Sec Form 4 Filing - Seki Bryce @ PIONEER ENERGY SERVICES CORP - 2020-05-29

Insider filing report for Changes in Beneficial Ownership
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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
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
Seki Bryce
2. Issuer Name and Ticker or Trading Symbol
PIONEER ENERGY SERVICES CORP [ *]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP General Counsel
(Last) (First) (Middle)
1250 N E LOOP 410 #1000
3. Date of Earliest Transaction (MM/DD/YY)
05/29/2020
(Street)
SAN ANTONIO, TX78209
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 05/29/2020 D 39,276 ( 1 ) ( 2 ) D 0 D
Common Stock 05/29/2020 A 27 ( 1 ) ( 2 ) A 27 D
Common Stock 05/29/2020 A 194 ( 1 ) ( 3 ) ( 4 ) A 221 D
Common Stock 05/29/2020 F 59 ( 5 ) D $ 19.12 ( 3 ) ( 4 ) 162 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Seki Bryce
1250 N E LOOP 410 #1000
SAN ANTONIO, TX78209
VP General Counsel
Signatures
Bryce T Seki 06/02/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On March 1, 2020, Pioneer Energy Services Corp. (the "Issuer") and its subsidiaries, (collectively, with the Issuer, the "Debtors"), filed voluntary petitions in the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court") seeking relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy Code. Debtors also filed a prepackaged Chapter 11 plan of reorganization (the "Plan") with the Bankruptcy Court. On May 11, 2020, the Bankruptcy Court entered an order, Docket No. 331 (the "Confirmation Order") confirming the Plan. On May 29, 2020 (the "Effective Date"), the Debtors emerged from bankruptcy and the Plan became effective pursuant to its terms.
( 2 )On the Effective Date, and pursuant to the Plan, all outstanding shares of the Issuer's common stock, par value $0.10 (the "Old Shares") were exchanged for new shares of the Issuer's common stock, $0.001 par value per share (the "New Shares") at the conversion rate of 0.0006849838 New Shares for each Old Share. The receipt of New Shares was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court.
( 3 )In connection with the Plan becoming effective, all unvested equity awards for Old Shares granted under the Pioneer Energy Services Corp. Amended and Restated 2007 Incentive Plan (the "2007 Incentive Plan") that were held by any director or employee of the Issuer on the Effective Date vested and became New Shares at the conversion rate of 0.0006849838 New Shares for each Old Share. On the Effective Date, the Reporting Person held 282,871 Old Shares pursuant to unvested equity award grants under the 2007 Incentive Plan, all of which had their vesting accelerate and convert into New Shares,
( 4 )(Continued from footnote 3) which consisted of: (i) 37,268 and 202,598 performance phantom award shares granted on January 25, 2018 and January 24, 2019, respectively, which vested at the maximum multiple of two times the number of units granted due to the change in control of Issuer; (ii) 20,260 time based phantom award shares granted on January 24, 2019 and (iii) 2,485 and 20,260 time based restricted stock units granted on January 25, 2018 and January 24, 2019, respectively. Number of shares includes New Shares withheld by the Issuer to pay for the applicable withholding tax due upon vesting of these equity awards as described in footnote 5.
( 5 )These New Shares were withheld by the Issuer to pay for the applicable withholding tax due upon vesting of the equity awards described in footnote 3 and 4.

Remarks:
* The Company is not currently listed on any exchange or on the OTC market and therefore does not have a symbol.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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