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Nabors Industries (NBR) CFO details 2026 stock vesting, TSR and RS grants

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Nabors Industries Ltd. reported equity transactions by its Chief Financial Officer, reflecting routine compensation and performance awards. On January 1, 2026, 2,736 Long Term 2023 performance restricted stock units that were originally granted on May 18, 2023 vested in full after meeting ROIC performance criteria, converting into the same number of common shares at no cost. On the same date, 812 common shares were surrendered to cover tax withholding on this vesting, leaving 1,924 vested shares retained.

The CFO also received new equity awards on January 1, 2026. These included 11,576 performance-based TSR shares that may vest after a three-year period from January 1, 2026 to December 31, 2028, with the reported amount representing the maximum earnable at 200% of target, and no shares guaranteed. In addition, he was granted 9,208 time-based restricted shares tied to his appointment as CFO, which are scheduled to cliff vest on January 1, 2030. Following these transactions, he directly owns 41,916 common shares.

Positive

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Insider Rodriguez Rodriguez Miguel Angel
Role CHIEF FINANCIAL OFFICER
Type Security Shares Price Value
Grant/Award 2023 Long Term Performance Share Units 2,736 $0.00 --
Exercise 2023 Long Term Performance Share Units 2,736 $0.00 --
Exercise Common Stock 2,736 $0.00 --
Tax Withholding Common Stock 812 $54.30 $44K
Grant/Award Common Stock 11,576 $0.00 --
Grant/Award Common Stock 9,208 $0.00 --
Holdings After Transaction: 2023 Long Term Performance Share Units — 2,736 shares (Direct); Common Stock — 21,944 shares (Direct)
Footnotes (1)
  1. Represents the aggregate number of Long Term 2023 Performance restricted stock units originally granted on May 18, 2023, the vesting of which was subject to the achievement of certain ROIC performance criteria, that have been earned as a result of the achievement of the applicable performance criteria. All of such shares have fully vested as of January 1, 2026. Reflects the number of shares surrendered on January 1, 2026 to satisfy the tax withholding on the vesting and issuance of 2,736 shares of the 2023 Long Term Performance restricted stock units originally granted on May 18, 2023. The remaining 1,924 vested performance shares were retained by the Reporting Person. Represents an award of TSR shares that will only vest at the end of a three-year performance period (January 1, 2026 to December 31, 2028) based on the Issuer's relative total shareholder return as compared to a peer group of companies. The number of shares reported represents the maximum that may be earned, which is 200% of the target number. No number of shares is guaranteed to vest and the actual number of shares that will vest at the end of the performance period may be anywhere from zero to the amount stated. The Reporting Person was granted a restricted stock award on January 1, 2026 in connection with his appointment as Chief Financial Officer on October 1, 2025, that will cliff vest in full on January 1, 2030. Performance restricted stock units convert into common shares on a 1-for-1 basis. On May 18, 2023, the Reporting Person was granted Performance restricted stock units, the vesting of which is subject to the achievement of certain ROIC performance criteria during the three-year performance period beginning on January 1, 2023 and ending on December 31, 2025. The number of shares reported in this line item represents the number of Performance restricted stock units that were earned as a result of the achievement of such performance criteria.
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*
Rodriguez Rodriguez Miguel Angel

