{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-227636","form_type":"8-K","ticker":"PTEN","cik":"0000889900","company_name":"PATTERSON UTI ENERGY INC","filed_at":"2023-09-01T23:59:59+00:00","discovered_at":"2026-05-14T18:03:36.899695+00:00","generated_at":"2026-06-11T00:51:41.247114+00:00","sec_items":["1.01","2.01","2.03","5.02","5.03","5.07","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Patterson-UTI completes NexTier merger; expects $200M annual synergies within 18 months","bullets":["Merger closed: each NexTier share converted to 0.7520 PTEN shares; combined co. has 172 super-spec rigs and 3.3M frac HP.","Expects ~$200M cost/operational synergies within 18mo; accretion to EPS and FCF in 2024; targets 50% FCF return to shareholders.","Board expanded to 11 members (5 from NexTier); Curtis Huff remains Chairman, Robert Drummond appointed Vice Chairman.","Entered $300M senior unsecured term loan (364-day maturity); amended credit facility extended $501.7M commitments to 2026.","Mike Holcomb transitions to EVP & Chief Business Officer; receives $2M retention bonus payable in quarterly installments."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-227636","json":"https://secwatch.observer/filing/0001193125-23-227636.json","markdown":"https://secwatch.observer/filing/0001193125-23-227636.md","text":"https://secwatch.observer/filing/0001193125-23-227636.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/d463540d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-11T00:51:41.247114+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"e897d2574154a8768971fd869cab68d1e012a13e","claim":"PATTERSON UTI ENERGY INC incurred term loan of up to $300 million with Wells Fargo Bank, National Association, as administrative agent and lender at Term SOFR plus 0.10%, plus an applicable margin maturing the date that is 364 days following the funding of the Facility.","evidence_excerpt":"The Term Loan Agreement is a committed senior unsecured term loan facility (the “ Facility ”) that permits a single borrowing of up to $300 million, which may be drawn by Patterson-UTI on or before November 27, 2023. The maturity date under the Term Loan Agreement is the date that is 364 days following the funding of the Facility.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"term loan"},{"label":"Principal","value":"up to $300 million"},{"label":"Counterparty","value":"Wells Fargo Bank, National Association, as administrative agent and lender"},{"label":"Rate","value":"Term SOFR plus 0.10%, plus an applicable margin"},{"label":"Maturity","value":"the date that is 364 days following the funding of the Facility"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"e9d3c72881facb64a7d6951449591fe36c85ec63","claim":"PATTERSON UTI ENERGY INC amended revolving credit of $600 million of revolving credit commitments with Wells Fargo Bank, National Association, as administrative agent maturing extends the maturity date for $85 million of revolving credit commitments of certain lenders under the Credit Agreement from March 27, 2025 to March 27, 2026. A.","evidence_excerpt":"the maturity date for $85 million of revolving credit commitments of certain lenders under the Credit Agreement from March 27, 2025 to March 27, 2026. As a result, of the $600 million of revolving credit commitments under the Credit Agreement, the maturity date for $501.7 million of such commitments is March 27, 2026; the maturity date for $48.3 million of","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"revolving credit"},{"label":"Principal","value":"$600 million of revolving credit commitments"},{"label":"Counterparty","value":"Wells Fargo Bank, National Association, as administrative agent"},{"label":"Maturity","value":"extends the maturity date for $85 million of revolving credit commitments of certain lenders under the Credit Agreement from March 27, 2025 to March 27, 2026. A"},{"label":"Event","value":"amendment"}],"fact_type":"debt_financing"},{"claim_id":"11285133ef","claim":"Leslie A. Beyer was appointed as Director at PATTERSON UTI ENERGY INC.","evidence_excerpt":"Robert W. Drummond, Gary M. Halverson, Amy H. Nelson, Leslie A. Beyer and James C. Stewart, each