Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 23, 2023, Philip B. Smith notified the Board of Directors (the "Board") of Unit Corporation (the "Company") that he is stepping down as President and Chief Executive Officer (CEO) of the Company effective March 31, 2023. Mr. Smith will continue to serve as Chairman of the Board of the Company.

His decision to step down was due to his desire to spend more time working on his nonprofit projects and other endeavors, and not due to any disagreement with the Company on any matter relating to the Company's operations, policies or practices (financial or otherwise).

In connection with Mr. Smith stepping down as President and CEO, the Board has approved (i) a pro-rated vesting of his outstanding time-based equity awards scheduled to vest on the next applicable vesting date based on the number of days worked during the then-current vesting period, and (ii) extending the time that Mr. Smith can exercise his options to the expiration date set forth in his award agreement governing the options.

To fill the vacancy created by Mr. Smith's resignation, on February 28, 2023, the Board appointed Phil Frohlich as interim Chief Executive Officer, effective April 1, 2023, until the Board names a successor. Mr. Frohlich has been a member of the Board since September 3, 2020. Additional information regarding, among other things, Mr. Frohlich's background, is contained in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 31, 2022, and is incorporated herein by reference.

Mr. Frohlich will not receive an annual base salary for his service as Chief Executive Officer. He will continue to receive his director compensation. No bonuses or equity awards were granted in connection with his appointment.

Mr. Frohlich does not have any family relationships with any executive officer or director of the Company. He is not party to any transaction requiring disclosure under Item 404(a) of Regulation S-K.

There are no arrangements or understandings with the Company, or any other persons, under which Mr. Frohlich was elected to serve as an officer of the Company.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits.

 Exhibit Number   Description
      99.1          Press release of Unit Corporation dated March 1, 2023


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