In a large pot, heat over medium-high heat and add the ground beef. Cook undisturbed for 5-6 minutes until browned.

Add the chopped onion and cook for 5 minutes, stirring occasionally. Then stir in minced garlic, crushed red pepper flakes, and Italian seasoning; cook until fragrant.

Add the uncooked orzo pasta, stirring well. Toast slightly for 1 minute, then pour in the tomato sauce, beef broth, heavy cream, and Worcestershire sauce. Stir to combine.

Lower the heat to medium, cooking for about 10 minutes while stirring frequently, until the orzo absorbs the liquid and becomes tender.

Remove from heat and stir in grated parmesan cheese and fresh spinach. Let it sit covered for 3-5 minutes to thicken.

Taste and season with salt and pepper before serving warm in bowls.