THRC Holdings, LP - Jun 30, 2021 Form 4 Insider Report for U.S. WELL SERVICES, INC. (USWS)

Role: 10%+ Owner
Signature: /s/ Matthew Wilks, as attorney-in-fact
Stock symbol: USWS
Transactions as of: Jun 30, 2021
Transactions value $: -$12,299,091
Form type: 4
Date filed: 7/7/2021, 09:50 AM
Previous filing: Jul 6, 2021
Next filing: Jul 14, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	USWS	Class A Common Stock	Purchase	$201K	+201K		$1.00	201K	Jun 30, 2021	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	USWS	16.0% Convertible Senior Secured PIK	Sale	-$12.5M				$12.5M	Jul 1, 2021	Class A Common Stock	12.8M		Direct	F1, F2, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	THRC Holdings LP ("Holdings"), a Texas limited partnership, directly holds the securities of the Issuer. THRC Management, LLC ("Management") a Texas limited liability company, as General Partner of Holdings, has exclusive voting and investment power over the shares of Issuer's Common Stock held by Holdings, and therefore, may be deemed to beneficially own such shares. Dan H. Wilks, as sole Manager of Management, together with his spouse, Staci Wilks, who share the same household, may be deemed to exercise voting and investment power over the securities directly owned by Holdings, and therefore, may be deemed to beneficially own such shares. Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.
F2	As reported on the Form 3 previously filed by the Reporting Persons, Holdings purchased an aggregate of $25,000,000 in principal amount of 16.0% Convertible Senior Secured (Third Lien) PIK Notes of the Issuer (the "Notes"), that are convertible into shares of Class A Common Stock, pursuant to the Note Purchase Agreement, dated June 24, 2021, by and among the Issuer, Holdings and the other purchasers party thereto (the "Note Purchase Agreement"). The Notes are convertible by Holdings at any time prior to the payment in full of all outstanding principle and interest due under the Notes.
F3	All or any portion of the Notes may be converted at the election of the holder thereof at any time into a number of shares Class A Common Stock, determined by dividing (a) the outstanding balance of the principal amount of the Notes being converted (together with the accrued but unpaid interest thereon) as of the applicable conversion date, by (b) a conversion price of $0.98, which such conversion price is subject to certain anti-dilution adjustments in accordance with its terms.
F4	This number represents the number of shares of Class A Common Stock issuable upon conversion of the Notes if the holder thereof elects to convert the Notes based on the principal amount of the Notes and the conversion price applicable to the Notes.