Exhibit 10.1
NON-EMPLOYEE DIRECTOR
RESTRICTED STOCK UNIT AWARD AGREEMENT
PATTERSON-UTI ENERGY, INC.
2021 LONG-TERM INCENTIVE PLAN
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”) is between Patterson-UTI Energy, Inc., a Delaware corporation (the “Company”), and __________________ (the “Recipient”) effective as of the ___ day of ___________, 20__ (the “Grant Date”), pursuant to the Patterson-UTI Energy, Inc. 2021 Long-Term Incentive Plan, as amended from time to time (the “Plan”), which is incorporated by reference herein in its entirety.
WHEREAS, the Company desires to grant to the Recipient the restricted stock units specified herein (the “RSUs”), subject to the terms and conditions of this Agreement and the Plan; and
NOW, THEREFORE, in consideration of the premises, mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound hereby, agree as follows:
Capitalized terms not otherwise defined in this Agreement shall have the meanings given to such terms in the Plan.
RSUs that do not become vested pursuant to subparagraphs (a), (b) or (d) above shall be forfeited and the Recipient shall cease to have any rights with respect to such forfeited RSUs.
On the date the RSUs granted hereunder become vested, the Recipient shall be entitled to receive one Share, which shall be delivered or transferred as soon as administratively practicable thereafter, in exchange for each vested RSU granted hereunder and after such delivery or transfer the Recipient shall have no further rights with respect to such RSU. The Company shall cause to be delivered or transferred to the Recipient (or the Recipient’s legal representative or heir) a stock certificate representing those shares of the Common Stock issued in exchange for RSUs awarded hereby or shall cause the shares to be registered on the applicable stock transfer records in the Recipient’s (or the Recipient’s legal representative’s or heir’s) name, and such shares of the Common Stock shall be transferable by the Recipient (except to the extent that any proposed transfer would, in the opinion of counsel satisfactory to the Company, constitute a violation of applicable federal or state securities law).
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In Witness Whereof, the Company has caused this Agreement to be duly executed by an officer thereunto duly authorized, and the Recipient has executed this Agreement, all effective as of the date first above written.
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| PATTERSON-UTI ENERGY, INC.: |
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| By:_________________________________________ |
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| Name: |
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| Title: |
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| RECIPIENT: |
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| ____________________________________________ |
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| [Name] |
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| Address:_____________________________________ |
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| _____________________________________ |
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| _____________________________________ |
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| Facsimile No.: ________________________________ |
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