 2022
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		USD 0	13,677
d)	Aggregated information -  Aggregated volume    -  Price	13,677    USD 0
e)	Date of the transaction	2022-10-3
f)	Place of the transaction	Outside a trading venue

 

Public disclosure of transactions made by Alan J. Hirshberg

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Alan J. Hirshberg
2	Reason for the notification
a)	Position/Status	Member of the Board of Directors
b)	Initial Notification/Amendment	Amendment: The number of A ordinary shares received is amended from 22,796 to 13,677 shares. The original announcement included 9,119 A ordinary shares which represented restricted stock units that were settled in cash.
3	Details of the issuer, emission allowance market participation, auction platform, auctioneer or auction monitor
a)	Name	Noble Corporation plc
b)	LEI	549300I3HBUNXO0OG954
4	Details of transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted.
a)	Description of the financial instrument, type of instrument     Identification code	Restricted share units related to the shares of Noble Corporation plc    CUSIP-code: G65431127
b)	Nature of the transaction	Accelerated vesting of restricted share units free of charge as a result of the closing of the business combination on 3 October 2022
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		USD 0	13,677
d)	Aggregated information -  Aggregated volume     -  Price	13,677    USD 0
e)	Date of the transaction	2022-10-3
f)	Place of the transaction	Outside a trading venue

 

Public disclosure of transaction(s) made by Charles M. (Chuck) Sledge:

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Charles M. (Chuck) Sledge
2	Reason for the notification
a)	Position/Status	Chairman of the Board of Directors
b)	Initial Notification/Amendment	Amendment: The number of A ordinary shares received is amended from 27,202 to 16,322 shares. The original announcement included 10,880 A ordinary shares which represented restricted stock units that were settled in cash.
3	Details of the issuer, emission allowance market participation, auction platform, auctioneer or auction monitor
a)	Name	Noble Corporation plc
b)	LEI	549300I3HBUNXO0OG954
4	Details of transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted.
a)	Description of the financial instrument, type of instrument   Identification code	Restricted share units related to the shares of Noble Corporation plc   CUSIP-code: G65431127
b)	Nature of the transaction	Accelerated vesting of restricted share units free of charge as a result of the closing of the business combination on 3 October 2022
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		USD 0	16,322
d)	Aggregated information -  Aggregated volume   -  Price	16,322   USD 0
e)	Date of the transaction	2022-10-3
f)	Place of the transaction	Outside a trading venue

 

About Noble Corporation

Noble is a leading offshore drilling contractor for the oil and gas industry.  The Company owns and operates one of the most modern, versatile, and technically advanced fleets in the offshore drilling industry.  Noble and its predecessors have been engaged in the contract drilling of oil and gas wells since 1921.  Noble performs, through its subsidiaries, contract drilling services with a fleet of offshore drilling units focused largely on ultra-deepwater and high specification jackup drilling opportunities in both established and emerging regions worldwide.  For further information visit www.noblecorp.com or email investors@noblecorp.com.

IMPORTANT INFORMATION

This announcement is for information purposes only and does not constitute or contain any invitation, solicitation, recommendation, offer or advice to any person to subscribe for or otherwise acquire or dispose of any securities of Noble.

Certain statements in this announcement, including any attachments hereto, may constitute forward-looking statements. Forward-looking statements are statements (other than statements of historical fact) relating to future events and Noble and its subsidiaries (collectively, the "Noble Group") anticipated or planned financial and operational performance. The words "targets", "believes", "continues", "expects", "aims", "intends", "plans", "seeks", "will", "may", "might", "anticipates", "would", "could", "should", "estimates", "projects", "potentially" or similar expressions or the negatives thereof, identify certain of these forward-looking statements. The absence of these words, however, does not mean that the statements are not forward-looking. Other forward-looking statements can be identified in the context in which the statements are made.

Although Noble believes that the expectations reflected in these forward-looking statements are reasonable as of the date of this announcement, such forward-looking statements are based on Noble's current expectations, estimates, forecasts, assumptions and projections about the Noble Group's business and the industry in which the Noble Group operates and/or which has been extracted from publications, reports and other documents prepared by the Noble Group and are not guarantees of future performance or development and involve known and unknown risks, uncertainties and other important factors beyond the Noble Group's control that could cause the Noble Group's actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements.

Any forward-looking statements included in this announcement, including any attachment hereto, speak only as of today. Noble does not intend, and does not assume, any obligations to update any forward-looking statements contained herein, except as may be required by law or the rules of the New York Stock Exchange or Nasdaq Copenhagen. All subsequent written and oral forward-looking statements attributable to Noble or to persons acting on its behalf are expressly qualified in their entirety by the cautionary statements referred to above and contained in this announcement, including any attachment hereto.

 

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SOURCE Noble Corporation plc

FAQ

What correction did Noble Corporation plc announce on February 17, 2023?

Noble Corporation plc corrected earlier reports regarding share transactions made by executives, stating that no shares were exchanged by Blake A. Denton and Joey M. Kawaja and revised the number of shares received by executives due to accelerated vesting.

How many shares were attributed to executives in the corrected announcement?

In the corrected announcement, Alan J. Hirshberg, Ann D. Pickard, and Charles M. (Chuck) Sledge received 13,677, 13,677, and 16,322 A ordinary shares, respectively.

What was the date of the original share transaction report that was corrected?

The original share transaction report was dated October 3, 2022.

Which regulatory requirements does the announcement comply with?

The announcement complies with the EU Market Abuse Regulation's requirements for public disclosure of transactions by persons discharging managerial responsibilities.