| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PTEN | Common Stock, $.01 par value per share | Award | +96.2K | 96.2K | Sep 1, 2023 | Direct | F1, F2 | |||
| transaction | PTEN | Common Stock, $.01 par value per share | Award | +1.34M | 1.34M | Sep 1, 2023 | By JCS Partners LP | F1, F2, F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PTEN | Stock Option (Right to Buy) | Award | +135K | 135K | Sep 1, 2023 | Common Stock, $.01 par value per share | 135K | $20.79 | Direct | F4, F5 | |||
| transaction | PTEN | Stock Option (Right to Buy) | Award | +23.1K | 23.1K | Sep 1, 2023 | Common Stock, $.01 par value per share | 23.1K | $18.85 | Direct | F4, F6 |
| Id | Content |
|---|---|
| F1 | The shares of the Issuer's common stock reported above were acquired by the Reporting Person in respect of the shares of common stock of NexTier owned by the Reporting Person immediately prior to the Effective Time. On the trading day immediately prior to the Effective Time, the closing price of the Issuer's common stock was $14.14 per share and the closing price of NexTier's common stock was $10.61 per share. |
| F2 | This Form 4 reports securities acquired in connection with the mergers (the "Mergers") contemplated by that certain Agreement and Plan of Merger (as amended, the "Merger Agreement"), dated as of June 14, 2023, by and among Patterson-UTI Energy, Inc. (the "Issuer"), certain subsidiaries of the Issuer, and NexTier Oilfield Solutions Inc. ("NexTier"). On September 1, 2023, as a result of the Mergers contemplated by the Merger Agreement, at the Effective Time (as defined in the Merger Agreement), each outstanding share of common stock of NexTier was converted automatically into the right to receive 0.7520 (the "Exchange Ratio") shares of common stock of the Issuer, with cash paid in lieu of the issuance of any fractional shares of the Issuer's common stock. |
| F3 | Held by JCS Partners LP, a limited partnership over which the reporting person exercises ownership and control. |
| F4 | On September 6, 2023, the Reporting Person filed a Form 4 which inadvertently reported incorrect numbers of stock options acquired in the Mergers due to immaterial rounding errors and misstated the expiration date of certain stock options. These items have been corrected in this amendment, which reports 2 additional stock options. |
| F5 | These fully vested stock options were acquired by the Reporting Person in the Mergers in exchange for stock options to purchase shares of common stock of NexTier for $15.63 per share held by the Reporting Person immediately prior to the Effective Time based on the Exchange Ratio. |
| F6 | These fully vested stock options were acquired by the Reporting Person in the Mergers in exchange for stock options to purchase shares of common stock of NexTier for $14.17 per share held by the Reporting Person immediately prior to the Effective Time based on the Exchange Ratio. |