Method

1. 01

   Bring a large pot of salted water to a boil. Add pasta and cook until 1 minute before al dente; drain, reserving 1 cup pasta water.

2. 02

   While pasta cooks, melt 1 tablespoon butter in a large skillet over medium heat. Add panko breadcrumbs and toast, stirring occasionally, until golden (3–4 minutes). Transfer to a small bowl and set aside.

3. 03

   In the same skillet, melt remaining 2 tablespoons butter over medium-low heat. Add minced garlic and cook, stirring constantly, until fragrant (1 minute); do not brown.

4. 04

   Add cream and milk, then bring to a gentle simmer. Stir in parmesan cheese until melted and smooth (1–2 minutes). Season with salt, pepper, and a pinch of nutmeg.

5. 05

   Add spinach to the skillet in batches, stirring until wilted (2–3 minutes total). Add the cooked pasta and toss to coat, adding reserved pasta water 1/4 cup at a time until the sauce coats the noodles lightly.

6. 06

   Divide into bowls and top with crispy breadcrumbs. Finish with a crack of black pepper and a pinch of red pepper flakes if desired.