ProFrac (NASDAQ: ACDC) CLO reports equity award-related share disposals

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

ProFrac Holding Corp. insider Steven Scrogham, the company’s CLO, CCO and Corporate Secretary, reported multiple dispositions of Class A common stock on March 27, 2026. Several blocks of shares were returned to the issuer at $6.63 per share in connection with equity awards that vested that day and were settled in cash.

Additional shares were disposed of to satisfy withholding taxes tied to vested restricted stock units and performance-based restricted stock units granted under the 2022 Long Term Incentive Plan. Following these compensation- and tax-related transactions, Scrogham directly holds 83,196 shares of ProFrac Class A common stock.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider Scrogham Steven

Role CLO, CCO & Corp. Sec.

Type	Security	Shares	Price	Value
Disposition	Class A common stock, par value $0.01 per share	5,366	$6.63	$36K
Disposition	Class A common stock, par value $0.01 per share	11,462	$6.63	$76K
Disposition	Class A common stock, par value $0.01 per share	12,429	$6.63	$82K
Disposition	Class A common stock, par value $0.01 per share	7,830	$6.63	$52K
Tax Withholding	Class A common stock, par value $0.01 per share	11,938	$0.00	--

Holdings After Transaction: Class A common stock, par value $0.01 per share — 126,855 shares (Direct)

Footnotes (1)

Reflects the partial disposal of performance-based shares of Company common stock, granted on March 13, 2025 under the 2024 performance-based award, which vested on March 27, 2026, and were settled with the reporting person in cash. The remaining shares granted on March 13, 2025 will vest March 26, 2027, subject to the reporting person's continued employment and good standing through the applicable vesting date. Reflects the partial disposal of restricted stock units granted to the reporting person on March 28, 2024, which vested on March 27, 2026 and were settled with the reporting person in cash. The remaining shares granted on March 28, 2024 will vest March 26, 2027, subject to the reporting person's continued employment and good standing through the applicable vesting date. Reflects the partial disposal of restricted stock units granted to the reporting person on March 28, 2025, which vested on March 27, 2026 and were settled with the reporting person in cash. The remaining shares granted on March 28, 2025 will vest equally on March 26, 2027 and March 28, 2028, subject to the reporting person's continued employment and good standing through the applicable vesting date. Reflects the partial disposal of performance-based shares of Company common stock, granted on March 9, 2026 under the 2025 performance-based award, which vested on March 27, 2026, and were settled with the reporting person in cash. The remaining shares granted on March 9, 2026 will vest equally on March 26, 2027 and March 28, 2028, subject to the reporting person's continued employment and good standing through the applicable vesting date. Represents aggregate disposed shares, settled in cash, to satisfy withholding taxes applicable upon vesting of the March 28, 2024 and March 28, 2025 grants of restricted stock units, including performance-based restricted stock units, under the 2022 Long Term Incentive Plan. This disposal covers withholding taxes applicable for all shares which vested on March 27, 2026.

Key Figures

Issuer disposition block: 5,366 shares at $6.63 Issuer disposition block: 11,462 shares at $6.63 Issuer disposition block: 12,429 shares at $6.63 +3 more

6 metrics

Issuer disposition block 5,366 shares at $6.63 Class A common stock disposed to issuer on March 27, 2026

Issuer disposition block 11,462 shares at $6.63 Class A common stock disposed to issuer on March 27, 2026

Issuer disposition block 12,429 shares at $6.63 Class A common stock disposed to issuer on March 27, 2026

Issuer disposition block 7,830 shares at $6.63 Class A common stock disposed to issuer on March 27, 2026

Tax-withholding shares 11,938 shares Disposed to satisfy withholding taxes for awards vesting March 27, 2026

Post-transaction holdings 83,196 shares Class A common stock directly owned after March 27, 2026

Key Terms

performance-based shares, restricted stock units, 2022 Long Term Incentive Plan, withholding taxes, +1 more

5 terms

performance-based shares financial

"Reflects the partial disposal of performance-based shares of Company common stock, granted on March 13, 2025 under the 2024 performance-based award"

restricted stock units financial

"Reflects the partial disposal of restricted stock units granted to the reporting person on March 28, 2024"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2022 Long Term Incentive Plan financial

"including performance-based restricted stock units, under the 2022 Long Term Incentive Plan"

withholding taxes financial

"settled in cash, to satisfy withholding taxes applicable upon vesting of the March 28, 2024 and March 28, 2025 grants"

Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.

settled in cash financial

"which vested on March 27, 2026, and were settled with the reporting person in cash"

Form 4 Insider Transactions: What Each Field Means →

03/31/2026 - 05:28 PM

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Scrogham Steven

(Last)

(First)

(Middle)

C/O PROFRAC HOLDING CORP

333 SHOPS BOULEVARD, SUITE 301

(Street)

WILLOW PARK

TEXAS

76087

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ProFrac Holding Corp. [ ACDC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CLO, CCO & Corp. Sec.

