Wilks Brothers gets 1.07M ProFrac shares for services

ProFrac Holding Corp. reported a Form 4 transaction involving Class A common stock tied to a services arrangement.

Rhea-AI Filing Summary

ProFrac Holding Corp. reported a Form 4 transaction involving Class A common stock tied to a services arrangement. Wilks Brothers, LLC received 1,071,454 shares at $4.72 per share as a non-cash quarterly services fee under a Shared Services Agreement with an indirect ProFrac subsidiary. Following this transaction, entities associated with Dan H. Wilks report indirect ownership of 86,743,609 Class A shares, with Wilks potentially deemed to share voting and investment power through his 50% ownership and managerial role in Wilks Brothers, while disclaiming beneficial ownership beyond his pecuniary interest.

Insider Trade Summary

Other: 1,071,454 shares

Other 1 txn

Insider Wilks Dan H.

Role 10% Owner

Type	Security	Shares	Price	Value
Other	Class A common stock, par value $0.01 per share	1,071,454	$4.72	$5.06M

Holdings After Transaction: Class A common stock, par value $0.01 per share — 86,743,609 shares (Indirect, See Footnotes)

Footnotes (4)

1. F1. Shares of the Issuer's Class A common stock were acquired by Wilks Brothers, LLC, a Texas limited Liability company ("Wilks Brothers") pursuant to the terms of the Shared Services Agreement, dated May 3, 2022, between Wilks Brothers and ProFrac Holdings II, LLC, an indirect wholly-owned subsidiary of the Issuer ("PFII"), as amended by a Letter Agreement dated June 30, 2025 (as amended, the "Services Agreement")
2. F2. Under the Services Agreement, PFII was required to pay in arrears upon satisfaction of an approval condition, a quarterly services fee of $1,750,000 in shares of the Issuer's Class A Common Stock, until a specified liquidity condition is satisfied. The number of shares issued each quarter is determined by dividing the applicable services fee by the 10-day volume-weighted average price of the Issuer's Common Stock at the end of the quarter. With respect to the Q4 2025 issuance, the liquidity condition was satisfied during the quarter, resulting in a prorated services fee of $1,557,692.31 for the partial period.
3. F3. Reflects shares of the Issuer's Class A common stock held directly by Wilks Brothers. Dan H. Wilks, as 50% owner and a Manager of Wilks Brothers, may be deemed to exercise voting and investment power over the shares of the Issuer's Class A common stock directly owned by Wilks Brothers, and therefore may be deemed to beneficially own such shares.
4. F4. Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

Key Figures

Shares issued for services: 1,071,454 shares Reference price per share: $4.72 per share Indirect holdings after transaction: 86,743,609 shares +2 more

5 metrics

Shares issued for services 1,071,454 shares Class A common stock issued to Wilks Brothers LLC

Reference price per share $4.72 per share Transaction price for Class A common stock

Indirect holdings after transaction 86,743,609 shares Total ProFrac Class A shares indirectly held post-transaction

Quarterly services fee $1,750,000 Standard quarterly fee under Services Agreement

Prorated Q4 2025 services fee $1,557,692.31 Partial-period fee after liquidity condition was met

Key Terms

Shared Services Agreement, Class A common stock, volume-weighted average price, liquidity condition, +1 more

5 terms

Shared Services Agreement financial

"pursuant to the terms of the Shared Services Agreement, dated May 3, 2022"

Class A common stock financial

"Shares of the Issuer's Class A common stock were acquired by Wilks Brothers, LLC"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

volume-weighted average price financial

"determined by dividing the applicable services fee by the 10-day volume-weighted average price"

Volume-weighted average price (VWAP) is the average price of a stock over a specific time period where each trade is weighted by the number of shares traded, so larger trades influence the average more than small ones. Investors and traders use VWAP as a reference point to judge whether trades are happening at relatively good or poor prices—like checking the average price paid for an item at a market where bulk purchases count more than single-item buys.

liquidity condition financial

"until a specified liquidity condition is satisfied. The number of shares"

pecuniary interest financial

"disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did the ProFrac (ACDC) Form 4 filing report for Dan H. Wilks?