(Last) (First) (Middle)
C/O NABORS CORPORATE SERVICES, INC.
515 W. GREENS ROAD

(Street)
HOUSTON TX 77067

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NABORS INDUSTRIES LTD [ NBR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF FINANCIAL OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
01/01/2026
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 01/01/2026 M(1) 2,736(1) A $0 21,944 D
Common Stock 01/01/2026 F(2) 812(2) D $54.3 21,132 D
Common Stock 01/01/2026 A(3) 11,576(3) A $0 32,708 D
Common Stock 01/01/2026 A(4) 9,208(4) A $0 41,916 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2023 Long Term Performance Share Units (5) 01/01/2026 A(6) 2,736(6) (5) (5) Common Stock 2,736(6) $0 2,736 D
2023 Long Term Performance Share Units (5) 01/01/2026 M(1) 2,736(1) (5) (5) Common Stock 2,736 $0 0 D
Explanation of Responses:
1. Represents the aggregate number of Long Term 2023 Performance restricted stock units originally granted on May 18, 2023, the vesting of which was subject to the achievement of certain ROIC performance criteria, that have been earned as a result of the achievement of the applicable performance criteria. All of such shares have fully vested as of January 1, 2026.
2. Reflects the number of shares surrendered on January 1, 2026 to satisfy the tax withholding on the vesting and issuance of 2,736 shares of the 2023 Long Term Performance restricted stock units originally granted on May 18, 2023. The remaining 1,924 vested performance shares were retained by the Reporting Person.
3. Represents an award of TSR shares that will only vest at the end of a three-year performance period (January 1, 2026 to December 31, 2028) based on the Issuer's relative total shareholder return as compared to a peer group of companies. The number of shares reported represents the maximum that may be earned, which is 200% of the target number. No number of shares is guaranteed to vest and the actual number of shares that will vest at the end of the performance period may be anywhere from zero to the amount stated.
4. The Reporting Person was granted a restricted stock award on January 1, 2026 in connection with his appointment as Chief Financial Officer on October 1, 2025, that will cliff vest in full on January 1, 2030.
5. Performance restricted stock units convert into common shares on a 1-for-1 basis.
6. On May 18, 2023, the Reporting Person was granted Performance restricted stock units, the vesting of which is subject to the achievement of certain ROIC performance criteria during the three-year performance period beginning on January 1, 2023 and ending on December 31, 2025. The number of shares reported in this line item represents the number of Performance restricted stock units that were earned as a result of the achievement of such performance criteria.
/s/ Mark D. Andrews by Power of Attorney for Miguel Angel Rodriguez Rodriguez 01/05/2026
** 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.

FAQ

What insider transaction did Nabors Industries (NBR) report for its CFO?

The Chief Financial Officer of Nabors Industries Ltd. reported multiple equity transactions effective January 1, 2026, including vesting of performance stock units, tax share surrender, and new grants of performance-based and time-based restricted shares.

How many Nabors Industries (NBR) performance stock units vested for the CFO?

A total of 2,736 Long Term 2023 performance restricted stock units vested on January 1, 2026 after the company achieved specified ROIC performance criteria, converting into 2,736 common shares.

How many Nabors Industries (NBR) shares were surrendered for taxes in this filing?

The CFO surrendered 812 common shares on January 1, 2026 to satisfy tax withholding related to the vesting and issuance of the 2,736 performance restricted stock units, retaining 1,924 vested shares.

What new performance-based TSR award did the Nabors Industries (NBR) CFO receive?

On January 1, 2026, the CFO received an award of 11,576 TSR shares that may vest at the end of a three-year performance period from January 1, 2026 to December 31, 2028, based on Nabors Industries' relative total shareholder return versus a peer group. The 11,576 shares represent the maximum that may be earned at 200% of target, and the actual vested amount may range from zero up to that figure.

What time-based restricted stock award did the Nabors Industries (NBR) CFO receive?

The CFO was granted 9,208 restricted common shares on January 1, 2026 in connection with his appointment as Chief Financial Officer on October 1, 2025. This restricted stock award is scheduled to cliff vest in full on January 1, 2030.

How many Nabors Industries (NBR) shares does the CFO own after these transactions?

After the reported vesting, tax share surrender, and new grants, the CFO beneficially owns 41,916 Nabors Industries common shares in direct ownership.

Do the Nabors Industries (NBR) performance restricted stock units convert into common shares?

Yes. The filing states that performance restricted stock units convert into common shares on a 1-for-1 basis, meaning each unit corresponds to one common share upon vesting and settlement.