SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Walker Thomas Hodge

(Last)

(First)

(Middle)

1001 NOBLE ENERGY WAY

(Street)

HOUSTON

77070

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/19/2018

3. Issuer Name and Ticker or Trading Symbol
NOBLE ENERGY INC [ NBL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, U.S. Onshore

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Noble Energy, Inc. Common Stock	41,578	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option Grant (Right to Buy)	⁽¹⁾	01/30/2019	Noble Energy, Inc. Common Stock	6,268	$25.1025	D
Employee Stock Option Grant (Right to Buy)	⁽¹⁾	02/01/2020	Noble Energy, Inc. Common Stock	4,470	$37.545	D
Employee Stock Option Grant (Right to Buy)	⁽¹⁾	02/01/2021	Noble Energy, Inc. Common Stock	4,852	$45.2025	D
Employee Stock Option Grant (Right to Buy)	⁽¹⁾	02/01/2022	Noble Energy, Inc. Common Stock	4,958	$50.91	D
Employee Stock Option Grant (Right to Buy)	⁽¹⁾	02/01/2023	Noble Energy, Inc. Common Stock	6,316	$54.595	D
Employee Stock Option Grant (Right to Buy)	⁽¹⁾	01/31/2024	Noble Energy, Inc. Common Stock	4,491	$62.33	D
Employee Stock Option Grant (Right to Buy)	⁽¹⁾	01/30/2025	Noble Energy, Inc. Common Stock	12,034	$47.74	D
Employee Stock Option Grant (Right to Buy)	⁽¹⁾	02/01/2026	Noble Energy, Inc. Common Stock	17,244	$31.65	D
Phantom Unit	02/01/2019	02/01/2019	Noble Energy, Inc. Common Stock	5,502	⁽²⁾	D
Employee Stock Option Grant (Right to Buy)	⁽¹⁾	02/01/2027	Noble Energy, Inc. Common Stock	10,055	$39.46	D
Employee Stock Option Grant (Right to Buy)	⁽³⁾	02/01/2028	Noble Energy, Inc. Common Stock	14,326	$30.89	D

Explanation of Responses:

1. The option is exercisable in three equal annual installments beginning one year after the date of grant.

2. 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.

3. The option is exercisable in three equal annual installments beginning one year after the date of grant, granted under the 2017 Plan.

	/s/ Aaron G. Carlson, Attorney-in-Fact	02/21/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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