Patterson-UTI (PTEN) EVP Wexler gets stock and RSU grants

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

PATTERSON-UTI Energy executive vice president and general counsel Seth David Wexler reported routine equity compensation and related settlements. On April 30, 2026, he received 49,300 shares of Common Stock and 32,900 restricted stock units that each convert into one share, vesting in equal installments on April 30 of 2027, 2028 and 2029. On May 1, 2026, 20,600 restricted stock units vested into Common Stock, and 11,438 shares were withheld to cover taxes. The filing also shows cash settlement of 20,600 cash-settled restricted stock units, recorded as a disposition to the company but with no actual shares issued or sold. After these events, Wexler directly held 543,130 Common shares and 74,100 cash-settled restricted stock units.

Insider Trade Summary

20,600 shares exercised/converted

Mixed 6 txns

Insider Wexler Seth David

Role EVP/General Counsel/Secretary

Type	Security	Shares	Price	Value
Exercise	Cash-Settled Restricted Stock Units	20,600	$0.00	--
Tax Withholding	Common Stock	11,438	$12.22	$140K
Exercise	Common Stock	20,600	$0.00	--
Disposition	Common Stock	20,600	$10.80	$222K
Grant/Award	Cash-Settled Restricted Stock Units	32,900	$0.00	--
Grant/Award	Common Stock	49,300	$0.00	--

Holdings After Transaction: Cash-Settled Restricted Stock Units — 74,100 shares (Direct, null); Common Stock — 543,130 shares (Direct, null)

Footnotes (1)

Restricted stock units that convert into shares of the Issuer's common stock, par value $0.01 per share ("Common Stock"), on a one-for-one basis. One-third of the restricted stock units vests on each of April 30, 2027, April 30, 2028 and April 30, 2029. Shares disposed to pay applicable withholding taxes on Restricted Stock Units converted into Common Stock on May 1, 2026. Reflects the settlement of cash-settled restricted stock units that vested on May 1, 2026. No shares were actually issued, disposed or sold. Under applicable SEC guidance, cash settlement of restricted stock units is deemed to involve the conversion of the cash-settled restricted stock 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 cash-settled restricted stock unit settlement. Each cash-settled restricted stock unit represents a contingent right to receive cash in an amount equal to the value of one share of Common Stock on the applicable vesting date. One-third of the cash-settled restricted stock units vests on each of April 30, 2027, April 30, 2028 and April 30, 2029.

Key Figures

Stock grant: 49,300 shares RSU grant: 32,900 units RSUs vested: 20,600 units +3 more

6 metrics

Stock grant 49,300 shares Common Stock award on April 30, 2026

RSU grant 32,900 units Restricted stock units granted April 30, 2026, vesting 2027-2029

RSUs vested 20,600 units Restricted stock units converted into Common Stock on May 1, 2026

Tax withholding shares 11,438 shares Shares withheld to pay taxes on RSU vesting at $12.22 per share

Post-transaction holdings 543,130 shares Common Stock directly owned after reported transactions

Cash-settled RSUs outstanding 74,100 units Cash-settled restricted stock units remaining after May 1, 2026 settlement

Key Terms

restricted stock units, cash-settled restricted stock units, withholding taxes, Transaction Code D, +1 more

5 terms

restricted stock units financial

"Restricted stock units that convert into shares of the Issuer's common stock"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

cash-settled restricted stock units financial

"Each cash-settled restricted stock unit represents a contingent right to receive cash"

withholding taxes financial

"Shares disposed to pay applicable withholding taxes on Restricted Stock Units"

Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.

