Liberty Energy Inc. 10-K

Item 9A. Controls and Procedures Evaluation of Disclosure Controls and Procedures In accordance with the Securities Exchange Act of 1934 Rules 13a-15 and 15d-15, we carried out an evaluation, under the supervision and with the participation of management, including our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this report. Based on that evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective as of December 31, 2024 to provide reasonable assurance that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. Our disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosures. There were no changes to our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. See page F-1 for Management’s Report on Internal Control Over Financial Reporting and page F-4 for Report of Independent Registered Public Accounting Firm on its assessment of our internal control over financial reporting. Item 9B. Other Information During the quarter ended December 31, 2024, none of our directors or Section 16 officers informed us of the adoption , modification, or termination of any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (in each case, as defined in Item 408(a) of Regulation S-K). 46 PART III Item 10. Directors, Executive Officers and Corporate Governance The information required by this item concerning our executive officers, directors and corporate governance is incorporated herein by reference to our definitive proxy statement for our 2025 annual meeting of stockholders, which will be filed with the SEC no later than 120 days after December 31, 2024, under the captions “Proposal 1 — Election of Directors,” “The Board and its Committees,” “Executive Officers” and “Delinquent Section 16(a) Reports.” Item 11. Executive Compensation The information required by this item concerning executive compensation is incorporated herein by reference to our definitive proxy statement for our 2025 annual meeting of stockholders, which will be filed with the SEC no later than 120 days after December 31, 2024, under the captions “The Board and its Committees,” “Compensation Discussion & Analysis,” “Compensation Committee Report,” “Executive Compensation Tables,” “Director Compensation,” and “CEO Pay Ratio,” except for the information required by Item 402(v) of Regulation S-K, which is specifically not incorporated by reference. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters The information required by this item concerning the security ownership of certain beneficial owners and management and related stockholder matters are incorporated herein by reference to our definitive proxy statement for our 2025 annual meeting of stockholders, which will be filed with the SEC no later than 120 days after December 31, 2024, under the captions “Security Ownership of Certain Beneficial Owners and Management” and “Equity Compensation Plan Information.” Item 13. Certain Relationships and Related Transactions, and Director Independence The information required by this item concerning certain relationships and related person transactions and director independence is incorporated herein by reference to our definitive proxy statement for our 2025 annual meeting of stockholders, which will be filed with the SEC no later than 120 days after December 31, 2024, under the captions “Certain Relationships and Related Party Transactions” and “the Board and its Committees.” Item 14. Principal Accountant Fees and Services The information required by this item concerning principal accounting fees and services is incorporated herein by reference to our definitive proxy statement for our 2025 annual meeting of stockholders, which will be filed with the SEC no later than 120 days after December 31, 2024, under the caption “Proposal 3 — Ratification of Appointment of the Company’s Independent Registered Public Accounting Firm.” 47 PART IV Item 15. Exhibits and Financial Statement Schedules (a) Financial Statements and Financial Statement Schedules Refer to Index to Financial Statements on page 53. All schedules are omitted as information required is inapplicable or the information is presented in the consolidated financial statements and the related notes. (b) Exhibits The documents listed in the Index to Exhibits are filed, furnished or incorporated by reference as part of this Annual Report, and such Index to Exhibits are incorporated herein by reference. 