8-K

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): April 3, 2023

NOBLE CORPORATION plc

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (281) 276-6100

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:

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

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.  ☐

Notes Offering

On April 3, 2023, Noble Corporation plc, a public limited company incorporated under the laws of England and Wales (the “Company” and together with its subsidiaries, “Noble”), issued a press release announcing that, subject to market and other conditions, Noble Finance II LLC, a Delaware limited liability company and wholly-owned subsidiary of the Company (the “Issuer”), intends to offer for sale $600 million in aggregate principal amount of unsecured senior notes due 2030 in a private offering to eligible purchasers that is exempt from registration under the Securities Act of 1933, as amended.

A copy of the press release is attached as Exhibit 99.1 to this report and incorporated herein by reference.

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.

EX-99.1

Exhibit 99.1

NOBLE CORPORATION PLC ANNOUNCES PROPOSED OFFERING OF $600 MILLION OF SENIOR NOTES DUE 2030

Sugar Land, Texas, April 3, 2023 – Noble Corporation plc (“Parent” and together with its subsidiaries, “Noble”) (CSE: NOBLE, NYSE: NE) today announced that Noble Finance II LLC (the “Issuer”), a wholly owned subsidiary of Parent, has commenced an offering (the “Offering”) of $600 million in aggregate principal amount of unsecured senior notes due 2030 (the “2030 Notes”). Noble intends to use the net proceeds from the Offering (i) to fund the redemption (the “Redemption”) of all of the outstanding 11%/ 13%/ 15% Senior Secured PIK Toggle Notes due 2028 (the “Second Lien Notes”) issued by Noble Finance Company, a wholly-owned subsidiary of Parent, (ii) to pay any premiums, fees and expenses related to the Redemption and the issuance of the 2030 Notes, (iii) to repay the outstanding borrowings under the $350 million term loan facility borrowed by Parent’s subsidiary, The Drilling Company of 1972 A/S and (iv) the remainder, if any, for general corporate purposes.

The 2030 Notes will be guaranteed by certain direct and indirect restricted subsidiaries of the Issuer.

The 2030 Notes are being offered in the United States only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to persons outside the United States only in compliance with Regulation S under the Securities Act. The 2030 Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any security, nor shall there be any sale of the 2030 Notes or any other security of Noble, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. This press release does not constitute a notice of redemption under the optional redemption provisions of the indenture governing the Second Lien Notes.

ABOUT NOBLE

Noble is a leading offshore drillingcontractor for the oil and gas industry. Noble 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 andgas 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 andemerging regions worldwide. For further information visit www.noblecorp.com or email investors@noblecorp.com.

INVESTOR RELATIONS CONTACT

Ian Macpherson

Vice President – Investor Relations

T: +1 713-239-6507

M: imacpherson@noblecorp.com

CAUTIONARYSTATEMENT ABOUT FORWARD-LOOKING STATEMENTS

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 statements concerning the Issuer’s plan to issue the 2030 Notes and the use of proceeds therefrom, constitute, forward-looking statements. Forward-looking statements are statements (other than statements of historical fact) relating to future events and Noble’s 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.

We caution you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond our control. These risks include, but are not limited to, risks and uncertainties related to economic, market or business conditions, satisfaction of customary closing conditions related to the Offering and other risk factors as detailed from time to time in Parent’s reports filed with the U.S. Securities and Exchange Commission.

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.