BEP Diamond Topco L.P. - 14 Aug 2023 Form 3 Insider Report for PATTERSON UTI ENERGY INC (PTEN)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
3
Accepted by SEC
17 Aug 2023, 18:32:59 UTC
Next SEC filing
12 Sep 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
BEP Diamond Topco L.P., By: BEP Diamond Topco LLC, its general partner, By: /s/ Darius Sepassi, Name: Darius Sepassi, Title: Vice President

Key filing fact

BEP Diamond Topco L.P. filed Form 3 for PATTERSON UTI ENERGY INC (PTEN) on 17 Aug 2023.

Key facts

  • This page summarizes BEP Diamond Topco L.P.'s Form 3 filing for PATTERSON UTI ENERGY INC (PTEN).
  • 0 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 17 Aug 2023, 18:32.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

PTEN holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
34,900,000
Date
14 Aug 2023
Ownership
See Footnotes
Footnotes
F1, F2, F3, F4, F5, F6, F7
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 7 footnotes

Footnote F1

Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of Patterson-UTI Energy, Inc. (the "Issuer") that were issued in connection with the consummation of the transactions contemplated by that certain Agreement and Plan of Merger, dated as of July 3, 2023, by and among the Issuer, PJ Merger Sub Inc., PJ Second Merger Sub LLC, BEP Diamond Holdings Corp. and BEP Diamond Topco L.P. In connection with such transactions, 2,149,495 shares of Common Stock beneficially owned by BEP Diamond Topco L.P. were deposited into an escrow account for the benefit of the Issuer, on the one hand, and BEP Diamond Topco L.P., on the other hand.

Footnote F2

Reflects shares of Common Stock beneficially owned by BEP Diamond Topco L.P., including 32,750,505 shares held directly and 2,149,495 shares held in escrow.

Footnote F3

BEP Diamond Topco LLC is the general partner of BEP Diamond Topco L.P. BEP Diamond Aggregator L.P. holds a majority of the limited liability company interests in BEP Diamond Topco LLC, and has the power to appoint the majority of the members of the board of managers of BEP Diamond Topco LLC. BCP VII/BEP II Holdings Manager L.L.C. is the general partner of BEP Diamond Aggregator L.P. Blackstone Energy Management Associates II L.L.C. and Blackstone Management Associates VII L.L.C. are the managing members of BCP VII/BEP II Holdings Manager L.L.C. BMA VII L.L.C. is the sole member of Blackstone Management Associates VII L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P.

Footnote F4

(Continued from Footnote 3) is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone Inc.'s senior managing directors and controlled by its founder, Stephen A. Schwarzman.

Footnote F5

Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

Footnote F6

Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Footnote F7

Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.

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