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ProPetro (NYSE: PUMP) amends loan deal for $53,550,000 equipment funding

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

ProPetro Holding Corp., through its subsidiary ProPetro Energy Solutions, LLC, entered into a First Amendment to its Master Loan and Security Agreement with Caterpillar Financial Services Corporation. The amendment increases funds available under the agreement by an additional $53,550,000 in equipment loans to finance turbine generator sets and related auxiliary equipment.

Each equipment loan begins as a floating-rate interim note and, after specified milestones, converts to a separate fixed-rate term note. These notes are secured by a first lien on the financed equipment and related proceeds and are fully and unconditionally guaranteed by ProPetro Holding Corp. and ProPetro Services, Inc. The agreement includes customary covenants limiting further encumbrances on the collateral.

Positive

  • None.

Negative

  • None.

Insights

ProPetro adds $53,550,000 of secured, equipment-specific financing on customary terms.

ProPetro Energy Solutions, LLC amended its Master Loan and Security Agreement with Caterpillar Financial Services, adding up to $53,550,000 of equipment loans. The funding is dedicated to turbine generator sets and auxiliary equipment, aligning the new debt with specific income-generating assets.

Each equipment loan starts as a floating-rate Interim Note and converts, after stated milestones, into a fixed-rate Term Note. The notes have a first lien on the financed equipment and related proceeds and are fully guaranteed by ProPetro Holding Corp. and ProPetro Services, Inc., which concentrates lender security on these assets.

The Master Agreement includes customary affirmative and negative covenants, including limits on further encumbrances of the collateral. Overall, this looks like targeted, asset-backed financing; its ultimate impact on leverage and returns will depend on how effectively the new turbine equipment contributes to operations and cash flow in future periods.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of report (date of earliest event reported): February 6, 2026

 

 

 

ProPetro Holding Corp.

(Exact name of registrant as specified in its charter)

 

Delaware 001-38035 26-3685382
(State or other jurisdiction of
incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)

 

One Marienfeld Place

110 N. Marienfeld Street, Suite 300

Midland, Texas

  79701
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (432) 688-0012

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.001 per share   PUMP   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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.

 

 

 

 

 

Item 1.01. Entry into a Material Definitive Agreement.

 

On February 6, 2026, ProPetro Energy Solutions, LLC (“Borrower”), a wholly owned subsidiary of ProPetro Holding Corp. (the “Company”), entered into the First Amendment to Master Loan and Security Agreement (the “Amendment”) by and among Borrower, Caterpillar Financial Services Corporation (“Lender”) and the Company and ProPetro Services, Inc. (“Services” and together with the Company, the “Guarantors”), which amends that certain Master Loan and Security Agreement, dated as of April 2, 2025, executed by the Borrower, the Lender and the Guarantors (as amended by the Amendment, the “Master Agreement”) pursuant to which Lender agreed to increase the availability of funds under the Master Agreement by an additional $53,550,000.00 (the “Equipment Loans”) to purchase certain turbine generator sets, along with auxiliary equipment. Each Equipment Loan consists of two phases: (A) a progress payment phase during which an interim advance is made, each evidenced by a separate floating rate promissory note based on an interim loan schedule (each, an “Interim Note”) and (B) after giving effect to the applicable milestones, a term loan phase in which such Interim Note shall convert into a separate fixed rate promissory note based on a term loan schedule (each, a “Term Note” and together with the Interim Notes, each, a “Note”).  

 

Each Note will be secured on a first lien basis by the Equipment Collateral (as defined in the Master Agreement) and the support documents, casualty proceeds and other proceeds or products related thereto, and any proceeds from an Equipment Loan must be used for payment or reimbursement for the equipment subject to such Equipment Loan. Each Note will be fully and unconditionally guaranteed by the Guarantors. The Master Agreement contains customary affirmative and negative covenants, including limitations on further encumbrance of the collateral subject to the applicable loans under the Master Agreement.

 

The description of the Amendment provided above is not complete and is qualified in its entirety by reference to the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated into this Item 1.01 by reference.

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

 

The information disclosed in Item 1.01 of this Form 8-K relating to the Amendment is incorporated into this Item 2.03 by reference.

 

Item 9.01. Financial Statements and Exhibits

 

(d)Exhibits

 

10.1*First Amendment to the Master Loan and Security Agreement, dated February 6, 2025, by and among Borrower, Lender and the Guarantors.
  
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

* Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The Company agrees to furnish supplementally an unredacted copy of the exhibit to the U.S. Securities and Exchange Commission upon its request.

 

2

 

 

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 hereunto duly authorized.

 

  PROPETRO HOLDING CORP.
   
Date: February 10, 2026
   
  By: /s/ John J. Mitchell
    John J. Mitchell
    General Counsel and Corporate Secretary

 

 

 

FAQ

What agreement did ProPetro (PUMP) enter into on February 6, 2026?

ProPetro’s subsidiary ProPetro Energy Solutions, LLC entered into a First Amendment to the Master Loan and Security Agreement with Caterpillar Financial Services. This amendment updates a prior April 2, 2025 agreement and governs new equipment-focused loans with customary covenants and guarantees.

How much additional financing does ProPetro (PUMP) obtain under the amended Master Agreement?

The amendment provides an additional $53,550,000 in availability under the Master Loan and Security Agreement. These funds are structured as equipment loans specifically designated for purchasing turbine generator sets and related auxiliary equipment, rather than for general corporate purposes.

What assets are being financed by the new $53,550,000 equipment loans for ProPetro (PUMP)?

The new equipment loans must be used to purchase turbine generator sets and associated auxiliary equipment. Proceeds from each equipment loan are restricted to paying for or reimbursing the cost of the specific equipment covered by that loan, tightening alignment between borrowing and assets.

How are ProPetro’s new equipment loans structured under the amended agreement?

Each equipment loan has two phases: an initial progress payment phase via a floating-rate Interim Note, followed by a term loan phase where, after milestones, the Interim Note converts into a fixed-rate Term Note, each with its own loan schedule.

What collateral secures ProPetro’s $53,550,000 equipment loans and who guarantees them?

Each note is secured by a first lien on the Equipment Collateral, including the financed turbine generators, related support documents, casualty proceeds, and other related proceeds. The loans are fully and unconditionally guaranteed by ProPetro Holding Corp. and ProPetro Services, Inc..

What covenants apply to ProPetro (PUMP) under the amended Master Loan and Security Agreement?

The Master Agreement includes customary affirmative and negative covenants. These covenants include limitations on placing further encumbrances on collateral that secures the applicable loans, helping preserve the lender’s first-lien position on the financed equipment and related assets.

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United States
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