Flowco Holdings (FLOC) details CFO RSU and PRSU equity awards

Rhea-AI Filing Summary

Flowco Holdings Inc. reported equity awards to its Chief Financial Officer on 01/01/2026. The CFO acquired 44,262 restricted stock units (RSUs) of Class A common stock at a price of $0, bringing direct beneficial ownership to 94,470 Class A shares. The RSUs vest in three equal installments on the first, second and third anniversaries of the grant date, with accelerated vesting if there is a change in control.

The CFO also received 59,016 performance-based restricted stock units (PRSUs), each tied to one share of Class A common stock. These PRSUs were granted and vested at 200% of target, with future PRSU outcomes able to range from 0% to 200% of the target grant amount. PRSUs vest on the third anniversary of the award grant date and may accelerate upon a change in control.

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

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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^*

Byers Jonathan W.

(Last) (First) (Middle)

1300 POST OAK BLVD STE. 450

(Street)

HOUSTON TX 77056

(City) (State) (Zip)

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

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)
01/01/2026

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	01/01/2026		A		44,262(1)	A	$0	94,470	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
Performance Based Restricted Stock Unit	(2)	01/01/2026		A		59,016		(2)	(2)	Class A Common Stock	59,016	$0	59,016	D

Explanation of Responses:

1. Represents restricted stock units ("RSUs") that vest in three equal installments on the first, second and third anniversary of the award grant date, with accelerated vesting following a change in control of the Issuer. Each RSU represents a contingent right to receive one share of Class A Common Stock.

2. Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of Flowco Holdings Inc. Class A common stock, subject to certain performance conditions. This amount reflects PRSUs that were granted and vested at 200% of target. PRSUs vest on the third anniversary of the award grant date and can range from 0%- 200% of target grant amount, with accelerated vesting following a change in control of the Issuer.

	Joel Lambert, attorney-in-fact	01/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Flowco Holdings (FLOC) disclose for its CFO?

Flowco Holdings disclosed that its Chief Financial Officer acquired 44,262 restricted stock units (RSUs) and 59,016 performance-based RSUs (PRSUs) of Class A common stock on 01/01/2026.

How many Flowco Holdings (FLOC) shares does the CFO beneficially own after this transaction?

After the reported transaction, the CFO beneficially owns 94,470 shares of Flowco Holdings Class A common stock directly, plus 59,016 derivative securities in the form of PRSUs.

What are the vesting terms for the Flowco Holdings CFO RSU grant?

The CFO’s 44,262 RSUs vest in three equal installments on the first, second and third anniversaries of the award grant date, with accelerated vesting following a change in control of Flowco Holdings.

How do the Flowco Holdings CFO performance-based RSUs (PRSUs) work?

Each of the CFO’s 59,016 PRSUs represents a right to receive one share of Flowco Holdings Class A common stock, subject to performance conditions. The filing states these PRSUs were granted and vested at 200% of target, and PRSU payouts can range from 0% to 200% of the target grant amount.

When do the Flowco Holdings CFO PRSUs vest?

The PRSUs vest on the third anniversary of the award grant date, with accelerated vesting if there is a change in control of Flowco Holdings.

What role does the reporting person hold at Flowco Holdings (FLOC)?

The reporting person is an officer of Flowco Holdings, serving as the company’s Chief Financial Officer, and filed the Form 4 as a single reporting person.