Form Type: 4

SEC EDGAR Link
Accession Number:0001127602-19-004154
Date:2019-02-01
Issuer: NOBLE ENERGY INC (NBL)
Original Submission Date:

Reporting Person:

HATLEY DUSTIN A.
1001 NOBLE ENERGY WAY
HOUSTON, TX 77070

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
NOBLE ENERGY, INC. COMMON STOCK 2019-02-01 F 564 d $22.39 33,168 direct
NOBLE ENERGY, INC. COMMON STOCK 2019-02-01 F 434 d $22.39 32,734 direct
NOBLE ENERGY, INC. COMMON STOCK 2019-02-01 D 3,902 d $0.00 28,832 direct
NOBLE ENERGY, INC. COMMON STOCK 2019-02-01 A 8,932 a $0.00 37,764 direct
NOBLE ENERGY, INC. COMMON STOCK 2019-02-01 0 $0.00 601 indirect
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
PHANTOM UNIT 0.0 2019-02-01 deemed execution date J 3,902 (d) 2019-02-01 2019-02-01 noble energy, inc. common stock 3,902 $0.00 0 direct
PHANTOM UNIT 0.0 2019-02-01 deemed execution date A 3,573 (a) 2022-02-01 2022-02-01 noble energy, inc. common stock 3,573 $0.00 3,573 direct
Footnotes
IDfootnote
f1 reflects shares relinquished to noble energy, inc. by the reporting person out of, and to cover estimated tax withholding for, restricted shares granted on february 1, 2017, and vesting on february 1, 2019. the stock price reflected in table i column 4 was determined based on "fair market value," defined in the 1992 plan for this transaction as the closing trading price of noble energy, inc. common stock on the nyse on february 1, 2019.
f2 reflects shares relinquished to noble energy, inc. by the reporting person out of, and to cover estimated tax withholding for, restricted shares granted on february 1, 2018, and vesting on february 1, 2019. the stock price reflected in table i column 4 was determined based on "fair market value," defined in the 2017 plan for this transaction as the closing trading price of noble energy, inc. common stock on the nyse on february 1, 2019.
f3 reflects unvested shares of performance restricted stock granted on february 1, 2016 forfeited to noble energy, inc. on february 1, 2019.
f4 restricted shares of noble energy, inc. common stock subject to vesting 40% after year one, 40% after year two and the final 20% after year three, granted under the 2017 plan.
f5 each phantom unit is the economic equivalent of one share of noble energy, inc. common stock, to be settled in cash upon vesting and subject to a maximum settlement value of $126.60 per unit plus the equivalent value of accrued and unpaid dividends. phantom units were granted under the 1992 plan and will vest three years after the date of grant upon, and subject to a formula related to, the company's achievement of certain levels of total shareholder return (tsr) relative to a pre-determined industry peer group.
f6 reflects unvested performance phantom units granted on february 1, 2016 forfeited to noble energy, inc. on february 1, 2019.
f7 each phantom unit is the economic equivalent of one share of noble energy, inc. common stock to be settled in cash upon vesting plus the equivalent value of accrued and unpaid dividends. phantom units were granted under the 2017 plan and will vest 100% three years after the date of grant.
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