Washington, D.C. 20549




Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934



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  Preliminary Proxy Statement
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  Definitive Proxy Statement
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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on April 27, 2018.










Meeting Information
Meeting Type:            Annual Meeting


For holders as of:      March 1, 2018


Date:    April 27, 2018        Time:    3:00 PM London Time


Location:    The Ritz Hotel

      150 Piccadilly

      London W1J 9BR

      United Kingdom


You are receiving this communication because you hold shares in the company named above.

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at or easily request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.


See the reverse side of this notice to obtain  proxy materials and voting instructions.



—   Before You Vote   —

How to Access the Proxy Materials




Proxy Materials Available to VIEW or RECEIVE:




How to View Online:

Have the information that is printed in the box marked by the arrow LOGO (located on the following page) and visit:


How to Request and Receive a PAPER or E-MAIL Copy:

If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:


2) BY TELEPHONE:    1-800-579-1639

3) BY E-MAIL*:   


*   If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow LOGO (located on the following page) in the subject line.


Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 13, 2018 to facilitate timely delivery.



—  How To Vote  —

Please Choose One of the Following Voting Methods







Vote In Person: If you choose to vote these shares in person at the meeting, you must request a “legal proxy.” To do so, please follow the instructions at or request a paper copy of the materials, which will contain the appropriate instructions. Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance.


Vote By Internet: To vote now by Internet, go to Have the information that is printed in the box marked by the arrow LOGO (located on the following page) available and follow the instructions.


Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form.




Voting Items




The Board of Directors recommends you vote FOR the following proposals:



To re-elect or elect the following nominees as directors of the Company for a one-year term that will expire at the annual general meeting in 2019:





Authorization of Audit Committee to Determine UK Statutory Auditors’ Compensation




Ashley Almanza





An Advisory Vote on the Company’s Executive Compensation




Julie H. Edwards





An Advisory Vote on the Company’s Directors’ Compensation Report




Gordon T. Hall




Approval of an Amendment to Increase the Number of Ordinary Shares Available for Issuance under the Noble Corporation plc 2015 Omnibus Incentive Plan




Scott D. Josey






Authorization of Board to Allot Shares





Jon A. Marshall




Authorization of General Disapplication of Statutory Pre-emption Rights





Mary P. Ricciardello





Authorization of Disapplication of Statutory Pre-emption Rights in Connection with an Acquisition or Specified Capital Investment





Julie J. Robertson



NOTE: Such other business as may properly come before the meeting or any adjournment thereof.




Ratification of Appointment of PricewaterhouseCoopers LLP (US) as Independent Registered Public Accounting Firm for Fiscal Year 2018





Re-appointment of PricewaterhouseCoopers LLP (UK) as UK Statutory Auditor








Voting Instructions