[Form 4] Cactus, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Joel Bender, a director, 10% owner and President of Cactus, Inc. (WHD), filed a Form 4 reporting changes in beneficial ownership on 08/25/2025. The filing shows a disposition of 13,639 shares of Class B Common Stock and a corresponding report in the derivative table referencing 13,639 Class A Common Stock equivalents. The report states that these securities are directly owned by Cactus Enterprises and that Mr. Bender did not participate in the redemptions that caused distributions of Class B stock and Units to other members. As a result, the filing reports that Mr. Bender may be deemed to have an indirect pecuniary interest in 9,804,736 shares held by Cactus Enterprises, while disclaiming beneficial ownership of securities he does not directly own.

Insights

Financial Analyst

TL;DR: Routine insider disclosure showing indirect ownership concentration and a small non-participating disposition tied to member redemptions.

The Form 4 documents a non-market corporate reorganization event: certain members of Cactus Enterprises redeemed ownership interests, and Cactus Enterprises distributed Class B shares and Units to those members. Mr. Bender did not participate in those redemptions, yet the filing reports his indirect pecuniary interest in 9,804,736 shares held by Cactus Enterprises. The reported disposition of 13,639 Class B shares appears to reflect bookkeeping related to the distributions rather than an open-market sale by the reporting person. For investors, the key takeaway is the clear disclosure of large indirect ownership and that changes resulted from internal entity redemptions rather than personal trading.

Corporate Governance Expert

TL;DR: Proper compliance filing clarifies indirect holdings and confirms the reporting person did not receive distributed interests.

The footnotes provide governance context: the securities are held directly by Cactus Enterprises and the company’s operating agreements permit units to be redeemed for Class A shares or cash. The filer appropriately reports the full amount of securities held by the entity per Rule 16a-1 and expressly disclaims direct beneficial ownership except for any indirect pecuniary interest. This form adheres to Section 16 transparency standards and documents an entity-level redistribution event rather than an executive-initiated trade.

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
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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)
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	I	See Footnote(2)

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(3)	(4)	08/25/2025		J(5)			13,639	(4)	(5)	Class A Common Stock	13,639	(5)	9,804,736	I	See Footnote(2)(5)

Explanation of Responses:

1. 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. The Reporting Person did not participate in the redemptions, and no shares of Class B Common Stock were distributed to the Reporting Person or any entities controlled by the Reporting Person.

2. 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.

3. "Units" mean ownership interests in Cactus Companies, LLC ("Cactus Companies"). The Issuer is the sole managing member of Cactus Companies.

4. 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.

5. In connection with certain redemptions of ownership interests in Cactus Enterprises by certain of Cactus Enterprises' members pursuant to the amended and restated limited liability company agreement of Cactus Enterprises, Cactus Enterprises distributed Units to such members. The Reporting Person did not participate in the redemptions, and no Units were distributed to the Reporting Person or any entities controlled by the Reporting Person.

Remarks:

	/s/ Joel Bender, by William Marsh as Attorney-in-Fact	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 Joel Bender report on the Form 4 for WHD?

The Form 4 reports a disposition of 13,639 Class B Common Stock on 08/25/2025 and a corresponding derivative table entry reflecting 13,639 Class A equivalents.

How many Cactus, Inc. (WHD) shares is Joel Bender reported to have an indirect interest in?

The filing reports an indirect pecuniary interest in 9,804,736 shares held directly by Cactus Enterprises.

Did Joel Bender receive shares from the redemptions described in the filing?

No. The filing explicitly states that the Reporting Person did not participate in the redemptions and no shares or Units were distributed to him or entities he controls.

What caused the reported changes in ownership on the Form 4?

The changes resulted from certain redemptions of ownership interests in Cactus WH Enterprises, LLC that led to distributions of Class B stock and Units to certain members.

Does the Form 4 indicate direct ownership by Joel Bender?

No. The securities are reported as directly owned by Cactus Enterprises, and Mr. Bender reports only an indirect pecuniary interest in those securities.