Flotek (FTK) CFO awarded PRSUs and sells 6,299 common shares

Rhea-AI Filing Summary

Flotek Industries Chief Financial Officer James Bond reported a mix of equity awards and a stock sale. He received 16,635 performance-based restricted stock units and multiple grants of common shares, including 15,151 shares at no cost, increasing his direct holdings. On the same day, he sold 6,299 common shares at a price of $16.02 per share in an open-market transaction. Footnotes explain that some shares were acquired under the 2012 Employee Stock Purchase Plan and that the new performance units vest based on adjusted EBITDA and relative total shareholder return achieved over performance periods running from January 1, 2026 through December 31, 2028.

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

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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^*

CLEMENT JAMES BOND

(Last) (First) (Middle)

5775 N. SAM HOUSTON PARKWAY W.

STE 400

(Street)

HOUSTON TX 77086

(City) (State) (Zip)

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

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)
02/24/2026

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
Common Shares	02/24/2026		A		15,151(1)(2)	A	$0	129,136	D
Common Shares	02/24/2026		S		6,299	D	$16.02	122,837	D
Common Shares	02/24/2026		A		16,635(3)	A	$0	139,472	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	(4)	02/24/2026		A		16,635		(4)	(4)	Common Stock	16,635	$0	16,635	D

Explanation of Responses:

1. Includes 151 shares acquired under the 2012 Employee Stock Purchase Plan for the 3-month period commencing October 1, 2025. This transaction is exempt under both Rule 16b-3(d) and Rule 16b-3(c).

2. The shares were awarded to the reporting person upon the satisfaction of performance criteria for performance based restricted stock units previously granted on October 30, 2024.

3. Restricted stock units that vest in three equal annual installments.

4. Each Performance Based Restricted Stock Unit ("PRSU") represents a contingent right to receive one share of Flotek Industries, Inc. common stock, subject to the following conditions. Up to half of the PRSUs will vest if, and to the extent, the Company's Adjusted EBITDA meets or exceeds certain thresholds during the performance period of January 1, 2026 to December 31, 2027, subject to continued employment through December 31, 2028. Up to half of the PRSUs will vest, if, and to the extent, the Company's total shareholder return relative to the Russell 2000 Index-Oil Equipment and Services, measured over a performance period from January 1, 2026 through December 31, 2028, meets or exceeds certain thresholds.

Remarks:

	/s/ J. Bond Clement	02/26/2026
	** 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.
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FAQ

What insider transactions did FTK’s CFO James Bond report on this Form 4?

Flotek’s CFO James Bond reported equity grants and a stock sale. He received 16,635 performance-based restricted stock units and multiple grants of common shares, and sold 6,299 common shares in an open-market transaction at $16.02 per share on February 24, 2026.

How many Flotek (FTK) shares did the CFO sell and at what price?

James Bond sold 6,299 Flotek common shares in an open-market transaction. The reported sale price was $16.02 per share, and after this sale his remaining directly owned common share balance was 122,837 according to the post-transaction holdings disclosed.

What performance-based awards did FTK’s CFO receive in this filing?

He was granted 16,635 Performance Based Restricted Stock Units. Each unit represents the contingent right to receive one Flotek common share, with vesting tied to adjusted EBITDA and relative total shareholder return performance over measurement periods from January 1, 2026 through December 31, 2028.

On what conditions do the new FTK performance stock units for the CFO vest?

The performance units can vest in two parts. Up to half vest based on Flotek’s adjusted EBITDA meeting specified thresholds, and up to half vest based on total shareholder return versus the Russell 2000 Oil Equipment and Services index, over performance periods running through December 31, 2028.

Did the FTK CFO acquire any shares under an employee stock purchase plan?

Yes. A footnote states his holdings include 151 shares acquired under the 2012 Employee Stock Purchase Plan. These were bought during a three‑month period commencing October 1, 2025, and the acquisition is described as exempt under Rule 16b-3(d) and Rule 16b-3(c).

How do the restricted stock units granted to FTK’s CFO vest over time?

One set of restricted stock units is described as vesting in three equal annual installments. Separately, the performance-based restricted stock units may vest based on multi-year financial and market performance tests, with employment required through December 31, 2028 for certain portions.