0001209191-24-004212.txt : 20240304
0001209191-24-004212.hdr.sgml : 20240304
20240304161619
ACCESSION NUMBER: 0001209191-24-004212
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230901
FILED AS OF DATE: 20240304
DATE AS OF CHANGE: 20240304
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: STEWART JAMES CARL
CENTRAL INDEX KEY: 0001702981
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39270
FILM NUMBER: 24715150
MAIL ADDRESS:
STREET 1: 1800 POST OAK BLVD., SUITE 450
CITY: HOUSTON
STATE: TX
ZIP: 77056
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PATTERSON UTI ENERGY INC
CENTRAL INDEX KEY: 0000889900
STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381]
ORGANIZATION NAME: 01 Energy & Transportation
IRS NUMBER: 752504748
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 10713 WEST SAM HOUSTON PARKWAY NORTH
STREET 2: SUITE 800
CITY: HOUSTON
STATE: TX
ZIP: 77064
BUSINESS PHONE: 2817657100
MAIL ADDRESS:
STREET 1: 10713 WEST SAM HOUSTON PARKWAY NORTH
STREET 2: SUITE 800
CITY: HOUSTON
STATE: TX
ZIP: 77064
FORMER COMPANY:
FORMER CONFORMED NAME: PATTERSON ENERGY INC
DATE OF NAME CHANGE: 19940228
4/A
1
doc4a.xml
FORM 4/A SUBMISSION
X0508
4/A
2023-09-01
2023-09-06
0
0000889900
PATTERSON UTI ENERGY INC
PTEN
0001702981
STEWART JAMES CARL
10713 W SAM HOUSTON PKWY N
SUITE 800
HOUSTON
TX
77064
1
0
0
0
0
Common Stock, $.01 par value per share
2023-09-01
4
A
0
96235
A
96235
D
Common Stock, $.01 par value per share
2023-09-01
4
A
0
1339754
A
1339754
I
By JCS Partners LP
Stock Option (Right to Buy)
20.79
2023-09-01
4
A
0
134683
A
2023-09-01
2024-03-01
Common Stock, $.01 par value per share
134683
134683
D
Stock Option (Right to Buy)
18.85
2023-09-01
4
A
0
23093
A
2023-09-01
2024-08-06
Common Stock, $.01 par value per share
23093
23093
D
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.
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.
Held by JCS Partners LP, a limited partnership over which the reporting person exercises ownership and control.
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.
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.
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.
By Forrest Robinson pursuant to a limited power of attorney filed with the SEC on 09/06/2023 /s/Forrest Robinson
2024-03-04