Andrews Mark D 4

What Happened

• Mark D. Andrews, VP & Corporate Secretary of Nabors Industries Ltd. (NBR), received two equity awards on February 9, 2026: 1,775 restricted stock awards (RSAs) and 4,571 performance-based TSR shares, for a total of 6,346 shares. Both awards were reported as granted at $0.00 per share (transaction code A), so there was no cash outlay.

Key Details

• Transaction date: 2026-02-09; Form 4 filed 2026-02-11 (timely filing).
• Shares/price: 1,775 RSAs @ $0.00; 4,571 TSR performance shares @ $0.00; combined = 6,346 shares, $0 reported acquisition value.
• Shares owned after transaction: not disclosed in the information provided in this summary.
• Notable footnotes:
  • RSA vesting (F1): the 1,775 restricted shares vest in four equal annual installments beginning on the first anniversary of the award.
  • TSR award (F2): the 4,571 shares represent the maximum possible payout and will only vest (if at all) at the end of a three‑year performance period (Jan 1, 2026–Dec 31, 2028) based on Nabors’ relative total shareholder return versus peers; actual payout may be anywhere from zero to the reported maximum.
• Transaction type: Award/Grant (A). No sale or open‑market purchase occurred.

Context

• RSAs are time‑based awards that typically encourage retention (vesting over years). Performance TSR awards are contingent on company performance versus peers and are not guaranteed to vest — they carry more risk/reward tied to relative stock performance.
• These awards are routine executive compensation actions and do not by themselves indicate a personal market view; purchases/sales by insiders are generally more direct signals of sentiment.