Patterson-UTI CFO covers taxes with 11,943 shares

Patterson-UTI Energy’s EVP and Chief Financial Officer, Charles Andrew Smith, reported a routine compensation-related share disposition.

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

Rhea-AI Filing Summary

Patterson-UTI Energy’s EVP and Chief Financial Officer, Charles Andrew Smith, reported a routine compensation-related share disposition. On May 5, 2026, 11,943 shares of common stock were surrendered at $12.29 per share to cover withholding taxes on Restricted Stock Units that converted into common stock. After this tax-withholding transaction, he directly holds 726,455 shares of Patterson-UTI Energy common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 11,943 shares

Exercise Price or Tax Liability 1 txn

Insider Smith Charles Andrew

Role EVP & Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	11,943	$12.29	$147K

Holdings After Transaction: Common Stock — 726,455 shares (Direct)

Holdings Before and After: Common Stock, 738,398 to 726,455 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 used for tax withholding: 11,943 shares Implied share value for withholding: $12.29 per share Shares held after transaction: 726,455 shares

3 metrics

Shares used for tax withholding 11,943 shares Common stock disposed on May 5, 2026

Implied share value for withholding $12.29 per share Valuation applied to 11,943 disposed shares

Shares held after transaction 726,455 shares Direct common stock ownership following May 5, 2026 event

Key Terms

Restricted Stock Units, withholding taxes, tax-withholding disposition

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.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

FAQ

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

What did Patterson-UTI Energy (PTEN) CFO report in this Form 4?

The Patterson-UTI Energy CFO reported shares surrendered for tax withholding. On May 5, 2026, 11,943 common shares were disposed of to cover taxes on Restricted Stock Units that converted into common stock, while he retained a substantial direct holding afterward.

Was the Patterson-UTI (PTEN) CFO’s Form 4 transaction an open-market sale?

No, the transaction was not an open-market sale. It was a tax-withholding disposition, where 11,943 shares of common stock were used to satisfy withholding taxes on Restricted Stock Units that converted into common stock on May 5, 2026.

How many Patterson-UTI Energy (PTEN) shares did the CFO dispose of for taxes?

The CFO disposed of 11,943 shares of Patterson-UTI Energy common stock. These shares were applied to pay applicable withholding taxes tied to Restricted Stock Units that converted into common stock on May 5, 2026, rather than sold in the open market.

At what price per share were the withheld Patterson-UTI (PTEN) shares valued?

The withheld shares were valued at $12.29 per share. This price was used for the 11,943 shares disposed of to cover withholding taxes associated with the conversion of Restricted Stock Units into Patterson-UTI Energy common stock on May 5, 2026.

How many Patterson-UTI Energy (PTEN) shares does the CFO hold after this Form 4 event?

Following the tax-withholding disposition, the CFO directly holds 726,455 shares of Patterson-UTI Energy common stock. This figure reflects his direct ownership after 11,943 shares were surrendered to satisfy withholding taxes on recently converted Restricted Stock Units.

Does this Patterson-UTI (PTEN) Form 4 indicate new option exercises or derivative positions?

The filing focuses on shares used for tax withholding related to Restricted Stock Units converting into common stock. The derivative section shows no remaining derivative transactions, indicating no new option exercises or derivative positions were reported in this specific Form 4 entry.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

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^*

Smith Charles Andrew

(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 & Chief Financial Officer

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		11,943(1)	D	$12.29	726,455	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 09/08/2017 /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)