Cactus (NYSE: WHD) president gains RSUs as shares withheld for tax

Rhea-AI Filing Summary

Cactus, Inc. president Joel Bender reported compensation-related equity transactions, mainly receiving and vesting restricted stock units (RSUs). On March 10, 2026, he was granted 27,218 RSUs, each representing a contingent right to one share of Class A common stock that vests in three equal annual installments.

On March 10 and 11, he exercised a total of 22,634 RSUs into the same number of Class A shares at a $0.00 exercise price. To cover tax obligations on vesting, the company withheld 8,908 shares of Class A common stock at prices of $48.60 and $48.56 per share, which are not open-market sales. After these transactions, Bender directly holds 41,519 Class A shares and 48,926 RSUs for potential future settlement.

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^*

Bender Joel

(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)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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
Class A Common Stock	03/10/2026		M		7,638	A	(1)	35,431	D
Class A Common Stock	03/10/2026		F		3,006(2)	D	$48.6	32,425	D
Class A Common Stock	03/10/2026		M		6,711	A	(1)	39,136	D
Class A Common Stock	03/10/2026		F		2,641(2)	D	$48.6	36,495	D
Class A Common Stock	03/11/2026		M		8,285	A	(1)	44,780	D
Class A Common Stock	03/11/2026		F		3,261(2)	D	$48.56	41,519	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	(1)	03/10/2026		A		27,218		(3)	(3)	Class A Common Stock	27,218	$0	71,650	D
Restricted Stock Units	(1)	03/10/2026		M			7,638	(4)	(4)	Class A Common Stock	7,638	$0	63,922	D
Restricted Stock Units	(1)	03/10/2026		M			6,711	(5)	(5)	Class A Common Stock	6,711	$0	57,211	D
Restricted Stock Units	(1)	03/11/2026		M			8,285	(6)	(6)	Class A Common Stock	8,285	$0	48,926	D

Explanation of Responses:

1. Restricted stock units represent a contingent right to receive Class A common stock. Upon vesting, one share of Class A common stock will be delivered for each vested restricted stock unit.

2. Represents shares withheld by the Company to satisfy tax withholding obligations upon the vesting of previously granted restricted stock units.

3. On March 10, 2026, the reporting person was granted 27,218 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.

4. On March 10, 2023, the reporting person was granted 22,913 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.

5. On March 10, 2025, the reporting person was granted 20,133 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.

6. On March 11, 2024, the reporting person was granted 24,857 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.

Remarks:

	/s/ Joel Bender, by William Marsh as Attorney-in-Fact	03/12/2026
	** 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).
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FAQ

What insider transactions did Cactus (WHD) president Joel Bender report?

Joel Bender reported equity compensation activity, including RSU grants, vesting, and tax withholding. He received 27,218 new restricted stock units, exercised 22,634 RSUs into Class A common shares, and had 8,908 shares withheld by the company to satisfy tax obligations related to vesting.

How many restricted stock units did Joel Bender receive from Cactus (WHD)?

On March 10, 2026, Joel Bender received a grant of 27,218 restricted stock units from Cactus, Inc. These RSUs vest in three equal annual installments beginning on the first anniversary of the grant date, providing him with a staged equity incentive tied to future service.

How many Cactus (WHD) shares were withheld for Joel Bender's taxes?

Cactus, Inc. withheld a total of 8,908 Class A common shares to cover Joel Bender’s tax obligations on RSU vesting. The company withheld 3,006 shares and 2,641 shares at $48.60, and 3,261 shares at $48.56 per share, instead of open-market sales.

What are Joel Bender's Cactus (WHD) holdings after these transactions?

Following these transactions, Joel Bender directly owns 41,519 shares of Cactus Class A common stock. He also holds 48,926 restricted stock units, each representing a contingent right to receive one share of Class A common stock upon future vesting under their respective award terms.

Do these Cactus (WHD) insider transactions involve open-market buying or selling?

The reported transactions do not involve open-market buying or selling. They reflect RSU grants and exercises plus shares withheld by Cactus, Inc. to satisfy tax obligations. Codes M and A indicate derivative exercises and awards, while F-coded dispositions are tax-withholding, not discretionary market sales.