a former member of the NexTier board of directors who has been appointed to the Board","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"2f545d1812","claim":"Gary M. Halverson was appointed as Director at PATTERSON UTI ENERGY INC.","evidence_excerpt":"Robert W. Drummond, Gary M. Halverson, Amy H. Nelson, Leslie A. Beyer and James C. Stewart, each a former member of the NexTier board of directors who has been appointed to the Board","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"32ee3795a0","claim":"Robert W. Drummond was appointed as Vice Chairman of the Board at PATTERSON UTI ENERGY INC.","evidence_excerpt":"Mr. Drummond was appointed to serve as Vice Chairman of the Board.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Vice Chairman of the Board"}],"fact_type":"executive_change"},{"claim_id":"4e02a1880e","claim":"Amy H. Nelson was appointed as Director at PATTERSON UTI ENERGY INC.","evidence_excerpt":"Robert W. Drummond, Gary M. Halverson, Amy H. Nelson, Leslie A. Beyer and James C. Stewart, each a former member of the NexTier board of directors who has been appointed to the Board","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"6bc6b29cbc","claim":"Robert W. Drummond was appointed as Director at PATTERSON UTI ENERGY INC.","evidence_excerpt":"Robert W. Drummond, Gary M. Halverson, Amy H. Nelson, Leslie A. Beyer and James C. Stewart, each a former member of the NexTier board of directors who has been appointed to the Board","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"80b36999ca","claim":"Terry Hunt resigned as Director at PATTERSON UTI ENERGY INC.","evidence_excerpt":"each of Michael W. Conlon and Terry Hunt delivered a letter effectuating his resignation as a director of Patterson-UTI and, as of the Effective Time, ceased to be a director of Patterson-UTI.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"8804cc4b88","claim":"Michael W. Conlon resigned as Director at PATTERSON UTI ENERGY INC.","evidence_excerpt":"each of Michael W. Conlon and Terry Hunt delivered a letter effectuating his resignation as a director of Patterson-UTI and, as of the Effective Time, ceased to be a director of Patterson-UTI.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"d9e8ab9cbb","claim":"James C. Stewart was appointed as Director at PATTERSON UTI ENERGY INC.","evidence_excerpt":"Robert W. Drummond, Gary M. Halverson, Amy H. Nelson, Leslie A. Beyer and James C. Stewart, each a former member of the NexTier board of directors who has been appointed to the Board","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"2054eebe956a38fb74ba9d48b9187b036bb1c5ab","claim":"PATTERSON UTI ENERGY INC: Filed certificate of elimination to remove Series A Junior Participating Preferred Stock from restated certificate of incorporation (effective 2023-09-01).","evidence_excerpt":"On September 1, 2023, Patterson-UTI filed a certificate of elimination with respect to the Series A Junior Participating Preferred Stock with the Secretary of State of the State of Delaware.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2023-09-01"}],"fact_type":"governance_change"},{"claim_id":"b1f0c5255b5af241bab1706094491f3684ea030c","claim":"PATTERSON UTI ENERGY INC: Filed restated certificate of incorporation that included an amendment increasing authorized shares of common stock from 400 million to 800 million (effective 2023-09-01).","evidence_excerpt":"Effective September 1, 2023, the Board approved and adopted, and Patterson-UTI filed, a restated certificate of incorporation of Patterson-UTI, which merely restated and integrated, but did not further amend, the amended and restated certificate of incorporation of Patterson-UTI.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2023-09-01"}],"fact_type":"governance_change"},{"claim_id":"6c1a40ee45a3387361182d1dd675ac1275b9adf3","claim":"PATTERSON UTI ENERGY INC completed an acquisition involving NexTier Oilfield Solutions Inc. for 0.7520 shares of common stock, par value $0.01 per share, of Patterson-UTI (closed 2023-09-01).","evidence_excerpt":"☐ Introduction As previously disclosed, on June 14, 2023, Patterson-UTI Energy, Inc., a Delaware corporation (“ Patterson-UTI ”), entered into an Agreement and Plan of Merger (as amended, the “ Merger Agreement ”) with NexTier Oilfield Solutions Inc., a Delaware corporation (“ NexTier ”), Pecos Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Patterson-UTI (“ Merger Sub Inc.