Flowco Holdings (NYSE: FLOC) updates Q1 2026 report to correct officer certifications

Rhea-AI Filing Summary

Flowco Holdings Inc. filed Amendment No. 1 to its report for the three months ended March 31, 2026. The sole purpose is to restore language that was inadvertently omitted from paragraph 4 of the CEO and CFO certification exhibits (31.1 and 31.2) in the original filing.

The amendment includes only the cover page, an explanatory note, and updated certification and XBRL-related exhibits. It makes no other changes to the original report and does not update for events after the original filing date. As of May 1, 2026, there were approximately 41,824,162 Class A and 48,521,254 Class B shares outstanding.

Key Figures

Class A shares outstanding: 41,824,162 shares Class B shares outstanding: 48,521,254 shares Amendment number: Amendment No. 1

3 metrics

Class A shares outstanding 41,824,162 shares As of May 1, 2026

Class B shares outstanding 48,521,254 shares As of May 1, 2026

Amendment number Amendment No. 1 To report for three months ended March 31, 2026

Key Terms

Explanatory Note, Rule 13a-14(a) / 15d-14(a), Interactive Data File, inline XBRL document, +2 more

6 terms

Explanatory Note regulatory

"Explanatory Note The purpose of this Amendment No. 1 to our Annual Report"

Rule 13a-14(a) / 15d-14(a) regulatory

"31.1* | Rule 13a-14(a) / 15d-14(a) Certification of Principal Executive Officer."

Interactive Data File technical

"XBRL Instance Document. The instance document does not appear in the Interactive Data File"

inline XBRL document technical

"its XBRL tags are embedded within the inline XBRL document."

principal executive officer financial

"Certification of the Principal Executive Officer, and Exhibit 31.2"

The principal executive officer is the highest-ranking manager who leads a company’s overall strategy, operations and public communication—often acting like the captain of a ship who sets direction and makes final calls. Investors watch this person because their decisions, credibility and ability to deliver results shape company performance, risk and market confidence, and changes in that role can directly affect stock value and corporate accountability.

principal financial officer financial

"Certification of the Principal Executive Officer, and Exhibit 31.2, Certification of the Principal Financial Officer"

The principal financial officer is the senior executive who runs a company's financial operations: preparing and certifying financial reports, managing accounting controls, budgets and cash flow, and advising on financial strategy. Investors care about this role because its competence affects how trustworthy the company’s numbers are, how well it manages risk and capital needs, and the credibility of forecasts—like the chief navigator steering a firm's financial course.

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

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FAQ

What is the purpose of Flowco Holdings (FLOC) Amendment No. 1?

The amendment corrects omitted language in CEO and CFO certification exhibits 31.1 and 31.2. It restores required wording in paragraph 4 of these certifications while leaving all other disclosures from the original report unchanged.

Does Flowco Holdings (FLOC) Amendment No. 1 change any 2026 financial results?

The amendment does not change financial results or other disclosures. It only updates the certification exhibits and explicitly states that no other parts of the original report are modified or updated by this filing.

Which exhibits are included in Flowco Holdings (FLOC) Amendment No. 1?

The filing includes updated CEO and CFO certifications (Exhibits 31.1 and 31.2) plus XBRL-related exhibits 101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, 101.PRE, and 104, along with the cover page and explanatory note.

How many Flowco Holdings (FLOC) shares were outstanding on May 1, 2026?

As of May 1, 2026, Flowco reports approximately 41,824,162 shares of Class A common stock outstanding and approximately 48,521,254 shares of Class B common stock outstanding, providing a snapshot of its equity structure at that date.

Does Flowco Holdings (FLOC) Amendment No. 1 address events after the original filing?

The amendment explicitly does not reflect subsequent events after the original report’s filing date. It is limited to fixing the certifications and instructs readers to review it together with the original report and other SEC filings.

--12-310002035149Q1NYSETX0002035149exch:XNYS2026-01-012026-03-3100020351492026-01-012026-03-310002035149us-gaap:CommonClassBMember2026-05-010002035149us-gaap:CommonClassAMember2026-05-010002035149exch:XCHI2026-01-012026-03-31xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q/A

Amendment No. 1

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-42477

Flowco Holdings Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware	99-4382473
( State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1300 Post Oak Blvd., Suite 450 Houston, TX	77056
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (713) 997-4877

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A common stock, par value $0.0001 per share		FLOC		New York Stock Exchange
Class A common stock, par value $0.0001 per share		FLOC		NYSE Texas, Inc.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer		☐		Accelerated filer		☐
Non-accelerated filer		☒		Smaller reporting company		☐
Emerging growth company		☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of May 1, 2026, the number of shares of the registrant’s Class A common stock outstanding was approximately 41,824,162, and the number of shares of the registrant’s Class B common stock outstanding was approximately 48,521,254.

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Explanatory Note

The purpose of this Amendment No. 1 to our Annual Report on Form 10-Q for the three months ended March 31, 2026, originally filed with the Securities and Exchange Commission (the “SEC”) on May 6, 2026 (the “Original Report”), is to correct an inadvertent omission of certain language from paragraph 4 of Exhibit 31.1, Certification of the Principal Executive Officer, and Exhibit 31.2, Certification of the Principal Financial Officer filed with the Original Report. This Amendment No. 1 contains only the Cover Page, this Explanatory Note and Exhibits 31.1 and 31.2. No other changes have been made to the Original Report. This Amendment No. 1 does not reflect subsequent events occurring after the original filing date of the Original Report or modify or update in any way disclosures made in the Original Report. Accordingly, this Amendment No. 1 should be read in conjunction with the Original Report and our other filings with the SEC.

Item 15. Exhibits and Financial Statements Schedules

(b) The following documents are filed as exhibits to this Amendment No. 1:

Exhibit Number	Exhibit Description
31.1*	Rule 13a-14(a) / 15d-14(a) Certification of Principal Executive Officer.
31.2*	Rule 13a-14(a) / 15d-14(a) Certification of Principal Financial Officer.
101.INS*	XBRL Instance Document. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document.
101.SCH*	XBRL Taxonomy Extension Schema.
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase.
101.LAB*	XBRL Taxonomy Extension Label Linkbase.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase.
104*	Cover Page Interactive Data File. The cover page interactive data file does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document (contained in Exhibit 101).

* Filed herewith

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		Flowco Holdings Inc.
Date: July 2, 2026		By:	/s/ Jonathan W. Byers
			Jonathan W. Byers
			Chief Financial Officer (Principal Financial Officer)

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