Boil the orzo: Bring a large pot of salted water to a rolling boil. Add the orzo and cook until just al dente, usually 8–9 minutes. Scoop out about 1 cup of the starchy pasta water, then drain.
Prep your aromatics: While the orzo cooks, halve the tomatoes, mince the garlic, zest the lemon, and chop the basil.
Measure your spinach so it’s ready to add quickly.
Sauté the garlic: In a large skillet over medium heat, warm 2 tablespoons olive oil. Add the garlic and a pinch of red pepper flakes. Cook 30–45 seconds, just until fragrant.
Don’t brown it.
Soften the tomatoes: Add the halved cherry tomatoes and a pinch of salt. Cook 2–3 minutes until they look glossy and just begin to slump, releasing a bit of juice.
Add the spinach: Pile in the spinach and toss. It will wilt quickly in 1–2 minutes.
If the pan looks dry, add a splash of reserved pasta water.
Toss in the orzo: Add the drained orzo to the skillet. Pour in 1–2 tablespoons olive oil and the butter, if using. Toss to coat, adding reserved pasta water a little at a time until it looks silky and loose.
Brighten with lemon: Stir in the lemon zest and 3 tablespoons lemon juice.
Taste and add more juice if you like it punchier. Season with salt and black pepper.
Finish with basil and parmesan: Take the pan off the heat. Fold in the basil and parmesan (if using).
The residual warmth will bloom the basil and melt the cheese.
Adjust and serve: Taste again. Add more salt, pepper, or lemon as needed. Drizzle with a final swirl of olive oil for gloss and serve warm.