Flotek holder swaps $34.3M debt for 1.3M shares

Director Matthew Wilks reports a large indirect acquisition via THRC Holdings, swapping $34.32 million of loans for 1.32 million Flotek shares.

Rhea-AI Filing Summary

FLOTEK INDUSTRIES INC (symbol: FTK) is the issuer of record for a Form 4 filing submitted to the SEC. Wilks Matthew reported reported purchase transactions in this Form 4 filing.

Flotek Industries Inc (FTK) reports that on September 11, 2026, THRC Holdings, LP acquired 1,319,493 shares of Common Stock from ProFrac GDM, LLC under a stock transfer agreement, in exchange for the cancellation of $34,320,000 of Alpine Holding II, LLC term loans held by THRC. The implied price was $26.01 per share, based on the volume-weighted average price of Flotek’s Common Stock on the New York Stock Exchange over the five trading days ending immediately before that date. Following this transaction, THRC holds 1,477,285 shares of Flotek Common Stock indirectly attributed to director Matthew Wilks as VP-Investments of THRC, and an additional 60,000 shares are held indirectly through JCMWZ, LLC; Wilks disclaims beneficial ownership of all reported securities except to the extent of his pecuniary interest.

Insider Trade Summary

Net Buyer: 1,319,493 shares

Net Buy 2 txns

Insider Wilks Matthew

Role Director

Bought 1,319,493 shs ($34.32M)

Type	Security	Shares	Price	Value
Purchase	Common Stock F1, F2, F3	1,319,493	$26.01	$34.32M
holding	Common Stock F4	--	--	--

Holdings After Transaction: Common Stock — 1,477,285 shares (Indirect, Held by THRC Holdings, LP); Common Stock — 60,000 shares (Indirect, Held by JCMWZ, LLC)

Footnotes (4)

1. F1. On September 11, 2026, THRC Holdings, LP ("THRC") acquired from ProFrac GDM, LLC ("ProFrac GDM"), pursuant to a stock transfer agreement (the "Flotek Stock Transfer Agreement"), 1,319,493 shares of common stock, par value $0.0001 per share ("Common Stock"), of Flotek Industries, Inc., in exchange for the cancellation of $34,320,000 of Alpine Holding II, LLC term loans held by THRC.
2. F2. Pursuant to the Flotek Stock Transfer Agreement, the price per share of $26.01 was determined by using the volume-weighted average price of the Common Stock reported on the New York Stock Exchange for the five consecutive trading days ending on (and including) the trading day immediately preceding September 11, 2026.
3. F3. The reporting person, as VP-Investments of THRC may be deemed to exercise voting and investment power over the Common Stock directly owned by THRC, and therefore, may be deemed to beneficially own such shares. THRC directly holds the shares of Common Stock. The reporting person disclaims beneficial ownership of all equity securities reported herein except to the extent of his pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that the reporting person is the beneficial owner of any equity securities covered by this Form 4.
4. F4. The reporting person is the Manager of JCMWZ, LLC. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Key Figures

Common Stock acquired by THRC: 1,319,493 shares Implied price per share: $26.01 per share Debt cancelled as consideration: $34,320,000 +3 more

6 metrics

Common Stock acquired by THRC 1,319,493 shares Acquired on September 11, 2026 under the Flotek Stock Transfer Agreement

Implied price per share $26.01 per share Based on five-day volume-weighted average price ending before September 11, 2026

Debt cancelled as consideration $34,320,000 Alpine Holding II, LLC term loans cancelled by THRC in exchange for FTK shares

THRC indirect FTK holdings after transaction 1,477,285 shares Total Common Stock held by THRC Holdings, LP following the reported acquisition

JCMWZ, LLC FTK holdings 60,000 shares Indirect Common Stock holdings attributed to Matthew Wilks via JCMWZ, LLC

Net shares bought 1,319,493 shares Net buy reported across all non-derivative transactions in this Form 4

Key Terms

volume-weighted average price, beneficially own, pecuniary interest, Common Stock

4 terms

volume-weighted average price financial

"the price per share of $26.01 was determined by using the volume-weighted average price"

Volume-weighted average price (VWAP) is the average price of a stock over a specific time period where each trade is weighted by the number of shares traded, so larger trades influence the average more than small ones. Investors and traders use VWAP as a reference point to judge whether trades are happening at relatively good or poor prices—like checking the average price paid for an item at a market where bulk purchases count more than single-item buys.

beneficially own regulatory

"may be deemed to beneficially own such shares"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

pecuniary interest financial

"disclaims beneficial ownership of all equity securities reported herein except to the extent of his pecuniary interest"

Common Stock financial

"1,319,493 shares of common stock, par value $0.0001 per share ("Common Stock")"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

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

What insider transaction did FTK director Matthew Wilks report on September 11, 2026?