48 Item 16. Form 10-K Summary None. 49 INDEX TO EXHIBITS Exhibit Number Description 2.1 Master Reorganization Agreement, dated as of January 11, 2018, by and among Liberty Oilfield Services Inc., Liberty Oilfield Services Holdings LLC, Liberty Oilfield Services New HoldCo LLC, and the other parties named therein (2) 2.2 Master Transaction Agreement, dated as of August 31, 2020, by and among Schlumberger Technology Corporation, Schlumberger Canada Limited, Liberty Oilfield Services Holdings LLC, Liberty Canada Operations Inc. and Liberty Oilfield Services Inc. (10) 3.1 Amended and Restated Certificate of Incorporation of Liberty Oilfield Services Inc. (2) 3.2 Certificate of Amendment to Amended and Restated Certificate of Incorporation (13) 3.3 Second Amended and Restated Bylaws of Liberty Energy Inc., as amended effective January 24, 2023 (17) 4.1 Description of the Registrant’s Securities Registered pursuant to Section 12 of the Securities Exchange Act of 1934. (20) 10.1 Second Amended and Restated Limited Liability Company Operating Agreement of Liberty Oilfield Services New HoldCo LLC (2) 10.2 Form of Joinder Agreement to Second Amended and Restated Limited Liability Company Operating Agreement of Liberty Oilfield Services New HoldCo LLC (12) 10.3 Tax Receivable Agreement, dated January 17, 2018, by and among Liberty Oilfield Services Inc., R/C Energy IV Direct Partnership, L.P., and R/C Energy IV Direct Partnership, L.P., as agent (2) 10.4 Tax Receivable Agreement, dated January 17, 2018, by and among Liberty Oilfield Services Inc., and the other parties named therein (2) 10.5 Agent Designation Amendment to the Tax Receivable Agreement, dated as of February 22, 2022, by and among Liberty Oilfield Services Inc. and R/C Energy IV Direct Partnership, L.P. (15) 10.6 Credit Agreement, dated September 19, 2017, by and among Wells Fargo Bank, National Association, as Administrative Agent, Wells Fargo Bank, National Association, JPMorgan Chase Bank, N.A. and Citibank, N.A., as Joint Lead Arrangers, Wells Fargo Bank, National Association, as Book Runner, JPMorgan Chase Bank, N.A. and Citibank, N.A., as Syndication Agents, the lender parties thereto, Liberty Oilfield Services Holdings LLC, as Parent and Liberty Oilfield Services LLC and LOS Acquisition Co I LLC, each as a Borrower (1) 10.7 Amendment and Parent Joinder to Credit Agreement, dated January 17, 2018, by and among Liberty Oilfield Services Holdings LLC, Liberty Oilfield Services LLC, LOS Acquisition Co I LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto (3) 10.8 Second Amendment and Parent Joinder to Credit Agreement, dated March 21, 2018, by and among Liberty Oilfield Services LLC, LOS Acquisition Co I LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto (3) 10.9 Third Amendment to Credit Agreement, dated May 29, 2020, by and among Liberty Oilfield Services LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, and Wells Fargo Bank, National Association as Administrative Agent, and the lenders signatory thereto (8) 10.10 Fourth Amendment to Credit Agreement, dated August 12, 2020, by and among Liberty Oilfield Services LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto (9) 10.11 Consent and Fifth Amendment to Credit Agreement, dated December 29, 2020, by and among Liberty Oilfield Services LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, ST9 Gas and Oil LLC, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto (11) 50 10.12 Sixth Amendment to Credit Agreement and Second Amendment to Guaranty and Security Agreement, dated October 22, 2021, by and among Liberty Oilfield Services LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New HoldCo LLC, R/C IV Non-U.S. LOS Corp, LOS Solar Acquisition LLC, Freedom Proppant LLC, LOS Kermit LLC, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, ST9 Gas and Oil LLC, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto (12) 10.13 Increase Joinder and Seventh Amendment to Credit Agreement, dated July 18, 2022, by and among Liberty Oilfield Services LLC, Liberty Energy Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, Freedom Proppant LLC, LOS Kermit LLC, LOS Leasing Company LLC, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, Proppant Express Solutions, LLC, ST9 Gas and Oil LLC, Well Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto. (14) 10.14 Eighth Amendment to Credit Agreement, dated January 23, 2023, by and among Liberty Oilfield Services LLC, Liberty Energy Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, Freedom Proppant LLC, LOS Kermit LLC, LOS Leasing Company LLC, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, Proppant Express Solutions, LLC, ST9 Gas and Oil LLC, Well Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto. (17) 10.15 Joinder Agreement, dated December 31, 2021, by and among LOS