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): October 27, 2006
NOBLE CORPORATION
(Exact name of Registrant as specified in its charter)
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Cayman Islands
(State or other jurisdiction of
incorporation or organization)
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0-13857
(Commission file number)
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98-0366361
(I.R.S. employer identification number) |
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13135 South Dairy Ashford, Suite 800
Sugar Land, Texas
(Address of principal executive offices)
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77478
(Zip code) |
Registrants 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 (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF
PRINCIPAL OFFICERS.
On October 27, 2006, the Board of Directors of Noble Corporation (the Company) appointed
Mark A. Jackson as Chief Executive Officer of the Company effective October 30, 2006. Mr. Jackson,
a director of the Company, retains his current offices as President and Chief Operating Officer of
the Company. Mr. Jackson succeeds James C. Day as Chief Executive Officer. Mr. Day continues to
serve as Chairman of the Board of the Company and an employee, consistent with the Companys
previous announcement that Mr. Day will retire from the Company and the Board of Directors on April
30, 2007.
Mr. Jackson has been appointed to a term of office as Chief Executive Officer to serve until
his successor is chosen and qualified or until his earlier death, resignation or removal. There is
no arrangement or understanding between Mr. Jackson and any other person pursuant to which Mr.
Jackson was appointed to his office as Chief Executive Officer. There is no family relationship
between Mr. Jackson and any director or executive officer of the Company.
Mr. Jackson, age 50, became a member of the Board of Directors of the Company on July 28,
2006. Mr. Jackson was appointed President and Chief Operating Officer of the Company effective
February 10, 2006. He served as Senior Vice President and Chief Operating Officer of the Company
from March 1, 2005 to February 10, 2006. Mr. Jackson served as Senior Vice President and Chief
Financial Officer, Treasurer and Controller of the Company from September 1, 2000 through September
26, 2005. From 1999 to August 2000, he served as Executive Vice President and Chief Financial
Officer of Santa Fe Snyder Corporation, an oil and gas exploration and production company. From
1997 to 1999, he served as Senior Vice President and Chief Financial Officer of Snyder Oil
Corporation, an oil and gas exploration and production company. Prior to 1997, Mr. Jackson served
consecutively in the positions of Vice President and Controller, Vice President Finance, and
Vice President and Chief Financial Officer of Apache Corporation, an oil and gas exploration and
production company, beginning in 1988.
As previously reported, the Company has appointed Thomas L. Mitchell as Senior Vice President
and Chief Financial Officer, Treasurer and Controller of the Company, effective November 6, 2006,
and the interim basis service of Mr. Jackson as acting Chief Financial Officer will terminate
effective the date Mr. Mitchells employment begins.
ITEM 7.01. REGULATION FD DISCLOSURE.
On October 30, 2006, the Company issued a press release announcing the appointment of Mark A.
Jackson as Chief Executive Officer of the Company. A copy of such press release is attached as
Exhibit 99.1 to this report and will be published in the Newsroom area on the Companys web site
at http://www.noblecorp.com. Pursuant to the rules and regulations of the U.S. Securities and
Exchange Commission, the press release is being furnished and shall not be deemed to be filed
under the U.S. Securities Exchange Act of 1934.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
The information required by this Item 9.01(d) is set forth in the Index to Exhibits
accompanying this report and is incorporated herein by reference.
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