What triggered the PTEN CEO’s tax-withholding share disposition?

The disposition was triggered when Restricted Stock Units converted into Patterson-UTI Common Stock on May 9, 2026. To cover applicable withholding taxes from that conversion, 48,952 shares were delivered, as described in the Form 4 footnote.

Patterson-UTI (NASDAQ: PTEN) CEO shares withheld to cover RSU taxes

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

PATTERSON UTI ENERGY INC President & CEO William Andrew Hendricks Jr. reported a tax-related share disposition. On May 9, 2026, 48,952 shares of Common Stock were withheld at $11.42 per share to pay withholding taxes on Restricted Stock Units that converted into Common Stock. Following this, he directly holds 2,742,474 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Hendricks William Andrew JR

Role President & CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	48,952	$11.42	$559K

Holdings After Transaction: Common Stock — 2,742,474 shares (Direct, null)

Footnotes (1)

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Key Figures

Tax-withholding shares: 48,952 shares Per-share value: $11.42 per share Post-transaction holdings: 2,742,474 shares +1 more

4 metrics

Tax-withholding shares 48,952 shares Common Stock disposed on May 9, 2026 for withholding taxes

Per-share value $11.42 per share Valuation used for the tax-withholding disposition

Post-transaction holdings 2,742,474 shares Common Stock directly owned after the May 9, 2026 transaction

Tax-withholding transactions 1 transaction, 48,952 shares Aggregate tax-withholding activity in this Form 4

Key Terms

Restricted Stock Units, withholding taxes, Common Stock, Form 4

4 terms

Restricted Stock Units financial

"on Restricted Stock Units converted into Common Stock on May 9, 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

"Restricted Stock Units converted into Common Stock on May 9, 2026"

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.

Form 4 regulatory

"This figure reflects his direct ownership position reported on the Form 4"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

05/12/2026 - 04:11 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^*

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)
05/09/2026

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	05/09/2026		F		48,952⁽¹⁾	D	$11.42	2,742,474	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)

Explanation of Responses:

1. Shares disposed to pay applicable withholding taxes on Restricted Stock Units converted into Common Stock on May 9, 2026.

Remarks:

	By Forrest Robinson pursuant to a Limited Power of Attorney filed with the SEC on 4/24/2013 /s/ Forrest Robinson	05/12/2026
	** 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 insider transaction did PTEN CEO William Hendricks report?

PTEN President & CEO William Andrew Hendricks Jr. reported a tax-related share disposition, not an open-market trade. 48,952 Patterson-UTI Common Stock shares were withheld to cover taxes on Restricted Stock Units that converted into Common Stock on May 9, 2026.

How many Patterson-UTI (PTEN) shares were withheld for taxes?

A total of 48,952 Patterson-UTI Common Stock shares were withheld to pay applicable withholding taxes. The disposition was linked to Restricted Stock Units that converted into Common Stock on May 9, 2026, and was not an ordinary market sale transaction.

At what price were the PTEN shares used for tax withholding valued?

The 48,952 Patterson-UTI Common Stock shares used for tax withholding were valued at $11.42 per share. This price is the transaction value used in the Form 4 and reflects how the tax-related disposition was calculated for withholding purposes.

How many Patterson-UTI shares does the CEO hold after this Form 4?

After the tax-withholding transaction, the CEO directly holds 2,742,474 Patterson-UTI Common Stock shares. This figure reflects his direct ownership position reported on the Form 4, following the disposition related to Restricted Stock Unit tax obligations.

Was the PTEN CEO’s Form 4 transaction an open-market sale?

No, the Form 4 transaction was not an open-market sale. It was a tax-withholding disposition, where 48,952 shares were delivered to satisfy withholding taxes on Restricted Stock Units that converted into Common Stock on May 9, 2026.