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ProFrac (ACDC) CFO granted 72,364 performance-share stocks after 2025 goals

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Harbour Austin reported acquisition or exercise transactions in this Form 4 filing.

ProFrac Holding Corp. Chief Financial Officer Harbour Austin received 72,364 shares of Class A Common Stock as a grant on March 9, 2026. The shares were issued at no cash cost as part of performance share awards granted on March 28, 2025, tied to EBITDA, free cash flow and other 2025 performance goals.

The performance conditions were certified by the Compensation Committee, releasing the performance-vesting restrictions on these shares. They will vest in three equal installments on March 28, 2026, March 28, 2027 and March 28, 2028, subject to Austin’s continued service and good standing. After this award, he holds 150,185 shares directly.

Positive

  • None.

Negative

  • None.

Insights

CFO award is routine performance-based equity compensation with no cash transaction.

The filing shows ProFrac’s CFO, Harbour Austin, acquiring 72,364 Class A Common shares via a grant valued at $0.00 per share. Footnotes explain these shares relate to performance share awards granted on March 28, 2025, based on EBITDA, free cash flow and other 2025 goals.

The Compensation Committee certified goal attainment, releasing performance conditions. The shares will vest equally on March 28, 2026, March 28, 2027 and March 28, 2028, contingent on continued service and good standing. Following this grant, Austin directly holds 150,185 shares, indicating a compensation-driven, non-market transaction rather than an open-market buy or sell.

Insider Harbour Austin
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Class A Common Stock, par value $0.01 72,364 $0.00 $0.00
Holdings After Transaction: Class A Common Stock, par value $0.01 — 150,185 shares (Direct)
Footnotes (1)
  1. F1. Represents shares of Company common stock issued under performance share awards granted to the reporting person on March 28, 2025. The award was subject to performance-vesting restrictions based on EBITDA, free cash flow and other performance criteria for the performance period from January 1, 2025 to December 31, 2025. The performance-vesting restrictions with respect to these shares were released on the date reported in Column 2 above upon certification of performance goal attainment by the Compensation Committee of the Company's Board of Directors. These shares will vest equally on March 28, 2026, March 28, 2027 and March 28, 2028, subject to the reporting person's continued service and good standing through each applicable vesting date.

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Form 4 Insider Transactions: What Each Field Means →
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*
Harbour Austin
(Last) (First) (Middle)
333 SHOPS BLVD
SUITE 301
(Street)
WILLOW PARK TX 76087
(City) (State) (Zip)
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)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 03/09/2026 A 72,364(1) A $0 150,185 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents shares of Company common stock issued under performance share awards granted to the reporting person on March 28, 2025. The award was subject to performance-vesting restrictions based on EBITDA, free cash flow and other performance criteria for the performance period from January 1, 2025 to December 31, 2025. The performance-vesting restrictions with respect to these shares were released on the date reported in Column 2 above upon certification of performance goal attainment by the Compensation Committee of the Company's Board of Directors. These shares will vest equally on March 28, 2026, March 28, 2027 and March 28, 2028, subject to the reporting person's continued service and good standing through each applicable vesting date.
/s/ Steven Scrogham, Attorney-in-Fact 03/11/2026
** 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.

Source: View Original Filing on SEC EDGAR