BERNS KENNETH N 4
4 · PATTERSON UTI ENERGY INC · Filed May 4, 2026
Research Summary
AI-generated summary of this filing
Patterson-UTI (PTEN) EVP Kenneth Berns Receives Awards, Sells Shares
What Happened
Kenneth N. Berns, Executive Vice President of Patterson-UTI Energy (PTEN), received equity awards on April 30, 2026 (total 79,900 restricted stock/unit awards: 47,900 share-settled RSUs and 32,000 cash‑settled RSUs). On May 1, 2026, 20,033 vested cash‑settled units were converted/settled for cash at $10.80 per unit ($216,356), and 11,157 shares were surrendered to cover withholding taxes at $12.22 per share ($136,339). Total value realized from the May 1 settlements/withholding was about $352,695. These were awards and settlements rather than open‑market purchases or discretionary sales.
Key Details
- Transaction dates: grants on 2026-04-30; settlements/tax withholding on 2026-05-01; Form 4 filed 2026-05-04 (appears timely).
- Grants: 47,900 RSUs that convert one-for-one to common stock; 32,000 cash-settled RSUs (total granted 79,900).
- Settlements: 20,033 cash‑settled units paid in cash at $10.80 each = $216,356 (reported as conversion + disposition to issuer under SEC guidance).
- Tax withholding: 11,157 shares surrendered to cover taxes at $12.22 each = $136,339.
- Total shares effectively disposed/settled on May 1: 31,190; total proceeds/cash impact ~ $352,695.
- Vesting: For the share-settled RSUs and cash-settled RSUs, one‑third vests on each of April 30, 2027, 2028 and 2029 (per footnotes).
- Holdings after the transactions were not specified in the filing. Some shares/units are held in trusts for which the reporting person is trustee (footnote).
Context
- These transactions are awards and routine settlements: cash settlement of RSUs is treated by the SEC as conversion plus immediate disposition to the company for cash (not an open‑market sale).
- The 11,157‑share disposition was solely for tax withholding on RSU conversion, not an independent sale signal.
- No indication of a 10% beneficial owner change or a 10b5‑1 plan; the filing provides footnotes explaining settlement mechanics and vesting schedules.
Insider Transaction Report
Form 4
BERNS KENNETH N
Executive Vice President
Transactions
- Award
Common Stock
[F1]2026-04-30+47,900→ 1,079,920 total - Tax Payment
Common Stock
[F2]2026-05-01$12.22/sh−11,157$136,339→ 1,068,763 total - Exercise/Conversion
Common Stock
[F3]2026-05-01+20,033→ 1,088,796 total - Disposition to Issuer
Common Stock
[F4]2026-05-01$10.80/sh−20,033$216,356→ 1,068,763 total - Award
Cash-Settled Restricted Stock Units
[F6]2026-04-30+32,000→ 92,100 total→ Common Stock (32,000 underlying) - Exercise/Conversion
Cash-Settled Restricted Stock Units
[F3]2026-05-01−20,033→ 72,067 total→ Common Stock (20,033 underlying)
Holdings
- 34,000(indirect: By Trust)
Common Stock
[F5]
Footnotes (6)
- [F1]Restricted stock units that convert into shares of the Issuer's common stock, par value $0.01 per share ("Common Stock"), on a one-for-one basis. One-third of the restricted stock units vests on each of April 30, 2027, April 30, 2028 and April 30, 2029.
- [F2]Shares disposed to pay applicable withholding taxes on Restricted Stock Units converted into Common Stock on May 1, 2026.
- [F3]Reflects the settlement of cash-settled restricted stock units that vested on May 1, 2026.
- [F4]No shares were actually issued, disposed or sold. Under applicable SEC guidance, cash settlement of restricted stock units is deemed to involve the conversion of the cash-settled restricted stock units into the underlying common stock and the simultaneous disposition of the common stock to the Company for cash. Accordingly, Table 1 uses Transaction Code D to report the cash-settled restricted stock unit settlement.
- [F5]Held by trust(s) for which the reporting person is the trustee.
- [F6]Each cash-settled restricted stock unit represents a contingent right to receive cash in an amount equal to the value of one share of Common Stock on the applicable vesting date. One-third of the cash-settled restricted stock units vests on each of April 30, 2027, April 30, 2028 and April 30, 2029.
Signature
By Forrest Robinson pursuant to a Limited Power of Attorney filed with the SEC on 3/29/2013 /s/ Forrest Robinson|2026-05-04