Flowco Holdings director Fairbanks buys 15,140 shares

His reported direct position after the purchase was 30,765 Class A shares.

Available on EDGAR 11/05/2026 - 08:30 PM EST Accepted by SEC EDGAR 11/05/2026 - 08:30 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Flowco Holdings Inc. director and 10% owner Jonathan B. Fairbanks purchased 15,140 shares of Class A common stock on November 4, 2026, at $19.3477 per share. No Rule 10b5-1 plan is reported; his reported direct holdings afterward were 30,765 shares.

Certain reporting persons may be deemed members of a group that may be deemed to beneficially own more than 50% of Class A shares. Under the Stockholders Agreement, its parties agreed to vote in favor of one another’s director nominees.

Insider Trade Summary

Net Buyer: 15,140 shares

Net Buy 1 txn

Insider Fairbanks Jonathan B.

Role Director, 10% Owner

Bought 15,140 shs ($293K)

Increase in Position 96.9%

Type	Security	Shares	Price	Value
Purchase	Class A Common Stock	15,140	$19.3477	$293K
Holding	Class A Common Stock F1	--	--	--
Holding	Class A Common Stock F1	--	--	--
Holding	Class A Common Stock	--	--	--
Holding	Class A Common Stock	--	--	--
Holding	Class A Common Stock	--	--	--
Holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 30,765 shares (Direct); Class A Common Stock — 366,103 shares (Indirect, By GEC Partners III GI LP); Class A Common Stock — 323,965 shares (Indirect, By GEC Partners III-B GI LP); Class A Common Stock — 2,000 shares (Indirect, By Child)

Holdings Before and After: Class A Common Stock, 15,625 to 30,765 shares (Direct)

Footnotes (1)

1. F1. GEC Capital Group III LP is the general partner of each of GEC Partners III LP and GEC Partners III-GI LP, and GEC Group Ltd. is the general partner of GEC Capital Group III LP. GEC Capital Group III-B LP is the managing member or general partner of each of GEC Estis Co-Invest II LLC and GEC Partners III-B LP, and GEC Group B Ltd. is the general partner of GEC Capital Group III-B LP. Mr. Fairbanks is the manager and controlling member of GEC, GEC Group Ltd. and GEC Group B. Ltd, as well as GEC Advisors LLC, a registered investment advisor to the funds that beneficially own such shares, with discretionary authority over each such fund's accounts. Each of Mr. Fairbanks, GEC Advisors LLC, GEC Capital Group III LP and GEC Group B Ltd. disclaims beneficial ownership of these securities except to the extent of his or its pecuniary interest therein.

Key Figures

Class A common stock purchased: 15,140 shares Purchase price: $19.3477 per share Direct holdings after purchase: 30,765 shares +2 more

5 metrics

Class A common stock purchased 15,140 shares November 4, 2026

Purchase price $19.3477 per share November 4, 2026

Direct holdings after purchase 30,765 shares November 4, 2026

Indirect holdings by GEC Partners III GI LP 366,103 shares November 4, 2026

Indirect holdings by GEC Partners III-B GI LP 323,965 shares November 4, 2026

Key Terms

Stockholders Agreement, director by deputization, beneficial ownership, pecuniary interest

4 terms

Stockholders Agreement regulatory

"entered into a Stockholders Agreement with certain other stockholders"

director by deputization regulatory

"may be deemed to be a director by deputization"

beneficial ownership regulatory

"disclaims beneficial ownership of these securities"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest regulatory

"except to the extent of his or its pecuniary interest therein"

FAQ

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

How many FLOC shares did Jonathan B. Fairbanks buy, and at what price?

Jonathan B. Fairbanks, a Flowco director and 10% owner, purchased 15,140 shares of Class A common stock on November 4, 2026, at $19.3477 per share. His reported direct holdings afterward were 30,765 shares, and no Rule 10b5-1 plan is reported.

How many FLOC shares were reported through GEC Partners III GI LP and GEC Partners III-B GI LP?

As of November 4, 2026, the reported indirect holdings were 366,103 shares by GEC Partners III GI LP and 323,965 shares by GEC Partners III-B GI LP. The footnote says Jonathan B. Fairbanks and the GEC entities it names disclaim beneficial ownership except to the extent of a pecuniary interest.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Fairbanks Jonathan B.

(Last) (First) (Middle)

C/O GEC ADVISORS LLC

2415 WEST ALABAMA STREET, SUITE 220

(Street)

HOUSTON TEXAS 77098

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Flowco Holdings Inc. [ FLOC ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/04/2026

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	11/04/2026		P		15,140	A	$19.3477	30,765	D
Class A Common Stock								366,103	I	By GEC Partners III GI LP(1)
Class A Common Stock								323,965	I	By GEC Partners III-B GI LP(1)
Class A Common Stock								500	I	By Child
Class A Common Stock								500	I	By Child
Class A Common Stock								500	I	By Child
Class A Common Stock								500	I	By Child

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. GEC Capital Group III LP is the general partner of each of GEC Partners III LP and GEC Partners III-GI LP, and GEC Group Ltd. is the general partner of GEC Capital Group III LP. GEC Capital Group III-B LP is the managing member or general partner of each of GEC Estis Co-Invest II LLC and GEC Partners III-B LP, and GEC Group B Ltd. is the general partner of GEC Capital Group III-B LP. Mr. Fairbanks is the manager and controlling member of GEC, GEC Group Ltd. and GEC Group B. Ltd, as well as GEC Advisors LLC, a registered investment advisor to the funds that beneficially own such shares, with discretionary authority over each such fund's accounts. Each of Mr. Fairbanks, GEC Advisors LLC, GEC Capital Group III LP and GEC Group B Ltd. disclaims beneficial ownership of these securities except to the extent of his or its pecuniary interest therein.

Remarks:

In connection with the Master Reorganization Agreement, the Reporting Persons entered into a Stockholders Agreement with certain other stockholders of the Issuer, pursuant to which, among other matters, they agreed to vote in favor of each others' director nominees. As a result, certain Reporting Persons may be deemed to be members of a "group," as such term is defined in Section 13(d)(3) of the Act and Rule 13d-5 thereunder, with such other stockholders of the Issuer. Collectively, such "group" may be deemed to beneficially own in the aggregate more than 50% of the shares of the Issuer's Class A Common Stock. Accordingly, the Reporting Persons are filing this Form 4 in part by virtue of their deemed membership in such "group." Each of GEC Advisors LLC, GEC Group B Ltd., GEC Capital Group III-B LP, GEC Group Ltd., GEC Capital Group III LP, GEC Partners III-B LP, GEC Partners III LP and GEC Estis Co-Invest II LLC may be deemed to be a director by deputization by virtue of the right the GEC parties to the Stockholders Agreement and their affiliates to designate two members of the Issuer's board of directors pursuant to the Stockholders Agreement. However, each of the Reporting Persons disclaims any pecuniary interest in the shares of Class A Common Stock owned directly by such other stockholders, and such shares are not reflected in the tables herein

	Joel Lambert, attorney-in-fact	11/05/2026
	** 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)