ProPetro (NYSE: PUMP) counsel vests 11,522 RSUs, withholds shares for tax

Rhea-AI Filing Summary

ProPetro Holding Corp.'s General Counsel and Corporate Secretary, John J. Mitchell, reported routine equity compensation activity. On February 1, 2026, 11,522 restricted stock units vested and were settled into common stock, consistent with a February 1, 2023 grant vesting in three annual installments.

To cover taxes on this vesting, 2,806 shares of common stock were withheld at a price of $11.49 per share. After these transactions, Mitchell directly holds 91,669 shares of common stock and 96,788 restricted stock units, reflecting ongoing alignment with ProPetro equity.

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^*

Mitchell John J

(Last) (First) (Middle)

ONE MARIENFELD PLACE

110 N. MARIENFELD STREET, SUITE 300

(Street)

MIDLAND TX 79701

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ProPetro Holding Corp. [ PUMP ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Gen. Counsel & Corp. Secretary

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026

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
Common Stock	02/01/2026		M		11,522(1)	A	(2)	94,475	D
Common Stock	02/01/2026		F		2,806(3)	D	$11.49	91,669	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
Restricted Stock Units	(2)	02/01/2026		M			11,522	(4)	(4)	Common Stock	11,522	$0	96,788	D

Explanation of Responses:

1. Reflects shares of common stock of the Issuer ("Common Stock") delivered upon vesting and settlement of previously awarded restricted stock units ("RSUs").

2. Each RSU represents a contingent right to receive either one share of Common Stock or an amount of cash equal to the fair market value of one share of Common Stock

3. Reflects shares of Common Stock withheld to satisfy taxes payable in connection with the vesting and settlement of previously awarded RSUs.

4. On February 1, 2023, the reporting person was granted 34,564 RSUs, vesting in three substantially equal annual installments beginning on the first anniversary of the grant date.

Remarks:

	/s/ John J. Mitchell	02/03/2026
	** 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 transaction did ProPetro (PUMP) General Counsel John J. Mitchell report?

John J. Mitchell reported routine equity compensation activity. On February 1, 2026, 11,522 restricted stock units vested into ProPetro common stock, and 2,806 shares were withheld to satisfy taxes, as disclosed in his Form 4 filing.

How many ProPetro (PUMP) restricted stock units vested for John J. Mitchell?

11,522 restricted stock units vested for John J. Mitchell. These RSUs were part of a 34,564-unit grant awarded on February 1, 2023, scheduled to vest in three substantially equal annual installments beginning on the first anniversary of the grant date.

How many ProPetro (PUMP) shares were withheld for taxes and at what price?

2,806 ProPetro common shares were withheld to cover taxes. The shares were withheld in connection with the RSU vesting and settlement on February 1, 2026, at a price of $11.49 per share, according to the Form 4 disclosure.

What are John J. Mitchell’s ProPetro (PUMP) share holdings after this Form 4 transaction?

After the reported transactions, Mitchell directly holds 91,669 common shares. He also beneficially owns 96,788 restricted stock units, each representing a contingent right to receive either one ProPetro share or cash equal to its fair market value.

What are the key terms of John J. Mitchell’s February 1, 2023 ProPetro (PUMP) RSU grant?

Mitchell received 34,564 RSUs on February 1, 2023. The grant vests in three substantially equal annual installments, beginning on the first anniversary of the grant date, with vested units settling into ProPetro common stock or equivalent cash value.

How do ProPetro (PUMP) RSUs held by John J. Mitchell settle upon vesting?

Each RSU can settle in stock or cash. Specifically, each restricted stock unit represents a contingent right to receive either one share of ProPetro common stock or an amount of cash equal to the fair market value of one share upon settlement.