[Form 4] Cactus, Inc. Insider Trading Activity
Joel Bender, a director, president and reported 10% owner of Cactus, Inc. (WHD), filed a Form 4 disclosing changes in beneficial ownership dated 09/09/2025. The filing shows a disposition of 69,555 shares of Class B common stock (transaction code J(1)), after which 9,735,151 shares remain beneficially owned indirectly by Cactus WH Enterprises, LLC. Parallel reporting in the derivative table shows 69,555 Class A common shares underlying the reported derivative position, with the same 9,735,151 shares noted as indirectly owned. The filing states these shares were distributed by Cactus Enterprises to certain members in redemptions and that the reporting person did not participate in those redemptions. The report is signed by Joel Bender via attorney-in-fact William Marsh on 09/09/2025.
- Transparency: Filing clearly discloses the nature of the distribution and states that the reporting person did not participate in the redemptions
- Detailed explanation: Provides explicit linkage between Units, Class A conversion rights, and indirect ownership through Cactus Enterprises
- Reduced Class B holdings: A disposition of 69,555 Class B shares is reported, which may change share class composition reported for insiders
- Concentration risk: Reporting person is associated with a large indirect position of 9,735,151 shares, indicating significant insider exposure concentrated via an affiliate
Insights
TL;DR: Insider reports a non-participatory distribution reducing Class B holdings while large indirect stake remains via affiliated LLC.
The Form 4 documents a technical disposition of 69,555 Class B shares that resulted from distributions tied to member redemptions by Cactus WH Enterprises, LLC, not from an active sale or purchase by the reporting person. The disclosure clarifies the reporting person retains no direct change and that an indirect pecuniary interest persists through ownership in Cactus Enterprises. This filing is largely informational about ownership allocation following internal LLC redemptions and does not indicate a voluntary insider sale or company-level capital market transaction.
TL;DR: Transaction appears administrative: distributed shares from LLC redemptions; material indirect stake remains at 9.74 million shares.
The recorded disposition of 69,555 Class B shares is tied to member redemptions and distributions by an affiliate entity. The report highlights that the issuer's managing member structure and conversion rights (Units to Class A shares) create both direct and derivative reporting lines. For investors, the key point is the continuing 9,735,151-share indirect holding attributed to Cactus Enterprises and disclosed under Rule 16a-1; the reporting person disclaims beneficial ownership beyond his indirect pecuniary interest. The filing does not present new purchases, option exercises, or cash proceeds attributable to the reporting person.