Patterson-UTI CEO covers taxes with share withholding

PATTERSON UTI ENERGY INC President & CEO William Andrew Hendricks Jr. reported a tax-related share disposition.

Accepted by SEC EDGAR 05/07/2026 - 08:10 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

PATTERSON UTI ENERGY INC President & CEO William Andrew Hendricks Jr. reported a tax-related share disposition. On May 5, 2026, 31,677 shares of Common Stock were withheld at $12.29 per share to cover applicable taxes on Restricted Stock Units that converted into Common Stock. Following this withholding, he directly holds 2,791,426 shares.

Insider Trade Summary

Exercise Price or Tax Liability: 31,677 shares

Exercise Price or Tax Liability 1 txn

Insider Hendricks William Andrew JR

Role President & CEO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	31,677	$12.29	$389K

Holdings After Transaction: Common Stock — 2,791,426 shares (Direct)

Holdings Before and After: Common Stock, 2,823,103 to 2,791,426 shares (Direct)

Footnotes (1)

1. F1. Shares disposed to pay applicable withholding taxes on Restricted Stock Units converted into Common Stock on May 5, 2026.

Key Figures

Shares withheld for taxes: 31,677 shares Withholding price per share: $12.29 per share Shares held after transaction: 2,791,426 shares

3 metrics

Shares withheld for taxes 31,677 shares Common Stock withheld on May 5, 2026 for RSU tax

Withholding price per share $12.29 per share Value used for tax-withholding disposition of Common Stock

Shares held after transaction 2,791,426 shares Direct Common Stock ownership after May 5, 2026 tax event

Key Terms

Restricted Stock Units, withholding taxes, Common Stock

3 terms

Restricted Stock Units financial

"Restricted Stock Units converted into Common Stock on May 5, 2026."

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.

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.

Common Stock financial

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

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did PATTERSON UTI (PTEN) report on this Form 4?

The filing reports a tax-withholding disposition of 31,677 shares of Common Stock. These shares were withheld to cover taxes when Restricted Stock Units converted into Common Stock on May 5, 2026, rather than being an open-market sale.

Who is the insider involved in the PTEN Form 4 transaction and what is their role?

The insider is William Andrew Hendricks Jr., who serves as President & CEO and a director of PATTERSON UTI ENERGY INC. The transaction reflects shares withheld for tax purposes related to his equity compensation, not a discretionary market trade.

How many PTEN shares were disposed of for tax withholding and at what price?

A total of 31,677 shares of PATTERSON UTI Common Stock were withheld at $12.29 per share. This disposition was used solely to satisfy applicable withholding taxes on Restricted Stock Units that vested and converted into Common Stock on May 5, 2026.

How many PATTERSON UTI (PTEN) shares does the CEO hold after this Form 4 transaction?

After the tax-withholding disposition, the CEO directly holds 2,791,426 shares of PATTERSON UTI Common Stock. This post-transaction balance shows he retains a substantial equity position even after covering tax obligations tied to his Restricted Stock Unit awards.

Was the PTEN CEO’s Form 4 transaction an open-market sale or a tax event?

The transaction was a tax event, not an open-market sale. The 31,677 shares of Common Stock were disposed of to pay applicable withholding taxes when Restricted Stock Units converted into shares, as described in the filing’s footnote F1.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

Hendricks William Andrew JR

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/05/2026		F		31,677(1)	D	$12.29	2,791,426	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

Explanation of Responses:

1. Shares disposed to pay applicable withholding taxes on Restricted Stock Units converted into Common Stock on May 5, 2026.

Remarks:

	By Forrest Robinson pursuant to a Limited Power of Attorney filed with the SEC on 4/24/2013 /s/ Forrest Robinson	05/07/2026
	** 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)