Cactus CEO Bender's company sells 100,000 shares
After the transactions, Scott Bender was deemed to beneficially own 8,961,249 Class B shares and 8,961,249 Units held by Cactus Enterprises.
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Form Type
4
Rhea-AI Filing Summary
Cactus, Inc. disclosed transactions involving Bender Investment Company (BIC), which its Chairman and CEO Scott Bender controls. On November 2, 2026, BIC redeemed ownership interests in Cactus Enterprises and received 100,000 Units and corresponding Class B shares; the 100,000 Units and shares were then redeemed for 100,000 Class A shares. BIC separately sold 100,000 Class A shares at $63.914 per share pursuant to a Rule 10b5-1 trading plan.
After the transactions, Scott Bender was deemed to beneficially own 8,961,249 Class B shares and 8,961,249 Units owned by Cactus Enterprises.
Insider Trade Summary 10b5-1
Net Seller: 100,000 shares
Net Sell
8 txns
Insider
Bender Scott
Role
Chairman and CEO
Sold
100,000 shs ($6.39M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Units F7, F8, F1, F2, F3 | 100,000 | -- | -- |
| Grant/Award | Units F7, F8, F9, F1, F2, F3 | 100,000 | -- | -- |
| Other | Units F7, F8, F9, F4, F10, F2, F3 | 100,000 | -- | -- |
| Other | Class B Common Stock F1, F2, F3 | 100,000 | -- | -- |
| Grant/Award | Class B Common Stock F1, F2, F3 | 100,000 | -- | -- |
| Disposition | Class B Common Stock F4, F2, F3 | 100,000 | -- | -- |
| Other | Class A Common Stock F5 | 100,000 | -- | -- |
| Sale | Class A Common Stock F6 | 100,000 | $63.914 | $6.39M |
Holdings After Transaction:
Units — 8,961,249 contracts (Indirect, See Footnote);
Class B Common Stock — 8,961,249 shares (Indirect, See Footnote);
Class A Common Stock — 120,527 shares (Direct)
Footnotes (10)
- F1. In connection with certain redemptions of ownership interests in Cactus WH Enterprises, LLC ("Cactus Enterprises") by certain of Cactus Enterprises' members pursuant to the amended and restated limited liability company agreement of Cactus Enterprises, Cactus Enterprises distributed Class B Common Stock to such members. Bender Investment Company ("BIC"), a Nevada corporation controlled by the Reporting Person, redeemed a portion of its ownership interests in Cactus Enterprises. In connection with the redemption by BIC of its interests in Cactus Enterprises, Cactus Enterprises distributed to BIC, 100,000 Units (as defined below) and a corresponding number of shares of Class B Common Stock of the Issuer.
- F2. Following the transactions reported herein, the Reporting Person is deemed to beneficially own 8,961,249 shares of Class B Common Stock and 8,961,249 Units owned by Cactus Enterprises.
- F3. The securities reported herein are directly owned by Cactus Enterprises. By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Reporting Person may be deemed to have an indirect pecuniary interest in the securities held directly by Cactus Enterprises through his ownership interest in Cactus Enterprises. In accordance with Instruction 4(b)(iv), the entire amount of the securities held by Cactus Enterprises is reported herein. The Reporting Person disclaims beneficial ownership of any securities that he does not directly own, except to the extent of his indirect pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is a member of a group or the beneficial owner of any securities not directly owned by the Reporting Person.
- F4. In connection with its redemption of Units, as described below, BIC disposed of a corresponding number of shares of Class B Common Stock, which shares were cancelled by the Issuer.
- F5. In connection with its redemption of Units, as described below, BIC acquired 100,000 shares of Class A Common Stock.
- F6. The shares reported herein as sold represent the aggregate number of shares sold by Bender Investment Company pursuant to a Rule 10b5-1 trading plan. The reporting person has an ownership interest in Bender Investment Company and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F7. "Units" mean ownership interests in Cactus Companies, LLC ("Cactus Companies"). The Issuer is the sole managing member of Cactus Companies.
- F8. 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.
- F9. (Continued from footnote 7) Upon the exercise of the Redemption Right, the Issuer (instead of Cactus Companies) has the right (the "Call Right") to acquire each tendered Unit directly from the exchanging Unit holder for, at its 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. The Issuer did not exercise the Call Right in connection with the redemptions described in this Report.
- F10. The Units and a corresponding number of shares of Class B Common Stock were redeemed for Class A Common Stock on November 2, 2026.
Key Figures
Units distributed to Bender Investment Company: 100,000 Units
Class B shares distributed to Bender Investment Company: 100,000 shares
Class A shares acquired in redemption: 100,000 shares
+4 more
7 metrics
Units distributed to Bender Investment Company
100,000 Units
In connection with its redemption of ownership interests in Cactus Enterprises on November 2, 2026
Class B shares distributed to Bender Investment Company
100,000 shares
Corresponding shares distributed with the Units on November 2, 2026
Class A shares acquired in redemption
100,000 shares
Bender Investment Company acquired the shares in connection with its redemption of Units on November 2, 2026
Class A shares sold
100,000 shares
Bender Investment Company sale on November 2, 2026
Sale price
$63.914 per share
Bender Investment Company sale on November 2, 2026
Class B shares deemed beneficially owned
8,961,249 shares
After the transactions; deemed beneficially owned by Scott Bender
Units deemed beneficially owned
8,961,249 Units
After the transactions; owned by Cactus Enterprises and deemed beneficially owned by Scott Bender
Key Terms
Units, Redemption Right, Call Right, Rule 10b5-1 trading plan
4 terms
Units financial
""Units" mean ownership interests in Cactus Companies, LLC"
Units are bundled securities sold as one package in a financing—commonly a share paired with an instrument that gives the holder the right to buy more shares later. For investors this matters because a unit’s extra component can change future supply of shares and potential returns, similar to buying a combo with a coupon that can be redeemed later and alter what you actually receive and what others might own.
Redemption Right financial
"Upon the exercise of the Redemption Right"
Call Right financial
"the Call Right to acquire each tendered Unit directly"
A call right is a contractual ability, usually held by the issuer or seller, to buy back or retire a financial instrument (such as a bond or preferred share) before its scheduled end date. It matters to investors because an issuer’s decision to exercise that right can shorten expected income and force reinvestment—like a lender refinancing a mortgage—changing the security’s value and the investor’s future returns.
Rule 10b5-1 trading plan regulatory
"sold by Bender Investment Company pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How did the WHD Unit redemption work?
Bender Investment Company received 100,000 Units and corresponding Class B Common Stock in connection with redemption of its ownership interests in Cactus Enterprises. The Units and corresponding shares were redeemed for Class A Common Stock at one share per Unit, and Cactus, Inc. did not exercise its Call Right.
AI-generated analysis. How Rhea-AI works. Not financial advice.
