4//SEC Filing
PETRELLO ANTHONY G 4
Accession 0001163739-26-000008
CIK 0001163739other
Filed
Jan 4, 7:00 PM ET
Accepted
Jan 5, 8:48 AM ET
Size
40.4 KB
Accession
0001163739-26-000008
Insider Transaction Report
Form 4
PETRELLO ANTHONY G
DirectorPRESIDENT AND COO
Transactions
- Gift
Common Stock
2025-12-31−18,000→ 294,793 total(indirect: By Trust) - Disposition to Issuer
Common Stock
2025-12-31−17,843→ 74,426 total - Exercise/Conversion
Common Stock
2026-01-01+5,016→ 79,442 total - Tax Payment
Common Stock
2026-01-01$54.30/sh−1,974$107,188→ 77,468 total - Exercise/Conversion
Common Stock
2026-01-01+13,980→ 91,448 total - Tax Payment
Common Stock
2026-01-01$54.30/sh−5,502$298,759→ 85,946 total - Exercise/Conversion
Common Stock
2026-01-01+19,098→ 105,044 total - Tax Payment
Common Stock
2026-01-01$54.30/sh−7,693$417,730→ 97,351 total - Exercise/Conversion
Common Stock
2026-01-01+16,420→ 113,771 total - Tax Payment
Common Stock
2026-01-01$54.30/sh−6,462$350,887→ 107,309 total - Award
Common Stock
2026-01-01+48,621→ 155,930 total - Exercise/Conversion
2023 Performance Share Units
2026-01-01−5,016→ 0 total→ Common Stock (5,016 underlying) - Exercise/Conversion
2024 Performance Share Units
2026-01-01−13,980→ 13,981 total→ Common Stock (13,980 underlying) - Award
2025 Performance Share Units
2026-01-01+57,293→ 57,293 total→ Common Stock (57,293 underlying) - Exercise/Conversion
2025 Performance Share Units
2026-01-01−19,098→ 38,195 total→ Common Stock (19,098 underlying) - Award
2023 Long Term Performance Share Units
2026-01-01+16,420→ 16,420 total→ Common Stock (16,420 underlying) - Exercise/Conversion
2023 Long Term Performance Share Units
2026-01-01−16,420→ 0 total→ Common Stock (16,420 underlying)
Holdings
- 4,470
2021 Warrants
Exercise: $166.67From: 2021-06-11Exp: 2026-06-11→ Common Stock (4,470 underlying) - 170,649(indirect: By Trust)
2021 Warrants
Exercise: $166.67From: 2021-06-11Exp: 2026-06-11→ Common Stock (170,649 underlying)
Footnotes (14)
- [F1]These shares were donated to a charitable foundation for which Mr. Petrello has shared voting and dispositive power. Mr. Petrello disclaims beneficial ownership of the shares held by the charitable foundation.
- [F10]Reflects the number of shares surrendered on January 1, 2026 to satisfy the tax withholding on the vesting and issuance of 16,420 shares of the 2023 Long Term Performance restricted stock units originally granted on May 18, 2023. The remaining 9,958 vested performance shares were retained by Mr. Petrello.
- [F11]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.
- [F12]Performance restricted stock units convert into common shares on a 1-for-1 basis.
- [F13]These Performance restricted stock units were earned by Mr. Petrello pursuant to his employment agreement based on the achievement of certain objectives for the year 2025, as determined on December 31, 2025, by the Compensation Committee. 191.78% of the target number of performance restricted stock units granted pursuant to the terms of Mr. Petrello's employment agreement were determined to have been earned. The number reported above reflects the number of earned performance restricted stock units that are payable in share-settled restricted stock units. The remaining 52,578 performance restricted stock units were settled in cash pursuant to the terms of the applicable award agreement. The Performance restricted stock units that settle in shares are scheduled to vest in three (3) equal annual installments beginning on the first anniversary of the date of grant, January 1, 2026.
- [F14]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.
- [F2]Represents the number of TSR shares forfeited on December 31, 2025, out of a total of 17,843 TSR shares originally granted to Mr. Petrello on January 1, 2023, based on the Issuer's relative total shareholder return as compared to a peer group of companies during the three-year performance period beginning on January 1, 2023 and ending on December 31, 2025, as determined on December 31, 2025, by the Compensation Committee of the Issuer's Board of Directors (the "Compensation Committee").
- [F3]Reflects the number of shares vesting on January 1, 2026 in respect of the 15,048 earned and vested Performance restricted stock units originally granted on January 1, 2023.
- [F4]Reflects the number of shares surrendered on January 1, 2026 to satisfy the tax withholding on the vesting and issuance of 5,016 shares of the 15,048 Performance restricted stock units originally granted on January 1, 2023. The remaining 3,042 vested performance shares were retained by Mr. Petrello.
- [F5]Reflects the number of shares vesting on January 1, 2026 in respect of the 41,942 earned and vested Performance restricted stock units originally granted on January 1, 2024.
- [F6]Reflects the number of shares surrendered on January 1, 2026 to satisfy the tax withholding on the vesting and issuance of 13,980 shares of the 41,942 Performance restricted stock units originally granted on January 1, 2024. The remaining 8,478 vested performance shares were retained by Mr. Petrello.
- [F7]Reflects the number of shares vesting on January 1, 2026 in respect of the 57,293 earned and vested Performance restricted stock units originally granted on January 1, 2025.
- [F8]Reflects the number of shares surrendered on January 1, 2026 to satisfy the tax withholding on the vesting and issuance of 19,098 shares of the 57,293 Performance restricted stock units originally granted on January 1, 2025. The remaining 11,405 vested performance shares were retained by Mr. Petrello.
- [F9]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.
Documents
Issuer
NABORS INDUSTRIES LTD
CIK 0001163739
Entity typeother
Related Parties
1- filerCIK 0001195669
Filing Metadata
- Form type
- 4
- Filed
- Jan 4, 7:00 PM ET
- Accepted
- Jan 5, 8:48 AM ET
- Size
- 40.4 KB