Leasing Company LLC and Wells Fargo Bank, National Association, as Administrative Agent (16) 10.16 Liberty Energy Services 401(k) Savings Plan * 10.17 Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement under the Long Term Incentive Plan (4)† 10.18 Form of Restricted Stock Unit Grant Notice under the Long Term Incentive Plan (11)† 10.19 Form of Performance Restricted Stock Unit Grant Notice and Performance Restricted Stock Unit Agreement under the Liberty Oilfield Services Inc. Long Term Incentive Plan (5)† 10.20 Liberty Energy Inc. Amended and Restated Long Term Incentive Plan (18)† 10.21 Form of Performance Restricted Stock unit Grant Notice and Agreement under the Liberty Energy Inc. Amended and Restated Long Term Incentive Plan (19)† 10.22 Form of Restricted Stock unit Grant Notice and Agreement under the Liberty Energy Inc. Amended and Restated Long Term Incentive Plan (19)† 10.23 Form of Restricted Stock unit Grant Notice under the Liberty Energy Inc. Amended and Restated Long Term Incentive Plan (19)† 10.24 Form of Director and Officer Indemnification Agreement * 10.25 Form of Change in Control Agreement (6)† 10.26 Form of Indemnification Agreement between the Company and each of its Directors and Executive Officers (7) 19.1 Insider Trading Policy (20) 21.1 List of subsidiaries of Liberty Energy Inc. * 23.1 Consent of Deloitte & Touche LLP * 31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 * 31.2 Certification of Chief Financial Officer pursuant to 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 * 32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ** 32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ** 95 Mine Safety Disclosure * 97 Compensation Recovery Policy (20) 101.INS XBRL Instance Document * 101.SCH XBRL Taxonomy Extension Schema Document * 51 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document * 101.DEF XBRL Taxonomy Extension Definition Linkbase Document * 101.LAB XBRL Taxonomy Extension Label Linkbase Document * 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document * 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)* (1) Incorporated by reference to the exhibits to the registrant’s Registration Statement on Form S-1, as amended (SEC File 333-216050). (2) Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on January 18, 2018. (3) Incorporated by reference to the exhibits to the registrant’s Annual Report on Form 10-K, filed on March 23, 2018. (4) Incorporated by reference to the exhibits to the registrant’s Quarterly Report on Form 10-Q, filed on May 10, 2018. (5) Incorporated by reference to the exhibits to the registrant’s Quarterly Report on Form 10-Q, filed on May 3, 2019. (6) Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on August 30, 2019. (7) Incorporated by reference to the exhibits to the registrant’s Annual Report on Form 10-K, filed on February 27, 2020. (8) Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on June 3, 2020. (9) Incorporated by reference to the exhibits to the registrant’s Quarterly Report on Form 10-Q, filed on October 30, 2020. (10) Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on September 1, 2020. (11) Incorporated by reference to the exhibits to the registrant’s Annual Report on Form 10-K, filed on February 24, 2021. (12) Incorporated by reference to the exhibits to the registrant’s Quarterly Report on Form 10-Q, filed on October 28, 2021. (13) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on April 21, 2022. (14) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on July 22, 2022. (15) Incorporated by reference to the exhibits to the registrant’s Quarterly Report on Form 10-Q, filed on April 25, 2022. (16) Incorporated by reference to the exhibits to the registrant’s Annual Report on Form 10-K, filed on February 22, 2022. (17) Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on January 26, 2023. (18) Incorporated by reference to Annex A of the registrant’s Definitive Proxy Statement on Schedule 14A, filed on March 7, 2024. (19) Incorporated by reference to the registrant’s Registration Statement on Form S-8, filed on May 17, 2024. (20) Incorporated by reference to the registrant’s Annual Report on Form 10-K, filed on February 9, 2024. * Filed herewith. ** Furnished herewith. † Denotes a management contract or compensatory plan or arrangement. 