FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Gillard Matthew
  2. Issuer Name and Ticker or Trading Symbol
PATTERSON UTI ENERGY INC [PTEN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President-Completions
(Last)
(First)
(Middle)
10713 W SAM HOUSTON PKWY N, SUITE 800
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2023
(Street)

HOUSTON, TX 77064
4. If Amendment, Date Original Filed (Month/Day/Year)
09/06/2023
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $.01 par value per share 09/01/2023   A   65,058 A (1) (2) 65,058 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (3) (4) 09/01/2023   A   270,470 (3)     (4)   (4) Common Stock, $.01 par value per share 270,470 (3) (4) 270,470 (3) D  
Cash-Settled Restricted Stock Units (5) 09/01/2023   A   244,889     (5)   (5) Common Stock, $.01 par value per share 244,889 (5) 244,889 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Gillard Matthew
10713 W SAM HOUSTON PKWY N
SUITE 800
HOUSTON, TX 77064
      President-Completions  

Signatures

 By Forrest Robinson pursuant to a limited power of attorney filed with the SEC on 09/06/2023 /s/Forrest Robinson   03/04/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This Form 4 reports securities acquired in connection with the mergers (the "Mergers") contemplated by that certain Agreement and Plan of Merger (as amended, the "Merger Agreement"), dated as of June 14, 2023, by and among Patterson-UTI Energy, Inc. (the "Issuer"), certain subsidiaries of the Issuer, and NexTier Oilfield Solutions Inc. ("NexTier"). On September 1, 2023, as a result of the Mergers contemplated by the Merger Agreement, at the Effective Time (as defined in the Merger Agreement), each outstanding share of common stock of NexTier was converted automatically into the right to receive 0.7520 (the "Exchange Ratio") shares of common stock of the Issuer, with cash paid in lieu of the issuance of any fractional shares of the Issuer's common stock.
(2) The shares of the Issuer's common stock reported above were acquired by the Reporting Person in respect of the shares of common stock of NexTier owned by the Reporting Person immediately prior to the Effective Time. On the trading day immediately prior to the Effective Time, the closing price of the Issuer's common stock was $14.14 per share and the closing price of NexTier's common stock was $10.61 per share.
(3) On September 6, 2023, the Reporting Person filed a Form 4 which inadvertently reported an incorrect number of restricted stock units acquired in the Mergers due to immaterial rounding errors. These items have been corrected in this amendment, which reports 2 additional restricted stock units.
(4) These restricted stock units ("RSUs") were acquired by the Reporting Person in the Mergers in exchange for NexTier restricted stock units and performance stock units held by the Reporting Person immediately prior to the Effective Time based on the Exchange Ratio. The RSUs will vest in accordance with the following schedule: (i) 18,682 on January 2, 2024, (ii) 40,406 on January 3, 2024, (iii) 24,816 on August 16, 2024, (iv) 18,133 on January 2, 2025, (v) 40,407 on January 3, 2025, (vi) 109,894 on December 31, 2025 and (vii) 18,132 on January 2, 2026. Each RSU represents the right to receive a share of the Issuer's common stock or a cash payment in lieu thereof.
(5) These cash-settled restricted stock units ("Cash-Settled RSUs") were acquired by the Reporting Person in the Mergers in exchange for NexTier performance units held by the Reporting Person immediately prior to the Effective Time based on the Exchange Ratio. The Cash-Settled RSUs will fully vest on December 31, 2024. Each Cash-Settled RSU represents the right to receive a cash payment equal to the fair market value of a share of the Issuer's common stock on the settlement date.

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