Welcome to our dedicated page for ProFrac Holding SEC filings (Ticker: ACDC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
ProFrac Holding Corp. filings document the regulatory record for a Delaware energy-services company with Class A common stock registered under ticker ACDC on the Nasdaq Global Select Market. Recent Form 8-K reports furnish quarterly and annual operating results and disclose material financing and capital-structure matters, including credit agreement amendments, senior secured floating rate notes and common-stock offering activity.
Proxy materials describe annual meeting procedures, stockholder voting matters and governance disclosures. Other company filings cover executive compensation arrangements, performance-based restricted stock units under the 2022 Long Term Incentive Plan, registered securities, and the treatment of furnished earnings releases and material agreements.
ProFrac Holding Corp., through its indirect subsidiary ProFrac Holdings II, LLC, issued $25 million aggregate principal amount of Senior Secured Floating Rate Notes due 2029 in a private placement to Beal Bank USA. These New Notes were issued as additional notes under the existing indenture dated December 27, 2023, as supplemented by a Sixth Supplemental Indenture signed on January 7, 2026.
The company plans to use the net proceeds primarily to fund capital expenditures, with any remaining amount for general corporate purposes. The New Notes will form a single series with the previously issued notes under the same indenture and share substantially identical terms and collateral, differing mainly in issue date, issue price and first payment date.
ProFrac Holding Corp. (ACDC) reported a weaker Q3 2025 as lower customer activity pressured results. Revenue was $403.1 million versus $575.3 million a year ago, driving an operating loss of $78.8 million and a net loss attributable to the company of $100.9 million (loss per share $0.60). Services revenue fell sharply, while product sales also declined.
The company moved to bolster liquidity amid a depressed commodity environment. In August, it issued 20.6 million Class A shares at $4.00, generating $79.0 million in net proceeds. It also obtained commitments for an additional $40.0 million of 2029 Senior Notes, with issuance deferred to December 15, 2025, and sold a Flotek intercompany note for about $40.0 million in November. Cash was $58.0 million and total long‑term debt, net, was $911.6 million at quarter‑end; ABL availability was roughly $41.1 million. Operating cash flow for the first nine months was $140.0 million against capital expenditures of $133.3 million. Shares outstanding were 180,871,183 Class A as of November 6, 2025.
ProFrac Holding Corp. (ACDC) furnished an earnings press release announcing its financial results for the quarter ended September 30, 2025. The release was provided as Exhibit 99.1 to a Form 8-K dated November 10, 2025.
The company states the information in Item 2.02, including Exhibit 99.1, is furnished and not deemed filed under Section 18 of the Exchange Act. The press release also includes forward-looking statements with a cautionary note. Additional exhibits include the Cover Page Interactive Data File (Exhibit 104).
ProFrac Holding Corp. (ACDC) insiders Farris C. Wilks and Jo Ann Wilks reported an in‑kind, no‑consideration reallocation on 09/09/2025 tied to a partnership distribution (transaction code J).
The filing shows 977,771 shares of Class A common stock were disposed of indirectly at $0, and 431,380 shares were acquired directly at $0. Following these transactions, the reporting person shows 4,096,512 shares beneficially owned directly, and 7 shares held indirectly through FARJO Holdings, as described in the footnotes.
Footnotes indicate the movement arose from a pro rata in‑kind distribution by Farjo Holdings, LP to its partners, with managerial control relationships and standard beneficial ownership disclaimers noted.
ProFrac Holding Corp. approved, by written consent of majority stockholders, the issuance of Class A common shares to pay a $7,000,000 annual services fee to Wilks Brothers under a shared services agreement. Payments will be made in stock until ProFrac Holdings and its subsidiaries meet a Liquidity threshold of $120,000,000 as defined in the ABL Credit Agreement.
The stock amount each quarter will be determined by dividing $1,750,000 (subject to pro‑ration) by the 10‑day VWAP at quarter‑end. After the Liquidity Condition is satisfied, the fee reverts to cash payments under the original agreement. The action becomes effective on or about November 10, 2025, approximately 20 days after this information statement is distributed.
