Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On February 6, 2020, Scott W. Marks retired from his position as Senior Vice
President, Engineering of Noble Corporation plc, a public limited company
incorporated under the laws of England and Wales (the "Company").
In connection with his separation, Mr. Marks executed a general release
agreement on February 10, 2020 (the "Agreement"), pursuant to which he released
claims he may have against the Company or its affiliates relating to his
employment with the Company or any of its affiliates as of the date of the
Agreement, including, without limitation, claims of age discrimination. In
exchange for such general release, provided that the release is not revoked by
Mr. Marks within seven days, the Company will pay Mr. Marks (i) $286,666.67,
which is equal to eight months of his regular base salary and subject to
withholdings and payroll deductions required by law, (ii) $451,000, less
withholdings and payroll deductions required by law, in lieu of a short term
incentive plan bonus payment for 2019, which he would otherwise not be eligible
to receive given his separation date, (iii) $28,000, less withholdings and
payroll deductions required by law, in lieu of the vested portion of a
time-vested restricted stock award, which he would otherwise not be eligible to
receive given his separation date, and (iv) if Mr. Marks elects to continue his
group health insurance coverage under COBRA, COBRA premiums for six months
beginning March 1, 2020. The foregoing description of the Agreement does not
purport to be complete and is qualified in its entirety by reference to the
Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on
Form 8-K and is incorporated herein by reference. In addition, Mr. Marks will
receive $275,000, less withholdings and payroll deductions, in connection with
his time-vested cash award (retention) program.
Other than the amounts described above, Mr. Marks will not be entitled to any
other compensation, payments or benefits from the Company or affiliates in
connection with his retirement.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
EXHIBIT
NUMBER DESCRIPTION
10.1 General Release Agreement, dated February 10, 2020, by Scott W.
Marks
104 Cover Page Interactive Data File - the cover page XBRL tags are
embedded within the Inline XBRL document.
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