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[Form 4] Cactus, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cactus WH Enterprises, LLC reported a Form 4 showing transactions on 08/25/2025 involving distributions and redemptions tied to membership interests. The reporting entity disclosed a disposition of 13,639 shares of Class B Common Stock, and a corresponding entry in the derivative table showing 13,639 underlying Class A shares, leaving the reporting person with 9,804,736 shares beneficially owned (indirect). Explanations state these movements resulted from redemptions of ownership interests in the reporting entity and distributions of Class B Common Stock and Units to certain members under the amended and restated limited liability company agreement. The filing also explains that Units are ownership interests in Cactus Companies, LLC, and may be redeemed for Class A shares at a one-for-one ratio or for cash at the company’s election.

Positive

  • Transparent disclosure of redemption-related distributions and resulting beneficial ownership
  • Continued material indirect ownership of 9,804,736 shares after the transactions

Negative

  • Reduction of Class B Common Stock holdings by 13,639 shares on 08/25/2025
  • Transactions reflect member redemptions which may signal ownership turnover within the reporting entity

Insights

TL;DR: Routine redemption-related distribution reduced indirect Class B holdings by 13,639 shares; ownership remains materially large.

The Form 4 discloses a distribution and redemption process internal to the reporting entity rather than an open-market sale by an insider. The filing specifies the mechanics: Units were distributed and can be redeemed under the LLC agreement for Class A stock or cash. This suggests corporate governance processes for managing member exits are being executed as designed. The reporting person still holds 9,804,736 shares beneficially on an indirect basis, indicating continued material ownership and ongoing alignment between the issuer and the reporting entity. No regulatory or compliance issues are disclosed in the form.

TL;DR: Transaction is operationally significant for ownership records but not an apparent market disposition by the reporting person.

The entry labeled J and the explanatory notes indicate these are internal distributions/redemptions tied to membership interest changes, not necessarily open-market trading. The reported figures—13,639 shares disposed and a post-transaction beneficial ownership of 9,804,736 shares—are clearly stated. For investors tracking insider positions, the filing updates the ownership table and clarifies the redemption mechanics that could convert Units to Class A shares one-for-one or to cash. The filing contains no earnings, compensation, or new derivative structures beyond the described distributions.

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*
Cactus WH Enterprises, LLC

(Last) (First) (Middle)
920 MEMORIAL CITY WAY, SUITE 300

(Street)
HOUSTON TX 77024

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Cactus, Inc. [ WHD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025
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 B Common Stock 08/25/2025 J(1) 13,639 D (1) 9,804,736 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
Units(2) (3) 08/25/2025 J(4) 13,639 (3) (4) Class A Common Stock 13,639 (4) 9,804,736 D
Explanation of Responses:
1. In connection with certain redemptions of ownership interests in the Reporting Entity by certain of the Reporting Entity's members pursuant to the amended and restated limited liability company operating agreement of the Reporting Entity, the Reporting Entity distributed Class B Common Stock to such members.
2. "Units" mean ownership interests in Cactus Companies, LLC ("Cactus Companies"). The Issuer is the sole managing member of Cactus Companies.
3. The amended and restated limited liability company operating agreement of Cactus Companies provides the holders of Units with certain rights to cause Cactus Companies to acquire all or at least a minimum portion of their Units for, at Cactus Companies election, (x) shares of Class A Common Stock at a redemption ratio of one share of Class A Common Stock for each Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions, or (y) an equivalent amount of cash.
4. In connection with certain redemptions of ownership interests in the Reporting Entity by certain of the Reporting Entity's members pursuant to the amended and restated limited liability company agreement of the Reporting Entity, the Reporting Entity distributed Units to such members.
Remarks:
/s/ Scott Bender, President 08/25/2025
** 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.

FAQ

What transaction did Cactus WH Enterprises, LLC report on Form 4 for WHD?

The Form 4 reports a disposition of 13,639 Class B Common Stock shares on 08/25/2025 related to member redemptions and distributions.

How many shares does the reporting person beneficially own after the reported transaction?

The reporting person beneficially owns 9,804,736 shares (indirect) following the reported transactions.

Why were Class B shares and Units distributed according to the filing?

The filing states distributions occurred in connection with certain redemptions of ownership interests in the reporting entity under its amended and restated LLC operating agreement.

What are 'Units' as described in the Form 4?

The Form 4 defines 'Units' as ownership interests in Cactus Companies, LLC, of which the issuer is the sole managing member.

Can Units be converted into public shares according to the filing?

Yes. The LLC agreement provides holders of Units rights to require redemption for, at Cactus Companies' election, one share of Class A Common Stock per Unit or an equivalent amount of cash.
Cactus

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Oil & Gas Equipment & Services
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United States
HOUSTON