52 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. LIBERTY ENERGY INC. /s/ Ron Gusek Date: February 6, 2025 By: Ron Gusek Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Title Date /s/ Ron Gusek Chief Executive Officer and Director (Principal Executive Officer) February 6, 2025 Ron Gusek /s/ Michael Stock Chief Financial Officer (Principal Financial Officer) February 6, 2025 Michael Stock /s/ Ryan T. Gosney Chief Accounting Officer and Vice President of Finance February 6, 2025 Ryan T. Gosney (Principal Accounting Officer) /s/ Simon Ayat Director February 6, 2025 Simon Ayat /s/ Ken Babcock Director February 6, 2025 Ken Babcock /s/ Peter A. Dea Director February 6, 2025 Peter A. Dea /s/ William F. Kimble Director February 6, 2025 William F. Kimble /s/ James R. McDonald Director February 6, 2025 James R. McDonald /s/ Gale A. Norton Director February 6, 2025 Gale A. Norton /s/ Audrey Robertson Director February 6, 2025 Audrey Robertson /s/ Cary D. Steinbeck Director February 6, 2025 Cary D. Steinbeck /s/ Arjun Murti Director February 6, 2025 Arjun Murti 53 Index to Financial Statements Liberty Energy Inc. Management’s Report on Internal Control Over Financial Reporting F-1 Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 34 ) F- 2 Consolidated Balance Sheets as of December 31, 202 4 and 202 3 F- 5 Consolidated Statements of Operations for the Years Ended December 31, 202 4 , 202 3 , and 202 2 F- 6 Consolidated Statements of Comprehensive Income for the Years Ended December 31, 202 4 , 202 3 , and 202 2 F-7 Consolidated Statements of Changes in Equity for the Years Ended December 31, 202 4 and 202 3 F- 8 Consolidated Statements of Cash Flows for the Years Ended December 31, 202 4 , 202 3 and 202 2 F- 9 Notes to Consolidated Financial Statements F- 11 54 MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING The management of Liberty Energy Inc. is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) of the Securities Exchange Act. Internal control over financial reporting, no matter how well designed, has inherent limitations. Therefore, a system of internal control over financial reporting can provide only reasonable assurance and may not prevent or detect misstatements. Further, because of changes in conditions, effectiveness of internal controls over financial reporting may vary over time. Under the supervision of, and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2024 based on the framework and criteria established in Internal Control-Integrated Framework (2013) , issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that, as of December 31, 2024, our internal control over financial reporting was effective. The effectiveness of Liberty Energy Inc. ’ s internal control over financial reporting as of December 31, 2024 has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report that is included herein. F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the stockholders and the Board of Directors of Liberty Energy Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Liberty Energy Inc. and subsidiaries (the "Company") as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, changes in equity, and cash flows, for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 6, 2025, expressed an unqualified opinion on the Company’s internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which it relates. Property and equipment — Determination of Impairment Indicators — Refer to Note 2 to the financial statements Critical Audit Matter Description As described in Note 2 to the consolidated financial statements, the Company assesses its property and equipment for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable, referred to as triggering events. Possible indications of impairment may include events or changes in circumstances affecting the manner in which the assets are being used, historical and estimated future profitability measures, and other adverse events or changes that could affect the value of the assets. If a triggering event is identified, the Company evaluates its property and equipment for impairment by comparing undiscounted future cash flows expected to be generated over the life of the assets to the respective carrying amount. If the carrying amount of the assets exceeds the undiscounted future cash flows, an analysis is performed to determine the fair value of the assets. We identified the evaluation of property and equipment for impairment triggering events as a critical audit matter. The Company makes assumptions to evaluate property and equipment for possible indications of impairment. Changes in these assumptions could have a significant impact on the assets identified for further analysis. For the year ended December 31, 2024, the Company concluded that no triggering events had occurred, and no impairment was recognized. Given the Company’s evaluation of possible indications of impairment of property and equipment requires management to make assumptions, performing audit procedures to evaluate whether management appropriately identified events or F-2 changes in circumstances indicating that the carrying amounts of property and equipment may not be recoverable required a high degree of auditor judgment. