Sec Form 4 Filing - THRC Holdings, LP @ ProFrac Holding Corp. - 2025-05-12

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
THRC Holdings, LP
2. Issuer Name and Ticker or Trading Symbol
ProFrac Holding Corp. [ ACDC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
17018 INTERSTATE 20
3. Date of Earliest Transaction (MM/DD/YY)
05/12/2025
(Street)
CISCO, TX76437
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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, par value $0.01 per share 05/12/2025 05/12/2025 P 23,599 A $ 4.8475 ( 1 ) 79,234,130 D
Class A common stock, par value $0.01 per share 05/13/2025 05/13/2025 P 728 A $ 4.9293 ( 2 ) 79,234,858 ( 3 ) D ( 4 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
THRC Holdings, LP
17018 INTERSTATE 20
CISCO, TX76437
X
Wilks Dan H.
17018 INTERSTATE 20
CISCO, TX76437
X
THRC Management, LLC
17018 IH 20
CISCO, TX76437
control of THRC Holdings
Signatures
/s/ THRC Management LLC by Robert B. Early, Attorney-in-Fact 05/14/2025
Signature of Reporting Person Date
/s/ Dan Wilks by Robert B. Early, Attorney-in-Fact 05/14/2025
Signature of Reporting Person Date
/s/ THRC Holdings LP by Robert B. Early, Attorney-in-Fact 05/14/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported price in Column 4 is a weighted average purchase price. These shares were purchased in multiple transactions at prices ranging from $4.83 to $4.89 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 2 )The reported price in Column 4 is a weighted average purchase price. These shares were purchased in multiple transactions at prices ranging from $4.925 to $4.93 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 3 )THRC Holdings owns (i) 77,502,143 shares of Class A Common Stock of Issuer, (ii) 30,000 shares of Series A Redeemable Convertible Preferred Stock that are convertible into 1,689,971 shares of Class A Common Stock, and (iii) warrants to purchase 42,744 shares of Class A Common Stock.
( 4 )THRC Holdings, LP, a Texas limited partnership ("THRC"), directly holds the securities of the Issuer. THRC Management, LLC, a Texas limited liability company ("THRC Management"), as General Partner of THRC, has exclusive voting and investment control over the shares of the Issuer's Class A common stock held by THRC, 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, 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.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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