Preheat the oven to 375° F. Grease a straight-sided 12 x 17-inch baking sheet. Set aside. Before starting, get all ingredients prepped and ready to use. Bring a large pot of salted water to a boil. Cook the noodles until al dente, 4-6 minutes, then drain. Add the noodles back to the hot pot. Toss the noodles with 1/2 cup basil pesto, garlic, thyme, oregano, and chili flakes. Pour in the milk, then add the mozzarella cheese and toss until mostly melted. Add the spinach, and season with salt and pepper. Mix the ricotta with 1/4 cup basil pesto.Spoon/pour the noodles and sauce into the prepared baking dish. Dollop the ricotta over the noodles, snuggling some of the cheese underneath the noodles. Pour the cream evenly over the pan. Top with provolone, pepperoni, then parmesan. Bake 20-30 minutes or until the cheese is bubbling. Top with fresh herbs, and enjoy!