Helmerich & Payne (HP) CEO John W. Lindsay moves 526,123 shares to family trust

Rhea-AI Filing Summary

Helmerich & Payne, Inc. reported that its Chief Executive Officer and director, John W. Lindsay, transferred 526,123 shares of common stock on December 19, 2025 to The John Lindsay Revocable Trust for no consideration. This was an internal estate-planning move rather than a sale for cash.

After the transaction, he beneficially owns 210,385 shares directly, 9,021 shares indirectly through a 401(k), and 526,123 shares indirectly through the revocable trust, of which he is trustee and a beneficiary along with his immediate family. He remains the beneficial owner of all shares held by the trust.

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).

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^*

LINDSAY JOHN W

(Last) (First) (Middle)

222 N. DETROIT AVE.

(Street)

TULSA OK 74120

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Helmerich & Payne, Inc. [ HP ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/19/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/19/2025		G(1)		526,123	D	$0	210,385	D
Common Stock								9,021	I	401(k)
Common Stock								526,123	I	Reporting Person's Trust

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On December 19, 2025, the reporting person transferred 526,123 shares of common stock of Helmerich & Payne, Inc. to The John Lindsay Revocable Trust for no consideration. The reporting person is the trustee of the trust, and the reporting person and members of his immediate family are the sole beneficiaries of the trust. The reporting person remains the beneficial owner of the securities held by the trust.

	/s/ William H. Gault by Power of Attorney for John W. Lindsay	12/22/2025
	** 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.

FAQ

What insider transaction did HP report for John W. Lindsay?

HP reported that CEO and director John W. Lindsay transferred 526,123 shares of common stock to The John Lindsay Revocable Trust on December 19, 2025 for no consideration.

Did John W. Lindsay sell any Helmerich & Payne (HP) shares for cash?

No cash sale occurred. The 526,123 shares of HP common stock were transferred to a revocable trust for no consideration, meaning there was no purchase price paid.

How many Helmerich & Payne shares does John W. Lindsay own after this transaction?

Following the transfer, John W. Lindsay beneficially owns 210,385 shares directly, 9,021 shares indirectly through a 401(k), and 526,123 shares indirectly through The John Lindsay Revocable Trust.

What is The John Lindsay Revocable Trust’s role in HP share ownership?

The John Lindsay Revocable Trust holds 526,123 HP shares. John W. Lindsay is the trustee, and he and his immediate family are the sole beneficiaries, so he remains the beneficial owner of those shares.

What is John W. Lindsay’s position at Helmerich & Payne (HP)?

John W. Lindsay is a director of Helmerich & Payne, Inc. and serves as its Chief Executive Officer, as disclosed in the report.

Was this HP insider transaction filed by more than one reporting person?

No. The report indicates it was a Form filed by one reporting person, covering only John W. Lindsay’s holdings and transfer.