Sec Form 3 Filing - Galvan Michael S @ NEXTIER OILFIELD SOLUTIONS INC. - 2019-10-31

FORM 3 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 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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1. Name and Address of Reporting Person Galvan Michael S 2. Issuer Name and Ticker or Trading Symbol NEXTIER OILFIELD SOLUTIONS INC. [ NEX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP, CAO and Treasurer (Last) (First) (Middle) 3990 ROGERDALE RD. 3. Date of Earliest Transaction (MM/DD/YY) 10/31/2019 (Street) HOUSTON, TX77042 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 14,169 ( 1 ) D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Performance Shares $ 0 ( 2 ) ( 2 ) Common Stock 2,179 D Restricted Stock Unit $ 0 ( 3 ) ( 4 ) Common Stock 17,426 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Galvan Michael S 3990 ROGERDALE RD. HOUSTON, TX77042 SVP, CAO and Treasurer Signatures Valorie Wanner, attorney in fact 11/12/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 1,882 shares of restricted stock scheduled to vest on February 5, 2020, and 8,676 shares of restricted stock scheduled to vest in equal amounts annually on December 13 over the next two years, subject to the grantee's continued service to the issuer through such date, as well as certain treatment upon the occurrence of certain termination events. ( 2 )At the effective time of the merger pursuant to the Merger Agreement, each outstanding performance share, other than a vested performance share, was assumed by NexTier and converted into an award with respect to a number of shares of NexTier common stock (rounded down to the nearest whole share) equal to the product of (x) the number of shares of C&J common stock subject to such performance share and (y) the 1.6149. Pursuant to the Merger Agreement, the performance shares will vest at the target level of achievement on December 11, 2021, the third anniversary of the grant date. ( 3 )At the effective time of the merger pursuant to the Agreement and Plan of Merger, dated as of June 16, 2019, by and among C&J Energy Services, Inc. ("C&J"), NexTier Oilfield Solutions Inc. (previously Keane Group, Inc., "NexTier") and King Merger Sub Corp., a wholly owned subsidiary of NexTier ("Merger Sub"), each outstanding C&J restricted stock unit was assumed by NexTier and converted into an award with respect to a number of shares of NexTier common stock (rounded down to the nearest whole share) equal to the product of (x) the number of shares of C&J common stock subject to such restricted stock unit and (y) 1.6149. ( 4 )The award subject to a three year ratable vesting starting on the first anniversary of the grant date, which was December 11, 2018, subject to the grantee's continued employment with or provision of services to the issuer or its affiliates through each vesting date, as well as certain treatment upon the occurrence of certain termination events; the restricted share units may be settled in stock (default) and/or cash at each vesting as determined in the sole discretion of the Compensation Committee of the Board of Directors.

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