Transaction Code D regulatory

"Table 1 uses Transaction Code D to report the cash-settled restricted stock unit settlement"

disposition to issuer financial

"simultaneous disposition of the common stock to the Company for cash"

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Form 4 Insider Transactions: What Each Field Means →

05/04/2026 - 07:34 PM

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Wexler Seth David

(Last)

(First)

(Middle)

10713 W. SAM HOUSTON PKWY N.

SUITE 800

(Street)

HOUSTON

TEXAS

77064

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP/General Counsel/Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026

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

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

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

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	04/30/2026		A		49,300⁽¹⁾	A	$0	554,568	D
Common Stock	05/01/2026		F		11,438⁽²⁾	D	$12.22	543,130	D
Common Stock	05/01/2026		M		20,600	A	⁽³⁾	563,730	D
Common Stock	05/01/2026		D		20,600⁽⁴⁾	D	$10.8	543,130	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)
Cash-Settled Restricted Stock Units	⁽⁵⁾	04/30/2026		A		32,900		⁽⁵⁾	⁽⁵⁾	Common Stock	32,900	⁽⁵⁾	94,700	D
Cash-Settled Restricted Stock Units	⁽³⁾	05/01/2026		M			20,600	⁽³⁾	⁽³⁾	Common Stock	20,600	⁽³⁾	74,100	D

Explanation of Responses:

1. Restricted stock units that convert into shares of the Issuer's common stock, par value $0.01 per share ("Common Stock"), on a one-for-one basis. One-third of the restricted stock units vests on each of April 30, 2027, April 30, 2028 and April 30, 2029.

2. Shares disposed to pay applicable withholding taxes on Restricted Stock Units converted into Common Stock on May 1, 2026.

3. Reflects the settlement of cash-settled restricted stock units that vested on May 1, 2026.

4. No shares were actually issued, disposed or sold. Under applicable SEC guidance, cash settlement of restricted stock units is deemed to involve the conversion of the cash-settled restricted stock 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 cash-settled restricted stock unit settlement.

5. Each cash-settled restricted stock unit represents a contingent right to receive cash in an amount equal to the value of one share of Common Stock on the applicable vesting date. One-third of the cash-settled restricted stock units vests on each of April 30, 2027, April 30, 2028 and April 30, 2029.

Remarks:

	By Forrest Robinson pursuant to a Limited Power of Attorney filed with the SEC on 6/11/2013 /s/Forrest Robinson	05/04/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did PTEN executive Seth Wexler receive in this Form 4?

Seth Wexler received 49,300 shares of Common Stock and 32,900 restricted stock units. These units convert one-for-one into shares and vest in three equal installments on April 30 of 2027, 2028 and 2029, reflecting routine executive compensation grants.

How many Patterson-UTI (PTEN) shares does Seth Wexler hold after these transactions?

Following the reported transactions, Seth Wexler directly holds 543,130 shares of Patterson-UTI Common Stock. He also holds 74,100 cash-settled restricted stock units, which pay cash equal to the value of one share on future vesting dates, rather than issuing new shares.

Were any Patterson-UTI (PTEN) shares sold on the open market by Seth Wexler?

The transactions do not show any open-market sales by Seth Wexler. Shares recorded under code F, totaling 11,438, were withheld solely to pay applicable taxes on vesting, and a code D entry reflects a non-cash cash-settled RSU settlement with no actual share issuance or sale.

What is the significance of the tax withholding in Seth Wexler’s PTEN filing?

The filing reports 11,438 shares of Common Stock disposed under code F to cover withholding taxes on vested restricted stock units. This is a standard, non-market transaction where shares are retained by the company to satisfy tax obligations rather than sold to third-party investors.

How do cash-settled restricted stock units work for PTEN’s Seth Wexler?

Each cash-settled restricted stock unit represents a right to receive cash equal to one share’s value on vesting. For Wexler, one-third of these units vest on April 30 of 2027, 2028 and 2029. Settlement is reported as a deemed conversion and disposition under SEC guidance, without issuing shares.

What vesting schedule applies to Seth Wexler’s new PTEN restricted stock units?

Both the stock-settled and cash-settled restricted stock units granted to Seth Wexler vest in three equal tranches. One-third vests on April 30, 2027, another third on April 30, 2028, and the final third on April 30, 2029, aligning with typical long-term incentive structures.