Farris Wilks - 01 Nov 2022 Form 4 Insider Report for U.S. WELL SERVICES HOLDINGS, LLC (USWS)

Role
10%+ Owner
Signature
/s/ Robert J. Willette, Attorney-in-Fact
Issuer symbol
USWS
Transactions as of
01 Nov 2022
Net transactions value
$0
Form type
4
Filing time
09 Nov 2022, 13:47:57 UTC
Previous filing
19 May 2022
Next filing
26 Apr 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction USWS Class A Common Stock, par value $0.0001 per share Options Exercise +2,455,070 2,455,070 01 Nov 2022 Direct F1
transaction USWS Class A Common Stock, par value $0.0001 per share Disposed to Issuer +2,455,070 0 01 Nov 2022 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction USWS 16.0% Convertible Senior Secured (Third Lien) PIK Note Options Exercise -2,455,070 -100% 0 01 Nov 2022 Class A Common Stock 2,455,070 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Farris Wilks is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Reflects the conversion of 16.0% Convertible Senior Secured (Third Lien) PIK Notes of the Issuer into a number of shares of Class A Common Stock of the Issuer equal to the quotient of (i) the aggregate principal amount, plus accrued and unpaid interest, owing under such note through July 9, 2022 ($17,971,111.95), and (ii) $7.32 pursuant to the Agreement and Plan of Merger by and among the Issuer, ProFrac Holding Corp. and Thunderclap Merger Sub I, Inc., dated as of June 21, 2022 (the "Merger Agreement").
F2 Reflects the conversion pursuant to the Merger Agreement of shares of Class A Common Stock of the Issuer into 0.3366 shares of Class A Common Stock of ProFrac Holding Corp. ("PFHC Shares"). The closing price of PFHC Shares on November 1, 2022, was $22.08 per share.