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/27/2026

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

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

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

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)
Class A common stock, par value $0.01 per share	03/27/2026		D		5,366⁽¹⁾	D	$6.63	126,855	D
Class A common stock, par value $0.01 per share	03/27/2026		D		11,462⁽²⁾	D	$6.63	115,393	D
Class A common stock, par value $0.01 per share	03/27/2026		D		12,429⁽³⁾	D	$6.63	102,964	D
Class A common stock, par value $0.01 per share	03/27/2026		D		7,830⁽⁴⁾	D	$6.63	95,134	D
Class A common stock, par value $0.01 per share	03/27/2026		F		11,938⁽⁵⁾	D	$0	83,196	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)
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)

Explanation of Responses:

1. Reflects the partial disposal of performance-based shares of Company common stock, granted on March 13, 2025 under the 2024 performance-based award, which vested on March 27, 2026, and were settled with the reporting person in cash. The remaining shares granted on March 13, 2025 will vest March 26, 2027, subject to the reporting person's continued employment and good standing through the applicable vesting date.

2. Reflects the partial disposal of restricted stock units granted to the reporting person on March 28, 2024, which vested on March 27, 2026 and were settled with the reporting person in cash. The remaining shares granted on March 28, 2024 will vest March 26, 2027, subject to the reporting person's continued employment and good standing through the applicable vesting date.

3. Reflects the partial disposal of restricted stock units granted to the reporting person on March 28, 2025, which vested on March 27, 2026 and were settled with the reporting person in cash. The remaining shares granted on March 28, 2025 will vest equally on March 26, 2027 and March 28, 2028, subject to the reporting person's continued employment and good standing through the applicable vesting date.

4. Reflects the partial disposal of performance-based shares of Company common stock, granted on March 9, 2026 under the 2025 performance-based award, which vested on March 27, 2026, and were settled with the reporting person in cash. The remaining shares granted on March 9, 2026 will vest equally on March 26, 2027 and March 28, 2028, subject to the reporting person's continued employment and good standing through the applicable vesting date.

5. Represents aggregate disposed shares, settled in cash, to satisfy withholding taxes applicable upon vesting of the March 28, 2024 and March 28, 2025 grants of restricted stock units, including performance-based restricted stock units, under the 2022 Long Term Incentive Plan. This disposal covers withholding taxes applicable for all shares which vested on March 27, 2026.

	/s/ Steven Scrogham	03/31/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did ProFrac (ACDC) executive Steven Scrogham report on this Form 4?

Steven Scrogham reported several dispositions of ProFrac Class A common stock on March 27, 2026. Shares were returned to the issuer and used to cover tax obligations when performance-based shares and restricted stock units vested and were settled in cash under the company’s long-term incentive arrangements.

How many ProFrac (ACDC) shares does Steven Scrogham own after the reported transactions?

After the March 27, 2026 transactions, Steven Scrogham directly owns 83,196 shares of ProFrac Class A common stock. This figure reflects his remaining position following the issuer dispositions and tax-withholding related share transfers tied to vested equity awards under the long-term incentive plan.

Were Steven Scrogham’s ProFrac (ACDC) Form 4 transactions open-market stock sales?

The reported transactions were not open-market sales. They are coded as dispositions to the issuer and tax-withholding dispositions, tied to vesting of performance-based shares and restricted stock units that were settled in cash, rather than discretionary buying or selling of ProFrac shares in the market.

What equity awards are involved in Steven Scrogham’s ProFrac (ACDC) Form 4 filing?

The filing involves performance-based shares and restricted stock units granted on March 13, 2025, March 28, 2024, March 28, 2025 and March 9, 2026. Portions vested on March 27, 2026 and were settled in cash, with remaining tranches scheduled to vest in 2027 and 2028, subject to continued employment.

Why were some of Steven Scrogham’s ProFrac (ACDC) shares disposed of for tax withholding?

One transaction reflects shares disposed and settled in cash to satisfy withholding taxes when restricted stock units, including performance-based units, vested on March 27, 2026. These tax-withholding dispositions occur automatically under the 2022 Long Term Incentive Plan to cover applicable income and payroll tax liabilities.

What future vesting dates are disclosed for Steven Scrogham’s ProFrac (ACDC) equity awards?

Remaining portions of the March 13, 2025 and March 28, 2024 grants are scheduled to vest on March 26, 2027. Remaining portions of the March 28, 2025 and March 9, 2026 grants will vest equally on March 26, 2027 and March 28, 2028, subject to continued employment and good standing.