UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K CURRENT REPORTPursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934Date of Report (Date of earliest event reported): February 12, 2020NOBLE ENERGY, INC.(Exact name of Registrant as specified in its charter) Delaware 001-07964 73-0785597(State or other jurisdiction ofincorporation or organization) CommissionFile Number (I.R.S. EmployerIdentification No.) 1001 Noble Energy Way     Houston,Texas    77070(Address of principal executive offices)    (Zip Code)      Registrant’s telephone number, including area code: (281)872-3100(Former name, former address and former fiscal year, if changed since last report)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:☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))Securities registered pursuant to Section 12(b) of the Act:Title of each class Trading Symbol(s) Name of each exchange on which registeredCommon Stock, $0.01 par value NBL The Nasdaq Stock Market LLC    (NASDAQ Global Select Market)Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐Item 2.02. Results of Operations and Financial Condition.On February 12, 2020, Noble Energy, Inc. (the “Company”) issued a press release announcing results for the fiscal year and fiscal quarter ended December 31, 2019. A copy of the press release issued by the Company is furnished as Exhibit 99.1 to this Current Report and will be published on the Company's website at www.nblenergy.com.The Company’s press release announcing its financial results for its fiscal year and fiscal quarter ended December 31, 2019 contains non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with United States generally accepted accounting principles, or GAAP. The Company has provided quantitative reconciliations within the press release of the non-GAAP financial measures to the most directly comparable GAAP financial measures.In accordance with General Instruction B.2. of Form 8-K, the information set forth herein and in the press release as Exhibit 99.1 is deemed to be “furnished” and shall not be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).Item 7.01. Regulation FD Disclosure.On February 12, 2020, we will present certain information in connection with our call with shareholders, analysts and others relating to our results of operations, discussed above, and 2020 guidance. On February 12, 2020, the Company issued a press release with respect to its 2020 capital budget and operational and financial guidance. Attached hereto as Exhibit 99.2 are the fourth quarter 2019 year-end results and 2020 capital budget and operation and financial guidance supplemental slides that will be presented at that time.The information included in this Current Report under Item 7.01, including Exhibits 99.2, and 99.3, is deemed to be “furnished” and shall not be “filed” for purposes of Section 18 of the Exchange Act.Item 9.01. Financial Statements and Exhibits.(d)Exhibits.  The following exhibit is furnished as part of this Current Report on Form 8-K:Exhibit No. Description99.1 Press Release dated February 12, 2020 announcing results for the fiscal year and fiscal quarter ended December 31, 2019.99.2 Fourth quarter 2019 year-end results and 2020 capital budget and operation and financial guidance supplemental slide presentation.99.3 Press Release dated February 12, 2020 announcing the 2020 capital budget and operational and financial guidance.104.0 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.SIGNATUREPursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.            NOBLE ENERGY, INC.    Date:February 12, 2020  By:  /s/ Kenneth M. Fisher      Kenneth M. Fisher      Executive Vice President, Chief Financial Officer