Other Information.
+Added: The information regarding the deemed grants of stock-based compensation in Note 11—Stock-based compensation in the notes to our consolidated financial statements included in this report is incorporated by reference herein.
Furnish the exhibits required by Item 601 of Regulation S-K (§ 229.601 of this chapter).
−Removed: Agreement and Plan of Merger, dated as of October 21, 2021, by and between FTS International, Inc., ProFrac Holdings, LLC and ProFrac Acquisitions, Inc.
−Removed: (incorporated by reference to Exhibit 2.1 to the Company’s Registration Statement on Form S-1 (File No.
−Removed: 333-261255) filed with the SEC on November 22, 2021).
Master Reorganization Agreement, dated as of May 12, 2022, by and among ProFrac Holdings, LLC, ProFrac Holding Corp.
26 unchanged sentences
Indemnification Agreement (Gerald Haddock) (incorporated by reference to Exhibit 10.12 to the Company’s Current Report on Form 8-K filed with the SEC on May 18, 2022).
−Removed: Term Loan Credit Agreement among ProFrac Holdings, LLC, as holdings, ProFrac Holdings II, LLC, as the borrower, the several lenders from time to time party thereto and Piper Sandler Finance LLC, as the agent and the collateral agent, dated as of March 4, 2022 (incorporated by reference to Exhibit 10.8 to Amendment No.
−Removed: 2 to the Company’s Registration Statement on Form S-1 (File No.
−Removed: 333-261255) filed with the SEC on March 31, 2022) .
−Removed: Credit Agreement among ProFrac Holdings, LLC, as holdings, ProFrac Holdings II, LLC, as the borrower, the several lenders from time to time party thereto and JPMorgan Chase Bank N.A., as the agent and the collateral agent, dated as of March 4, 2022 (incorporated by reference to Exhibit 10.10 to Amendment No.
−Removed: 2 to the Company’s Registration Statement on Form S-1 (File No.
−Removed: 333-261255) filed with the SEC on March 31, 2022).
−Removed: Subordinated Promissory Note among ProFrac Holdings II, LLC, as payor, and Equify Financial LLC, as payee, dated as of March 4, 2022 (incorporated by reference to Exhibit 10.11 to Amendment No.
−Removed: 2 to the Company’s Registration Statement on Form S-1 (File No.
−Removed: 333-261255) filed with the SEC on March 31, 2022).
−Removed: Subordinated Promissory Note among ProFrac Holdings, LLC, as payor, and THRC Holdings, LP, as payee, dated as of March 4, 2022 (incorporated by reference to Exhibit 10.12 to Amendment No.
−Removed: 2 to the Company’s Registration Statement on Form S-1 (File No.
−Removed: 333-261255) filed with the SEC on March 31, 2022).
−Removed: Subordinated Promissory Note among ProFrac Holdings, LLC, as payor, and THRC Holdings, LP, as payee, dated as of March 4, 2022 (incorporated by reference to Exhibit 10.13 to Amendment No.
−Removed: 2 to the Company’s Registration Statement on Form S-1 (File No.
−Removed: 333-261255) filed with the SEC on March 31, 2022).
−Removed: Securities Purchase Agreement dated February 16, 2022 by and between Flotek Industries, Inc.
−Removed: and ProFrac Holdings, LLC (incorporated by reference to Exhibit 10.14 to Amendment No.
−Removed: 2 to the Company’s Registration Statement on Form S-1 (File No.
−Removed: 333-261255) filed with the SEC on March 31, 2022).
−Removed: Purchase and Sale Agreement, dated as of February 18, 2022, by and between ProFrac Holdings, LLC and Wilks Development, LLC (incorporated by reference to Exhibit 10.6 to Amendment No.
−Removed: 3 to the Company’s Registration Statement on Form S-1 (File No.
−Removed: 333-261255) filed with the SEC on April 26, 2022).
Amendment No.
1 to Chemical Products Supply Agreement between Flotek Chemistry, LLC and ProFrac Services, LLC dated May 17, 2022 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on May 23, 2022).
−Removed: Chemical Products Supply Agreement between Flotek Chemistry, LLC and ProFrac Services, LLC dated February 2, 2022 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on May 23, 2022).
Form of Voting Agreement, by and among ProFrac Holding Corp.
6 unchanged sentences
party thereto (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on June 24, 2022).
+Added: First Amendment to Term Loan Credit Agreement, dated as of July 25, 2022, by and among ProFrac Holdings II, LLC, ProFrac Holdings, LLC, the guarantors party thereto, the lenders party thereto, and Piper Sandler Finance LLC, as the agent and collateral agent for the lenders (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on July 29, 2022).
+Added: First Amendment to Credit Agreement, dated as of July 25, 2022, by and among ProFrac Holdings II, LLC, ProFrac Holdings, LLC, the guarantors party thereto, the lenders party thereto, and JPMorgan Chase Bank, N.A., as the agent and collateral agent for the lenders (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on July 29, 2022).
+Added: Assignment Agreement, dated as of May 10, 2022, by and between Farris Wilks and Jo Ann Wilks, as Co-Trustees of the Farris and Jo Ann Wilks 2022 Family Trust, created by Trust Agreement dated as of May 10, 2022, as assignor, and KWELL Holdings, LP, as assignee and Declaration of Intent
+Added: Assignment and Assumption Agreement, dated as of August [_], 2022, by and between THRC Holdings, LP, a Texas limited liability company, as assignor, and Matthew D.
+Added: Wilks, as assignee.
Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
17 unchanged sentences
Profrac Holding Corp.
−Removed: June 24, 2022
+Added: August 15, 2022
/s/ Matthew D.
1 unchanged sentence
(Principal Executive Officer)
−Removed: June 24, 2022
+Added: August 15, 2022
/s/ Lance Turner
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.