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the evaluation of property and equipment for possible indications of impairment included the following, among others: • We tested the effectiveness of internal controls over financial reporting related to management’s evaluation of impairment. This included controls related to the Company’s process to identify and evaluate triggering events, including the consideration of forecasted to actual results and market conditions in determining whether a triggering event exists. • We considered the completeness of management’s identification of impairment indicators by: ◦ Considering industry and analysts reports and the impact of macroeconomic factors, such as adverse changes in the regulatory environment, legislation or other factors that may represent impairment indicators not previously contemplated in management’s analysis. ◦ Inspecting minutes of the board of directors and committees to understand if there were factors that would represent potential impairment indicators for property and equipment. ◦ Developing an independent expectation of impairment indicators and compared such expectation to management’s analysis. • We evaluated management’s determination of the property and equipment’s estimated useful life as well as any factors impacting the useful life, such as plans to sell and any relevant purchase and sales agreements for assets sold. /s/ DELOITTE & TOUCHE LLP Denver, Colorado February 6, 2025 We have served as the Company’s auditor since 2016. F-3 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the stockholders and the Board of Directors of Liberty Energy Inc. Opinion on Internal Control over Financial Reporting We have audited the internal control over financial reporting of Liberty Energy Inc. (the “Company”) as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2024, of the Company and our report dated February 6, 2025, expressed an unqualified opinion on those financial statements. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ DELOITTE & TOUCHE LLP Denver, Colorado February 6, 2025 F-4 LIBERTY ENERGY INC. Consolidated Balance Sheets As of December 31, 2024 and 2023 (Dollars in thousands, except share data) 2024 2023 Assets Current assets: Cash and cash equivalents $ 19,984 $ 36,784 Accounts receivable—trade, net of allowances for credit losses of $ 848 and $ 939 , respectively 350,412 381,185 Accounts receivable—related party 4,234 17,345 Unbilled revenue (including amounts from related parties of $ 0 and $ 13,379 , respectively) 185,210 188,940 Inventories 203,469 205,865 Prepaid and other current assets 85,214 124,135 Total current assets 848,523 954,254 Property and equipment, net 1,890,998 1,645,368 Finance lease right-of-use assets 283,113 182,319 Operating lease right-of-use assets 73,322 92,640 Other assets (including amounts from related parties of $ 0 and $ 14,785 , respectively) 119,402 127,330 Investment in Nomad Proppant Services LLC 10,674 11,363 Investment in Oklo Inc. 51,611 10,000 Investment in Tamboran Resources Corporation 18,751 10,283 Total assets $ 3,296,394 $ 3,033,557 Liabilities and Equity Current liabilities: Accounts payable (including amounts due to related parties of $ 582 and $ 0 , respectively) $ 314,123 $ 293,733 Accrued liabilities 206,713 261,066 Income taxes payable 9,693 12,060 Current portion of payable pursuant to tax receivable agreements 40,776 5,170 Current portion of finance lease liabilities 66,648 39,867 Current portion of operating lease liabilities 28,570 27,528 Total current liabilities 666,523 639,424 Long-term debt 190,500 140,000 Deferred tax liability 137,728 102,340 Payable pursuant to tax receivable agreements 74,886 112,471 Noncurrent portion of finance lease liabilities 203,511 133,654 Noncurrent portion of operating lease liabilities 44,377 64,260 Total liabilities 1,317,525 1,192,149 Commitments & contingencies (Note 15) Stockholders’ equity: Preferred Stock, $ 0.01 par value, 10,000 shares authorized and none issued and outstanding — — Common Stock: Class A, $ 0.01 par value, 400,000,000 shares authorized and 161,858,784 issued and outstanding as of December 31, 2024 and 166,610,199 issued and outstanding as of December 31, 2023 1,619 1,666 Class B, $ 0.01 par value, 400,000,000 shares authorized