CJ 2018 Supplement to Proxy Statment

long-term incentive equity awards in the first regular LTI grant. The Compensation Committee intends to increase the allocation of performance-based long-term incentive equity awards in the regular annual LTI grant in 2018 and future years. A significant portion of total 2017 compensation provided to each Named Executive Officer was in the form of long-term incentive equity awards, including the special, one-time Emergence Awards. Rationale for Emergence Awards is discussed in detail in the 2018 Proxy Statement. Given that all prior C&J equity (both outstanding equity awards and common stock) was cancelled as a result of the Chapter 11 Proceeding, the Compensation Committee believed that time-based equity awards with a portion immediately vesting was critical to retaining and motivating our executives and creating alignment with stockholders. For similar reasons, the Compensation Committee believed it was necessary and appropriate to provide the regular annual LTI grant at year end, which also re-established a retention-focused normal cycle. In determining the timing, size and structure of the Emergence Awards and the subsequent regular LTI Awards, as well as the 2017 STIP, the Compensation Committee engaged an independent, third-party compensation consultant, to ensure that the total compensation provided in 2017 was in line with industry practices and a relevant peer group (i.e. those that had completed a bankruptcy with similar impact to stockholders), incorporated prevailing governance standards, and provided a balanced mix of performance-based compensation designed to link our executive officers’ compensation with our performance while also aligning our executive officers’ interests with those of our stockholders. We have also engaged, and will continue to engage, with stockholders to receive feedback on our compensation program, including which metrics are viewed as most preferable and most appropriate for performance-based compensation. Reflecting our commitment to integrity and transparency, we encourage meaningful engagement with our stockholders to ensure that our stockholders are—and remain—confident that our Board is managing C&J in the best interest of our stockholders. We have and will continue to regularly engage with our stockholders to ensure we have a clear understanding of, and opportunity to respond to, our stockholders’ views on our performance and strategy, as well as our compensation and governance policies and practices. Additionally, following the filing of the 2018 Proxy Statement, we proactively reached out to our 15 largest stockholders seeking their views on the important issues discussed in the 2018 Proxy Statement. Recommendation The Board of Directors has made positive changes to its executive compensation program based on stockholder input, and we continue to actively engage with our stockholders on a variety of matters, including those related to our compensation program. Therefore, we urge our stockholders to vote “FOR” the Current Say on Pay Proposal. Director Election Proposal The Board has nominated Stuart Brightman and Michael Zawadzki for re-election as Class I directors. Messrs. Brightman and Zawadzki are highly effective, independent directors. Mr. Brightman has broad oilfield services and executive management experience, deep knowledge of current trends and best practices in the industry, and proven leadership and business capabilities. Mr. Zawadzki has extensive knowledge and expertise in the energy industry, including public and private company board experience, and strong capabilities with respect to corporate finance, financial accounting and mergers and acquisitions, as well as planning and analysis. Together, they contribute intangible qualities such as critical thinking and analysis and industry knowledge, which, taken together, provide us with the variety and depth of knowledge, experience and perspective that are critical to the effective oversight, direction and vision of the Board as a whole. 5