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PATTERSON UTI ENERGY INC

For the period ended Apr 10, 2024. Filed Apr 11, 2024.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Apr 10, 2024 · Filed Apr 11, 2024

PTEN$9.92-0.3%Stored close · as of Nov 6, 2026
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Contents

What Guides Our Program

Our overriding philosophy for the compensation of our key executives is to link their compensation with Patterson-UTI’s operational and market performance and to establish incentives that reward them for their achievement of both short-term tactical and long-term strategic objectives. In doing so, we seek to offer competitive compensation designed to attract and retain highly qualified individuals and to motivate and reward our executives in achieving Patterson-UTI’s goals. Specifically, the 2023 program was designed to reinforce the following goals:

Patterson-UTI GoalsHow Goal Was Reinforced in Our 2023 Compensation Program
Provide quality services for our customers in a safe and efficient manner Our 2023 annual cash bonus incentive plan included “Health, Safety and Environmental” performance as a distinct metric (weighted at 10%) Our financial performance metrics required quality operational performance
Generate strong financial performance and returns for our stockholders The majority of executive compensation was delivered in the form of variable, at-risk compensation (as referenced in the charts below) aligned with stockholder interests The majority of the target payout under our 2023 annual cash bonus incentive plan was based on financial performance metrics (75%) Our 2023 annual cash bonus incentive plan rewarded executives for cash flow generation and profitability through the use of Operating Cash Flow and Adjusted EBITDA as the primary performance metrics  Our long-term incentive plan incentivizes the creation of stockholder value on both an absolute and relative basis through the grant of equity compensation and the use of absolute and relative TSR performance goals under our performance units
Attract and retain highly qualified individuals, with a strong emphasis on teams working together to capitalize on opportunities and solve problems We benchmarked our executive pay programs against broader oilfield services companies and comparably sized oil and gas exploration and production companies We did not target a specific market percentile for executive compensation. Instead, executive compensation was set based on a holistic review of several factors, including market pay levels, individual performance and qualifications, and executive tenure  Our annual and long-term incentive programs generally reward company-wide results rather than performance against individual objectives The majority of our executives’ compensation was delivered in the form of long-term incentives that vest over a multi-year period to aid in retention of executives

For 2023, target total direct compensation for our NEOs was most heavily weighted toward long-term incentives, with greater than 50% of long-term incentive compensation subject to performance-based vesting criteria, as shown below.

2023 TARGET TOTAL DIRECT COMPENSATION

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.