0000899243-22-034989.txt : 20221103 0000899243-22-034989.hdr.sgml : 20221103 20221103192338 ACCESSION NUMBER: 0000899243-22-034989 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221101 FILED AS OF DATE: 20221103 DATE AS OF CHANGE: 20221103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wilks Farris CENTRAL INDEX KEY: 0001641794 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41388 FILM NUMBER: 221359770 MAIL ADDRESS: STREET 1: 17018 INTERSTATE 20 CITY: CISCO STATE: TX ZIP: 76437 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wilks Jo Ann CENTRAL INDEX KEY: 0001928401 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41388 FILM NUMBER: 221359768 MAIL ADDRESS: STREET 1: 17018 IH-20 CITY: CISCO STATE: TX ZIP: 76437 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Farris & Jo Ann Wilks 2022 Family Trust CENTRAL INDEX KEY: 0001928013 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41388 FILM NUMBER: 221359769 BUSINESS ADDRESS: STREET 1: 17018 IH-20 CITY: CISCO STATE: TX ZIP: 76437 BUSINESS PHONE: (817) 850-3680 MAIL ADDRESS: STREET 1: 17018 IH-20 CITY: CISCO STATE: TX ZIP: 76437 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ProFrac Holding Corp. CENTRAL INDEX KEY: 0001881487 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 SHOPS BOULEVARD STREET 2: SUITE 301 CITY: WILLOW PARK STATE: TX ZIP: 76087 BUSINESS PHONE: 254-776-3722 MAIL ADDRESS: STREET 1: 333 SHOPS BOULEVARD STREET 2: SUITE 301 CITY: WILLOW PARK STATE: TX ZIP: 76087 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-11-01 0 0001881487 ProFrac Holding Corp. ACDC 0001641794 Wilks Farris 17018 INTERSTATE 20 CISCO TX 76437 0 0 1 0 0001928013 Farris & Jo Ann Wilks 2022 Family Trust 17018 INTERSTATE 20 CISCO TX 76437 0 0 1 0 0001928401 Wilks Jo Ann 17018 INTERSTATE 20 CISCO TX 76437 0 0 1 0 Class A common stock, par value $0.01 per share 2022-11-01 4 J 0 826376 A 826376 D Class A common stock, par value $0.01 per share 977778 I See Footnotes Class A common stock, par value $0.01 per share 10732715 I See Footnotes Pursuant to the Agreement and Plan of Merger ("Merger Agreement") dated June 21, 2022, by and among Issuer, U.S. Well Services, Inc., a Delaware Corporation ("USWS") and Thunderclap Merger Sub, Inc., a Delaware Corporation, on November 1, 2022 (the "Effective Date"), each issued and outstanding share of USWS Class A common stock was converted into the right to receive 0.3366 shares of the Issuer's Class A common stock. Received in exchange for 2,455,070 shares of USWS Class A common stock in connection with the above-referenced merger. On the Effective Date, the closing price of the Issuer's Class A common stock was $22.08 per share, and the closing price of USWS' Class A common stock was $7.41 per share. Reflects 977,778 shares of the Issuer's Class A common stock held directly by FARJO Holdings, LP ("FARJO Holdings"), a Texas limited partnership. The General Partner of FARJO Holdings is FARJO Management, LLC ("FARJO Management"), a Texas limited liability company. FARJO Management, as General Partner of FARJO Holdings, has exclusive voting and investment control over the shares of the Issuer's Class A common stock held by FARJO Holdings, and therefore may be deemed to beneficially own such shares. Farris C. Wilks, as sole manager of FARJO Management, may be deemed to exercise voting and investment power over the shares of the Issuer's Class A common stock directly owned by FARJO Holdings, and therefore may be deemed to beneficially own such shares. Reflects 10,732,715 shares of the Issuer's Class A common stock held directly by the Farris and Jo Ann Wilks 2022 Family Trust, a Texas irrevocable trust ("Farris Trust"). The number of shares owned by the Farris Trust is subject to change based on an appraisal. Farris C. Wilks serves as a trustee of the Farris Trust and, in such capacity has voting and dispository power over the shares of Class A common stock owned by such trust, and therefore may be deemed to beneficially own such shares. Jo Ann Wilks serves as a trustee of the Farris Trust and, in such capacity has dispository power over the shares of Class A common stock owned by such trust, 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 such person's 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. /s/ Robert J. Willette, Attorney-in-Fact 2022-11-03 /s/ Robert J. Willette, Attorney-in-Fact 2022-11-03 /s/ Robert J. Willette, Attorney-in-Fact 2022-11-03