Wilks reported that THRC Holdings, LP acquired 1,319,493 FTK shares of Common Stock on September 11, 2026 from ProFrac GDM, LLC under a stock transfer agreement, in exchange for cancelling $34,320,000 of Alpine Holding II, LLC term loans held by THRC.

What was the price per share for the 1,319,493 FTK shares acquired?

The price per share was $26.01, determined using the volume-weighted average price of Flotek’s Common Stock reported on the New York Stock Exchange for the five consecutive trading days ending immediately before September 11, 2026.

How many FTK shares are indirectly attributed to Matthew Wilks after this Form 4?

After the reported transaction, 1,477,285 FTK shares of Common Stock are held by THRC Holdings, LP and 60,000 shares are held by JCMWZ, LLC, all reported as indirect holdings attributable to Matthew Wilks, subject to his pecuniary interest.

Did Matthew Wilks personally buy FTK shares in this transaction?

The acquisition was made by THRC Holdings, LP, not by Wilks personally. As VP-Investments of THRC, Wilks may be deemed to exercise voting and investment power over THRC’s FTK shares but disclaims beneficial ownership except to the extent of his pecuniary interest.

What consideration did THRC provide to acquire the 1,319,493 FTK shares?

THRC provided consideration by cancelling $34,320,000 of Alpine Holding II, LLC term loans that it held. In return, THRC received 1,319,493 shares of Flotek Industries, Inc. Common Stock from ProFrac GDM, LLC.

Was a Rule 10b5-1 trading plan involved in this FTK insider transaction?

No. The filing indicates that no Rule 10b5-1 trading plan was reported in connection with these transactions, meaning the acquisition was not affirmed as being executed under a pre-arranged trading plan.

What are the FTK holdings reported through JCMWZ, LLC for Matthew Wilks?

The Form 4 shows an indirect holding of 60,000 FTK shares of Common Stock through JCMWZ, LLC, where Matthew Wilks is the Manager. He disclaims beneficial ownership of these securities except to the extent of his pecuniary interest.

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

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Available on EDGAR 09/15/2026 - 09:30 PM Accepted by SEC EDGAR 09/15/2026 - 09:30 PM Learn about SEC filing dates

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^*

Wilks Matthew

(Last) (First) (Middle)

333 SHOPS BLVD

SUITE 301

(Street)

WILLOW PARK TEXAS 76087

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
FLOTEK INDUSTRIES INC/CN/ [ FTK ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2026

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
Common Stock	09/11/2026		P		1,319,493(1)	A	$26.01(2)	1,477,285	I	Held by THRC Holdings, LP(3)
Common Stock								60,000	I	Held by JCMWZ, LLC(4)

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. On September 11, 2026, THRC Holdings, LP ("THRC") acquired from ProFrac GDM, LLC ("ProFrac GDM"), pursuant to a stock transfer agreement (the "Flotek Stock Transfer Agreement"), 1,319,493 shares of common stock, par value $0.0001 per share ("Common Stock"), of Flotek Industries, Inc., in exchange for the cancellation of $34,320,000 of Alpine Holding II, LLC term loans held by THRC.

2. Pursuant to the Flotek Stock Transfer Agreement, the price per share of $26.01 was determined by using the volume-weighted average price of the Common Stock reported on the New York Stock Exchange for the five consecutive trading days ending on (and including) the trading day immediately preceding September 11, 2026.

3. The reporting person, as VP-Investments of THRC may be deemed to exercise voting and investment power over the Common Stock directly owned by THRC, and therefore, may be deemed to beneficially own such shares. THRC directly holds the shares of Common Stock. The reporting person disclaims beneficial ownership of all equity securities reported herein except to the extent of his pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that the reporting person is the beneficial owner of any equity securities covered by this Form 4.

4. The reporting person is the Manager of JCMWZ, LLC. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

	/s/ Steven Scrogham, Attorney-in-Fact	09/15/2026
	** 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)