King Merger Sub II (CJES) Form 4 C&J Energy Services / Tim Wallace ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Wallace Tim

(Last) (First) (Middle)

3990 ROGERDALE RD.

(Street)

HOUSTON TX 77042

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
C&J Energy Services, Inc. [ CJ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President - Strategic Planning

3. Date of Earliest Transaction (Month/Day/Year)
12/11/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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(1)	12/13/2018		D		4,831	D	$14.94	18,529	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 (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 Securities Underlying Derivative Security (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: 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 Share Units(2)	(2)	12/11/2018		A		21,221		(2)	(2)	Common Stock	21,221	$0	44,966	D
Performance Shares(3)	(3)	12/11/2018		A		16,977		(3)	(3)	Common Stock	(3)	$0	61,943	D

Explanation of Responses:

1. Represents a reduction of a restricted stock award that was settled in cash on the vesting date rather than in stock, as determined by the Compensation Committee of the Board of Directors.

2. Represents the grant of a restricted share unit award subject to a three year ratable vesting starting on the first anniversary of the grant date, 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.

3. Represents the grant of a performance share award scheduled to vest on the third anniversary of the grant date, subject to the grantee's continued employment with or provision of services to the issuer or its affiliates through the third anniversary of the date of grant and the achievement of certain levels of total shareholder returns (TSR) relative to a peer group established by the Compensation Committee of the Board of Directors, as well as certain treatment upon the occurrence of certain termination events.

Remarks:

	/s/Danielle Hunter, as attorney in fact	12/13/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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