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"NexTier Oilfield Solutions Inc."},{"label":"Consideration","value":"0.7520 shares of common stock, par value $0.01 per share, of Patterson-UTI"},{"label":"Closing","value":"2023-09-01"}],"fact_type":"ma_transaction"},{"claim_id":"6b5b0ea436184891f4866bebc6433709b7ad3858","claim":"PATTERSON UTI ENERGY INC amended Amendment No. 4 to Amended and Restated Credit Agreement with Wells Fargo Bank, National Association valued at extends maturity date for $85 million of revolving credit commitments from March 27, 2025 to March 2 (effective 2023-08-29).","evidence_excerpt":"On August 29, 2023, Patterson-UTI entered into Amendment No. 4 to Amended and Restated Credit Agreement (the “ Amendment ”), which amends Patterson-UTI’s Amended and Restated Credit Agreement, dated as of March 27, 2018 (as amended, the “ Credit Agreement ”), by and among Patterson-UTI, as borrower, Wells Fargo Bank, National Association, as administrative agent, letter of credit issuer, swing line lender and lender and each of the other letter of credit issuers and lenders party thereto.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.98,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"Wells Fargo Bank, National Association"},{"label":"Value","value":"extends maturity date for $85 million of revolving credit commitments from March 27, 2025 to March 2"},{"label":"Effective","value":"2023-08-29"}],"fact_type":"material_agreement"},{"claim_id":"c4d840febe2d906ba131e4a38818bf6bdd4edf0d","claim":"PATTERSON UTI ENERGY INC entered into Term Loan Agreement with Wells Fargo Bank, National Association valued at single borrowing of up to $300 million (effective 2023-08-29).","evidence_excerpt":"On August 29, 2023 (the “ Term Loan Closing Date ”), Patterson-UTI entered into a Term Loan Agreement (the “ Term Loan Agreement ”), by and among Patterson-UTI, as borrower, Wells Fargo Bank, National Association, as administrative agent and lender, and the other lenders party thereto.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.98,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"Wells Fargo Bank, National Association"},{"label":"Value","value":"single borrowing of up to $300 million"},{"label":"Effective","value":"2023-08-29"}],"fact_type":"material_agreement"},{"claim_id":"50c888d6b1e9dc50f78c4f5f28496d57920a885f","claim":"PATTERSON UTI ENERGY INC shareholders approved Proposal to approve an amendment of Patterson-UTI's restated certificate of incorporation to increase the number of authorized shares of Patterson-UTI Common Stock from 400 million to 800 million at the 2023-08-30 meeting.","evidence_excerpt":"2. The proposal to approve an amendment of Patterson-UTI’s restated certificate of incorporation to increase the number of authorized shares of Patterson-UTI Common Stock from 400 million to 800 million: For Against Abstain Broker Non-Votes 192,355,965 1,350,012 460,103 N/A","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"charter amendment"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-08-30"}],"fact_type":"shareholder_vote"},{"claim_id":"8449787344cf94a6b958852d18b00a6214cc9fa8","claim":"PATTERSON UTI ENERGY INC shareholders approved Proposal to approve the issuance of shares of Patterson-UTI Common Stock to NexTier stockholders in the Mergers contemplated by the Merger Agreement at the 2023-08-30 meeting.","evidence_excerpt":"1. The proposal to approve the issuance of shares of Patterson-UTI Common Stock to NexTier stockholders in the Mergers contemplated by the Merger Agreement: For Against Abstain Broker Non-Votes 182,393,581 174,600 452,330 11,145,569","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/889900/000119312523227636/0001193125-23-227636-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"merger approval"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-08-30"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}