FORM 4 [X] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5                       
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

VAN KLEEF WILLIAM T		 2. Issuer Name and Ticker or Trading Symbol

NOBLE ENERGY INC [ NBL ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

1001 NOBLE ENERGY WAY		 3. Date of Earliest Transaction (MM/DD/YYYY)

10/5/2020
(Street)

HOUSTON, TX 77070
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Noble Energy, Inc. Common Stock 10/5/2020  D  125352 D (1)(2)0 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)		8. Price of Derivative Security
(Instr. 5)		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option Grant (Right to Buy) $44.57 10/5/2020  D     5600  2/1/2012 2/1/2021 Noble Energy Inc. Common Stock 5600  (3)(4)0 D  
Employee Stock Option Grant (Right to Buy) $50.91 10/5/2020  D     5028  2/1/2013 2/1/2022 Noble Energy Inc. Common Stock 5028  (3)(4)0 D  
Employee Stock Option Grant (Right to Buy) $54.60 10/5/2020  D     4710  2/1/2014 2/1/2023 Noble Energy Inc. Common Stock 4710  (3)(4)0 D  
Employee Stock Option Grant (Right to Buy) $62.33 10/5/2020  D     4011  1/31/2015 1/31/2024 Noble Energy Inc. Common Stock 4011  (3)(4)0 D  
Employee Stock Option Grant (Right to Buy) $47.74 10/5/2020  D     5350  1/30/2016 1/30/2025 Noble Energy Inc. Common Stock 5350  (3)(4)0 D  
Employee Stock Option Grant (Right to Buy) $31.65 10/5/2020  D     9900  2/1/2017 2/1/2026 Noble Energy Inc. Common Stock 9900  (3)(4)0 D  
Employee Stock Option Grant (Right to Buy) $39.46 10/5/2020  D     7541  2/1/2018 2/1/2027 Noble Energy Inc. Common Stock 7541  (3)(4)0 D  
Explanation of Responses:
(1) On October 5, 2020, pursuant to the Agreement and Plan of Merger dated as of July 20, 2020 (the "Merger Agreement"), by and among Chevron Corporation ("Chevron"), Chelsea Merger Sub Inc. ("Merger Sub") and Noble Energy, Inc. ("Noble Energy"), Merger Sub merged with and into Noble Energy (the "Merger"), with Noble Energy surviving the Merger as a direct, wholly-owned subsidiary of Chevron. Pursuant to the Merger Agreement, each share of Noble Energy common stock issued and outstanding immediately prior to the effective time of the Merger was converted into the right to receive 0.1191 of a share of Chevron common stock. On October 2, 2020 (the day prior to the Merger), the closing price of one share of Chevron common stock was $71.19.
(2) Pursuant to the Merger Agreement, each award of shares of restricted Noble Energy common stock, subject to vesting, repurchase or other lapse restriction solely based on continued service (a "Noble Energy RS Award"), was converted into an award, on the same terms and conditions as were applicable under such Noble Energy RS award immediately prior to the effective time of the Merger (including any provisions for acceleration) with respect to the number (rounded to the nearest whole number) of shares of Chevron common stock determined by multiplying (i) the number of shares of Noble Energy common stock subject to such Noble Energy RS Award immediately prior to the effective time of the Merger by (ii) 0.1191 of a share of Chevron common stock.
(3) Pursuant to the Merger Agreement, each outstanding option to purchase shares of Noble Energy common stock (a "Noble Energy Stock Option") was converted into an option to acquire, on the same terms and conditions as were applicable under such Noble Energy Stock Option immediately prior to the effective time of the Merger (including any provisions for acceleration), the number (rounded down to the nearest whole number) of shares of Chevron common stock determined by multiplying (i) the number of shares of Noble Energy common stock subject to such Noble Energy Stock Option immediately prior to the effective time of the merger by (ii) 0.1191 of a share of Chevron common stock.
(4) (Continued from footnote 3) The exercise price per share of Chevron common stock subject to each converted option is equal to (x) the exercise price per share of Noble Energy common stock that was subject to the applicable Noble Energy Stock Option immediately prior to the effective time of the Merger divided by (y) 0.1191 (rounded up to the nearest one hundredth of a cent).
Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
VAN KLEEF WILLIAM T
1001 NOBLE ENERGY WAY
HOUSTON, TX 77070		X
Signatures
/s/ Rachel Clingman, attorney-in-fact for William T. Van Kleef10/5/2020
**Signature of Reporting PersonDate
Noble Energy (NASDAQ:NBL)
Historical Stock Chart
From Apr 2024 to May 2024 Click Here for more Noble Energy Charts.
Noble Energy (NASDAQ:NBL)
Historical Stock Chart
From May 2023 to May 2024 Click Here for more Noble Energy Charts.