SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Hendricks William Andrew JR

(Last)

(First)

(Middle)

10713 W. SAM HOUSTON PKWY N, SUITE 800

(Street)

HOUSTON

77064

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PATTERSON UTI ENERGY INC [ PTEN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
05/05/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $.01 par value per share	05/05/2023		A		144,000⁽¹⁾	A	$0.00	1,945,374	D
Common Stock, $.01 par value per share	05/05/2023		A		241,500⁽²⁾	A	$0.00	2,186,874	D
Common Stock, $.01 par value per share	05/05/2023		M		597,000	A	⁽³⁾	2,783,874	D
Common Stock, $.01 par value per share	05/05/2023		D		597,000⁽⁴⁾	D	$12.43	2,186,874	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Unit	⁽³⁾	05/05/2023		M			597,000	05/05/2023	05/05/2023	Common Stock	597,000	⁽³⁾	0	D

Explanation of Responses:

1. Shares received in settlement of the 2020 Performance Unit grant.

2. Restricted stock units that convert into common stock on a one-for-one basis. One-third of the restricted stock units vests on each of May 5, 2024, May 5, 2025 and May 5, 2026.

3. Reflects performance-based phantom units that vested on May 5, 2023. Each phantom unit represented the right to receive a cash payment in an amount equal to the average closing price of one share of common stock of the Company, par value $0.01 per share (a "Share") on the principal stock exchange on which the Shares were then listed for the twenty consecutive trading days preceding March 31, 2023.

4. No shares were actually issued, disposed or sold. Under applicable SEC guidance, cash settlement of phantom units is deemed to involve the conversion of the phantom units into the underlying common stock and the simultaneous disposition of the common stock to the Company for cash. Accordingly, Table 1 uses Transaction Code D to report the phantom unit settlement.

Remarks:

	By Barry Huntsman pursuant to a Limited Power of Attorney filed with the SEC on 4/24/2013 /s/ Barry Huntsman	05/09/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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