The Form 4 shows a non-market stock transaction linked to a services agreement. Wilks Brothers, LLC received 1,071,454 ProFrac Class A shares as payment in kind, with Dan H. Wilks reporting indirect ownership through his 50% stake and managerial role in Wilks Brothers.

How many ProFrac shares did Wilks Brothers LLC receive in this transaction?

Wilks Brothers, LLC received 1,071,454 shares of ProFrac Class A common stock. These shares were issued as a quarterly services fee under a Shared Services Agreement, calculated using a 10-day volume-weighted average price to convert a cash fee into stock compensation.

What price per share was used to issue ProFrac (ACDC) stock to Wilks Brothers?

The transaction used a reference price of $4.72 per ProFrac Class A share. This price helped convert an earned services fee into 1,071,454 shares, reflecting stock-based payment rather than cash under the existing Shared Services Agreement with ProFrac’s indirect subsidiary.

What is the size of Dan H. Wilks’ indirect ProFrac shareholdings after this Form 4?

After the reported transaction, entities associated with Dan H. Wilks hold 86,743,609 ProFrac Class A shares indirectly. This position is reported through Wilks Brothers, LLC, where he is a 50% owner and manager, while he disclaims beneficial ownership beyond his pecuniary interest.

How is the quarterly services fee to Wilks Brothers LLC calculated under the agreement?

The Shared Services Agreement sets a quarterly fee of $1,750,000, payable in ProFrac Class A shares. The number of shares each quarter is determined by dividing the fee by the 10-day volume-weighted average stock price, aligning compensation value with recent market trading levels.

Why was the Q4 2025 ProFrac services fee to Wilks Brothers prorated?

For Q4 2025, a liquidity condition in the Services Agreement was satisfied during the quarter, so the fee was prorated. The resulting services fee was $1,557,692.31 for the partial period, which was then settled in ProFrac Class A common shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 06/29/2026 - 06:31 PM Learn about SEC filing dates

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^*

Wilks Dan H.

(Last) (First) (Middle)

17018 INTERSTATE 20

(Street)

CISCO TEXAS 76437

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A common stock, par value $0.01 per share	06/25/2026		J(1)		1,071,454(2)	A	$4.72	86,743,609	I	See Footnotes(3)(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares of the Issuer's Class A common stock were acquired by Wilks Brothers, LLC, a Texas limited Liability company ("Wilks Brothers") pursuant to the terms of the Shared Services Agreement, dated May 3, 2022, between Wilks Brothers and ProFrac Holdings II, LLC, an indirect wholly-owned subsidiary of the Issuer ("PFII"), as amended by a Letter Agreement dated June 30, 2025 (as amended, the "Services Agreement")

2. Under the Services Agreement, PFII was required to pay in arrears upon satisfaction of an approval condition, a quarterly services fee of $1,750,000 in shares of the Issuer's Class A Common Stock, until a specified liquidity condition is satisfied. The number of shares issued each quarter is determined by dividing the applicable services fee by the 10-day volume-weighted average price of the Issuer's Common Stock at the end of the quarter. With respect to the Q4 2025 issuance, the liquidity condition was satisfied during the quarter, resulting in a prorated services fee of $1,557,692.31 for the partial period.

3. Reflects shares of the Issuer's Class A common stock held directly by Wilks Brothers. Dan H. Wilks, as 50% owner and a Manager of Wilks Brothers, may be deemed to exercise voting and investment power over the shares of the Issuer's Class A common stock directly owned by Wilks Brothers, and therefore may be deemed to beneficially own such shares.

4. Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

	/s/ Robert B. Early, Attorney-in-Fact	06/29/2026
	** 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)