SEC FORM 4

SEC FORM 4 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^*

ANGELO GORDON & CO., L.P.

(Last)

(First)

(Middle)

C/O ANGELO, GORDON & CO., L.P.,

245 PARK AVENUE, 26TH FLOOR

(Street)

NEW YORK

10167

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
U.S. WELL SERVICES, INC. [ USWS ]

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
04/29/2022

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

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

	Form filed by One Reporting Person
X	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Convertible Senior Secured (Third Lien) PIK Note	$7	04/29/2022		S			21,454,672.2	09/13/2021	06/05/2026	Class A Common Stock	3,064,953⁽²⁾	$21,523,327.2⁽³⁾	0	I	See Footnote⁽¹⁾
Convertible Senior Secured (Third Lien) PIK Note	$4.38	04/29/2022		S			21,454,672.2	09/13/2021	06/05/2026	Class A Common Stock	4,903,925⁽⁴⁾	$21,523,327.2⁽³⁾	0	I	See Footnote⁽¹⁾
Series A Redeemable Convertible Preferred Stock	$23.345	04/29/2022		S			5,198	05/24/2020	⁽⁵⁾	Class A Common Stock	317,004	$1,245.66⁽³⁾	0	I	See Footnote⁽¹⁾
Warrants for Class A Common Stock (Right to Buy)	$26.81	04/29/2022		S			2,666,669	11/24/2019	05/24/2025	Class A Common Stock	761,905	$0.00	0	I	See Footnote⁽¹⁾

1. Name and Address of Reporting Person^*

ANGELO GORDON & CO., L.P.

(Last)

(First)

(Middle)

C/O ANGELO, GORDON & CO., L.P.,

245 PARK AVENUE, 26TH FLOOR

(Street)

NEW YORK

10167

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

AG Energy Funding, LLC

(Last)

(First)

(Middle)

C/O ANGELO, GORDON & CO., L.P.

245 PARK AVENUE, 26TH FLOOR

(Street)

NEW YORK

10167

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

AG GP LLC

(Last)

(First)

(Middle)

C/O ANGELO, GORDON & CO., L.P

245 PARK AVENUE, 26TH FLOOR

(Street)

NEW YORK

10167

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Baumgarten Joshua

(Last)

(First)

(Middle)

C/O ANGELO, GORDON & CO., L.P.

245 PARK AVENUE, 26TH FLOOR

(Street)

NEW YORK

10167

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SCHWARTZ ADAM R

(Last)

(First)

(Middle)

C/O ANGELO, GORDON & CO., L.P.

245 PARK AVENUE, 26TH FLOOR

(Street)

NEW YORK

10167

(City)

(State)

(Zip)

Explanation of Responses:

1. These securities were held directly by AG Energy Funding, LLC ("AG Energy Funding") for which Angelo, Gordon & Co, L.P. ("Angelo Gordon") is the manager. Josh Baumgarten and Adam Schwartz are the managing members of AG GP LLC ("AG GP"), which is the sole general partner of Angelo Gordon. Each of Messrs. Baumgarten and Schwartz, and AG GP may be deemed to control Angelo Gordon. Each of Angelo Gordon, AG GP and Messrs. Baumgarten and Schwartz disclaim beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein and this report shall not be deemed to be an admission that any of Angelo Gordon, AG GP, Mr. Baumgarten or Mr. Schwartz is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

2. AG Energy Funding may have converted the convertible note during its term into a number of shares of Class A Common Stock of U.S. Well Services, Inc. (the "Common Stock") equal to the outstanding principal and accrued but unpaid interest divided by a conversion price of $7, subject to adjustment. If the convertible note is outstanding as of maturity, the convertible note will automatically be converted into shares of Common Stock using the volume weighted average price. The convertible note was not able to be converted unless the Issuer filed a listing application with the Nasdaq Capital Market and that application had been approved. The convertible note may not be converted if the conversion would result in violations of Nasdaq Capital Market's change of control or certain other Nasdaq rules.

3. The price includes the payment for partially accrued in-kind interest or dividends.

4. AG Energy Funding may convert the convertible note during its term into a number of shares of Class A Common Stock of Common Stock equal to the outstanding principal and accrued but unpaid interest divided by a conversion price of $4.38, subject to adjustment. If the convertible note is outstanding as of maturity, the convertible note will automatically be converted into shares of Common Stock using the volume weighted average price. The convertible note may not be converted if the conversion would result in violations of Nasdaq Capital Market's change of control or shareholder approval limitations.

5. The Series A Redeemable Convertible Preferred Stock has no expiration date.

Remarks:

	/s/ Christopher D. Moore, as Attorney-in-Fact for Josh Baumgarten and Adam Schwartz, Managing Members of AG GP LLC, Managing Members of Angelo, Gordon & Co., L.P.	05/02/2022
	/s/ Christopher D. Moore, as Attorney-in-Fact for Josh Baumgarten and Adam Schwartz, Managing Members of AG GP LLC, Managing Members of Angelo, Gordon & Co., L.P., Manager of AG Funding, LLC	05/02/2022
	/s/ Christopher D. Moore, as Attorney-in-Fact for Josh Baumgarten and Adam Schwartz, Managing Members of AG GP LLC	05/02/2022
	/s/ Christopher D. Moore, as Attorney-in-Fact for Josh Baumgarten	05/02/2022
	/s/ Christopher D. Moore, as Attorney-in-Fact for Adam Schwartz	05/02/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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SEC Form 4 filed by Angelo Gordon & Co., L.P.