| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ACDC | Series A Redeemable Convertible Preferred Stock | Purchase | $30M | +30K | $1,000.00* | 30K | Sep 29, 2023 | Class A Common Stock | 1.5M | $20.00 | Direct | F1, F2, F3, F4 |
| Id | Content |
|---|---|
| F1 | According to the ProFrac Holding Corp. Certificate of Designation (Exhibit 3.1 to ProFrac Holding Corp's 10/2/23 8k), the Conversion Price "shall initially be $20.00, which may be adjusted from time to time as set forth herein." |
| F2 | Issuer's Series A Convertible Preferred Stock has no expiration date as it is not redeemable at the option of the holder and does not automatically convert into common stock on a specified date. |
| F3 | The number of shares is determined by multiplying the Conversion Ratio and Number of Derivative Securities Acquired. The Conversio Ratio "is the quotient of (i) the Liquidation Preference as of the date of conversion and (ii) the then applicable Conversion Price." The Liquidation Preference "initially shall equal the original price of $1,000 for each share of Series A Preferred Stock, which amount shall be adjusted as the result of any PIK Accrual and as otherwise set forth." The PIK Accrual is equal to 8% per annum, which is compounded quarterly. As of the date of this filing, the Conversion Ratio is 50 and the Number of Derivative Securities Acquired is 30,000. As such, when multiplied, the number of shares of Class A Common Stock is 1,500,000. |
| F4 | THRC Holdings, LP, a Texas limited partnership ("THRC Holdings"), directly holds the securities of the Issuer. THRC Management, LLC, a Texas limited liability company ("THRC Management"), as General Partner of THRC Holdings, has exclusive voting and investment control over the shares of the Issuer's Class A common stock held by THRC Holdings, and therefore may be deemed to beneficially own such shares. Dan Wilks, as sole manager of THRC Management, may be deemed to exercise voting and investment power over the shares of the Issuer's Class A common stock directly owned by THRC Holdings, and therefore may be deemed to beneficially own such shares. Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4. |