As of the September 19, 2025 record date, 180,871,183 Class A shares were outstanding. Majority stockholders held 137,214,392 shares (about 75.86%) and executed the written consent. Issuing shares for the services fee may dilute existing holders; newly issued shares will have the same rights as current Class A stock.
ProFrac Holding Corp. is informing Class A stockholders that its subsidiary, ProFrac Holdings II, LLC, amended a $7,000,000 annual Shared Services Agreement with Wilks Brothers by entering into a Letter Agreement on June 30, 2025. Under the amendment, quarterly service payments equal to $1,750,000 will be payable in shares of Class A common stock (using a 10-day VWAP formula) until the borrower subsidiary satisfies a Liquidity Condition of $120,000,000 as measured in the most recently delivered Borrowing Base Certificate. The Company notes the amendment was a condition to certain June 2025 financing transactions, including the private placement of $60.0M of Senior Secured Floating Rate Notes by PF Holdings II.
The Audit Committee approved the stock-based payment approach and the Majority Stockholders (holding ~75.86% of Class A as of the record date) executed written consent approving issuance under the Letter Agreement. The Information Statement is being furnished to inform stockholders of the Corporate Action and to satisfy disclosure and Nasdaq/Exchange Act requirements; no further shareholder vote is required under governing law and charter documents.
ProFrac Holding Corp. filed a Form S-3 shelf registration describing potential offerings of equity and preferred securities and embedding disclosures about governance, outstanding reserved shares and major selling stockholders. The filing notes 3,120,708 Class A shares reserved under the 2022 Long Term Incentive Plan and 2,750,000 shares reserved under the 2025 Employee Stock Purchase Plan, plus 3,171,970 Class A shares potentially issuable on conversion of Series A Preferred Stock (assuming conversion on September 30, 2026 with a stated liquidation preference). The filing identifies key selling parties (including THRC Holdings, FARJO Holdings and members of the Wilks family) and quantifies holdings such as 80,623,143 Class A shares held by THRC Holdings and an aggregate listed selling figure of 82,569,069 shares. Corporate charter and bylaw provisions that can limit takeover attempts are described, including advance notice requirements, the board’s ability to authorize undesignated preferred stock, and board composition and voting controls tied to the ProFrac Stockholders’ Agreement. The registration references multiple incorporated exhibits and prior SEC filings for material agreements, indentures and the Series A Preferred terms.
Matthew Wilks, Executive Chairman and Director of ProFrac Holding Corp. (ACDC), filed a Form 4 reporting transactions dated 09/08/2025. The filing shows two purchases of Class A common stock: 25,000 shares at $3.78 and 18,297 shares at $3.83, with resulting reported beneficial ownership counts of 403,800 and 422,097 respectively, held indirectly through JCMWZ, LLC. The form also lists 1,570,544 Class A shares marked as disposed (D) in the non-derivative section. The reporting person is identified as the manager of JCMWZ, LLC and disclaims beneficial ownership except for pecuniary interest. The form is signed by an attorney-in-fact on 09/09/2025.
ProFrac Holding Corp. filed a Form S-8 to register securities for its new 2025 Employee Stock Purchase Plan, which allows eligible employees to buy company stock through a formal program. The company incorporates by reference its existing and future Exchange Act reports so that ongoing SEC filings automatically update the plan prospectus.
The filing details how directors and officers are indemnified under Delaware law, the company’s charter and bylaws, and separate indemnification agreements, and notes existing directors’ and officers’ liability insurance. ProFrac also agrees to standard undertakings, including updating the registration statement for material changes and removing unsold securities at the end of the offering. The document is signed by senior leadership, including the executive chairman, chief executive officer, and chief financial officer.
ProFrac Holding Corp. reported that underwriters in its recent Class A common stock offering partially exercised their overallotment option, purchasing an additional 1,840,998 shares on August 25, 2025. These additional shares, called the Option Shares, generated approximately $7.1 million in aggregate net proceeds for the company after underwriting fees and commissions and before expenses.
The issuance and sale of the Option Shares closed on August 27, 2025, further increasing the equity capital ProFrac raised from its previously completed underwritten public offering of Class A common stock.