Johnathan Ladd Wilks - May 12, 2022 Form 3 Insider Report for ProFrac Holding Corp. (ACDC)

Role
Chief Executive Officer
Signature
/s/ Lance Turner, Attorney-in-Fact
Stock symbol
ACDC
Transactions as of
May 12, 2022
Transactions value $
$0
Form type
3
Date filed
5/12/2022, 09:55 PM
Next filing
May 26, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding ACDC Class B common stock, par value $0.01 1.22M May 12, 2022 Through limited partnership F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding ACDC ProFrac Holdings, LLC Units May 12, 2022 Class A common stock, par value $0.01 1.22M Through limited partnership F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Class B common stock has no economic rights but entitles its holder to one vote on all matters to be voted on by shareholders generally. At the request of the holder, each Unit may be coupled with a share of Class B common stock and redeemed for, at the Issuer's election and subject to certain restrictions in the Third Amended and Restated Limited Liability Company Agreement of ProFrac Holdings, LLC (the "ProFrac Holdings LLC Agreement"), newly-issued shares of Class A common stock of the Issuer on a one-for-one basis or for a cash payment to be determined pursuant to the ProFrac Holdings LLC Agreement for each Unit redeemed. The Units do not expire.
F2 KWELL Holdings, LP ("KHLP"), a Texas limited partnership, directly holds the securities of the Issuer. KWELL Group, LLC ("KWELL Group"), a Texas limited liability company, as General Partner of KHLP, has exclusive voting and investment control over the shares of Class A common stock held by KHLP, and therefore may be deemed to beneficially own such shares. Ladd Wilks, as a manager of KWELL Group, may exercise voting and investment power over the shares of the Issuer's Class A common stock directly owned by KHLP, and therefore may be deemed to beneficially own such shares.
F3 (Continued from Footnote 2) The Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of his pecuniary interest therein, and the filing of this Form 3 shall not be construed as an admission that the Reporting Person is the beneficial owner of any equity securities covered by this Form 3.

Remarks:

Exhibit List: Exhibit 24.1 - Power of Attorney