X0306 4 2020-06-19 0 0001670349 U.S. WELL SERVICES, INC. USWS 0001008539 TREADWELL DAVID L 1360 POST OAK BOULEVARD, SUITE 1800 HOUSTON TX 77056 1 0 0 0 Series B Redeemable Convertible Preferred Stock 2020-06-19 4 P 0 200 A Class A Common Stock 200 D On June 19, 2020, the Reporting Person purchased 200 shares (the "Purchased Series B Preferred Shares") of the Issuer's Series B Redeemable Convertible Preferred Stock, par value $0.0001 per share (the "Series B Preferred Stock"), in a privately negotiated transaction for an aggregate purchase price of $200,000 in cash, plus accrued dividends of $5,296.67. Each of the Purchased Series B Preferred Shares is convertible into a number of shares of Class A Common Stock equal to (i) the Liquidation Preference (as defined in the Certificate of Designations of the Series B Preferred Stock (the "Certificate of Designations")) as of the date of conversion divided by (ii) the then applicable Conversion Price (as defined in the Certificate of Designations). The Liquidation Preference was initially $1,000 and is subject to increase as provided in the Certificate of Designations if the Issuer does not pay quarterly dividends on the Series B Preferred Stock in cash. The Conversion Price is initially $0.308 and is subject to adjustment in certain circumstances as provided in the Certificate of Designations. Subject to the terms and conditions of the Certificate of Designations, the Reporting Person may, at his option at any time, convert all or a portion of the Purchased Series B Preferred Shares into shares of Class A Common Stock. The Purchased Series B Preferred Shares do not have an expiration date, provided that in certain circumstances on or after April 1, 2023, the Issuer may, at its option, convert all or a portion of the Purchased Series B Preferred Shares at the same conversion rate described above. In addition, at any time on or after October 1, 2021, the Issuer may, at its option, redeem all or a portion of the Purchased Series B Preferred Shares at a redemption price equal to the then applicable Liquidation Preference described above, provided that the Reporting Person may, at his option, convert his shares as described above within five business days of receipt of the notice of redemption. The number of shares of Class A Common Stock into which the Series B Preferred Shares are convertible as calculated above. Based on the initial Liquidation Preference and Conversion Price, 649,351 shares of Class A Common Stock are initially issuable upon conversion of the 200 Series B Preferred Shares held by the Reporting Person. /s/ Kyle O'Neill, Attorney-in-Fact 2020-06-23