Exhibit 10.35

 

	

    	
Fort Worth

777 Main Street   Suite 2900

Fort Worth TX 76102
   Office: 817.862.2000
   Toll Free: 866.877.1008

Fax: 817.339.3640
    


 

December 19, 2016

 

Karen Thornton

VP Human Resources

Hand Delivered

 

Re: Updated Retention Bonus Offer 

 

Dear Karen,

 

On August 5, 2015, you received a letter awarding you a retention bonus in recognition of your contributions and your support of our cost containment initiatives during the oil and gas economic downturn. To this day, the downturn continues; noted as one of the most severe in our industry’s history.

 

Despite our best efforts and industry leading results, we still have a lot of work to do in order to meet our milestones. In recognition of all you have done to keep FTSI moving forward, I would like to offer you a revised bonus and salary replacement schedule. If accepted, this arrangement will replace and cancel your letter dated August 5, 2015.

 

As described below, the bonus and salary replacement will be paid in a manner designed for our future growth and accomplishments.

 


	
Milestone
    	
 
    	
Bonus Amount Paid
    	
 
    	
Salary Reinstatement
    
	
 
    	
 
    	
 
    	
 
    	
 
    
	
December 25, 2016
    	
 
    	
5% of Salary (as of   August 8, 2015)
    	
 
    	
50% of August 9,   2015 reduction
    
	
 
    	
 
    	
payable on 12/ 30/16   pay date
    	
 
    	
beginning as of 1/13/2017 pay date
    
	
 
    	
 
    	
 
    	
 
    	
 
    
	
Later of July 1,   2017
    	
 
    	
 
    	
 
    	
 
    
	
payable as of 7/14/17   pay
    	
 
    	
25% of Salary (as of   8/8/15)
    	
 
    	
50% of August 9,   2015 reduction
    
	
date
    	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    
	
or
    	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    
	
Achievement of monthly Adjusted EBITDA averaging   $15M for 3 consecutive months
    	
 
    	
 
    	
 
    	
 
    




 

As before, to be eligible for the retention bonus payments, you must be an active full-time employee of the Company on the applicable bonus payment dates. If you are terminated for cause, you will not be eligible for the retention bonus payable thereafter. If you are terminated without cause or the Company completes a sale of a majority of its equity (other than an IPO) or substantially all of its assets, the retention bonus will be paid to you in the next available pay cycle. You must sign FTSI’s Separation and Release Agreement in order to receive this payment.

 











 

We have put our minds to work every day, overcoming obstacles and making personal sacrifices. Today, we are well on our way to capturing greater market share, and with our improved efficiencies, and we have set the stage for ongoing growth and profitability. To succeed, I continue to need you to be engaged in the business at hand. So as we enter the home stretch of our journey, continue to be creative and passionate about what we do every day.

 

	
Sincerely,
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
/s/ Michael Doss
    	
 
    	
 
    
	
Michael Doss
    	
 
    	
 
    
	
Chief Executive   Officer
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
I agree to and   accept the terms set forth in this letter.
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
/s/ Karen   Thornton
    	
 
    	
12/20/2016
    
	
Employee   Signature
    	
 
    	
Date