and none issued and outstanding — — Additional paid in capital 977,484 1,093,498 Retained earnings 1,019,517 752,328 Accumulated other comprehensive loss ( 19,751 ) ( 6,084 ) Total stockholders’ equity 1,978,869 1,841,408 Total liabilities and equity $ 3,296,394 $ 3,033,557 See Notes to Consolidated Financial Statements. F-5 LIBERTY ENERGY INC. Consolidated Statements of Operations For the Years Ended December 31, 2024, 2023, and 2022 (In thousands, except per share data) 2024 2023 2022 Revenue: Revenue $ 4,183,821 $ 4,533,048 $ 4,000,780 Revenue—related parties 131,340 214,880 148,448 Total revenue 4,315,161 4,747,928 4,149,228 Operating costs and expenses: Cost of services (exclusive of depreciation, depletion, and amortization shown separately below) 3,200,506 3,349,370 3,149,036 General and administrative 225,474 221,406 180,040 Transaction and other costs — 2,053 5,837 Depreciation, depletion, and amortization 505,050 421,514 323,028 Gain on disposal of assets, net ( 5,337 ) ( 6,994 ) ( 4,603 ) Total operating costs and expenses 3,925,693 3,987,349 3,653,338 Operating income 389,468 760,579 495,890 Other (income) expense: Loss (gain) on remeasurement of liability under tax receivable agreements 3,210 ( 1,817 ) 76,191 Unrealized gain on investments, net ( 49,227 ) — ( 2,525 ) Interest income—related party ( 478 ) ( 1,987 ) — Interest expense, net 32,692 29,493 22,715 Total other (income) expense, net ( 13,803 ) 25,689 96,381 Net income before income taxes 403,271 734,890 399,509 Income tax expense (benefit) 87,261 178,482 ( 793 ) Net income 316,010 556,408 400,302 Less: Net income attributable to non-controlling interests — 91 700 Net income attributable to Liberty Energy Inc. stockholders $ 316,010 $ 556,317 $ 399,602 Net income attributable to Liberty Energy Inc. stockholders per common share: Basic $ 1.91 $ 3.24 $ 2.17 Diluted $ 1.87 $ 3.15 $ 2.11 Weighted average common shares outstanding: Basic 165,026 171,845 184,334 Diluted 169,398 176,360 189,349 See Notes to Consolidated Financial Statements. F-6 LIBERTY ENERGY INC. Consolidated Statements of Comprehensive Income For the Years Ended December 31, 2024, 2023, and 2022 (In thousands) 2024 2023 2022 Net income $ 316,010 $ 556,408 $ 400,302 Other comprehensive (loss) income Foreign currency translation adjustments ( 13,667 ) 1,313 ( 7,097 ) Comprehensive income $ 302,343 $ 557,721 $ 393,205 Comprehensive income attributable to non-controlling interest — 92 693 Comprehensive income attributable to Liberty Energy Inc. $ 302,343 $ 557,629 $ 392,512 See Notes to Consolidated Financial Statements. F-7 LIBERTY ENERGY INC. Consolidated Statements of Changes in Equity For the Years Ended December 31, 2024 and 2023 (In thousands, except per share and per unit data) Shares of Class A Common Stock Shares of Class B Common Stock Class A Common Stock, Par Value Class B Common Stock, Par Value Additional Paid in Capital Retained Earnings Accumulated Other Comprehensive Loss Total Equity Balance—December 31, 2023 166,610 — $ 1,666 $ — $ 1,093,498 $ 752,328 $ ( 6,084 ) $ 1,841,408 $ 0.29 /share of Class A Common Stock dividend — — — — — ( 48,821 ) — ( 48,821 ) Share repurchases ( 6,321 ) — ( 63 ) — ( 127,332 ) — — ( 127,395 ) Excise tax on share repurchases — — — — ( 924 ) — — ( 924 ) Stock-based compensation expense — — — — 32,412 — — 32,412 Vesting of restricted stock units, net 1,570 — 16 — ( 20,170 ) — — ( 20,154 ) Currency translation adjustment — — — — — — ( 13,667 ) ( 13,667 ) Net income — — — — — 316,010 — 316,010 Balance—December 31, 2024 161,859 — $ 1,619 $ — $ 977,484 $ 1,019,517 $ ( 19,751 ) $ 1,978,869 Shares of Class A Common Stock Shares of Class B Common Stock Class A Common Stock, Par Value Class B Common Stock, Par Value Additional Paid in Capital (Accumulated Deficit) Retained Earnings Accumulated Other Comprehensive Loss Total Stockholders’ equity Non-controlling Interest Total Equity Balance - December 31, 2022 178,753 250 $ 1,788 $ 3 $ 1,266,097 $ 234,525 $ ( 7,396 ) $ 1,495,017 $ 2,289 $ 1,497,306 Exchange of Class B Common Stock for Class A Common Stock 250 ( 250 ) 3 ( 3 ) 2,360 — — 2,360 ( 2,360 ) — Offering Costs — — — — ( 223 ) — — ( 223 ) — ( 223 ) Deferred tax and tax receivable agreements impact of Liberty LLC merger into the Company — — — — 6,681 — — 6,681 — 6,681 $ 0.22 /share of Class A Common Stock dividend — — — — — ( 38,514 ) — ( 38,514 ) — ( 38,514 ) Share repurchases ( 13,706 ) — ( 137 ) — ( 202,940 ) — — ( 203,077 ) ( 23 ) ( 203,100 ) Excise tax on share repurchases — — — — ( 1,855 ) — — ( 1,855 ) — ( 1,855 ) Stock-based compensation expense — — — — 33,023 — — 33,023 3 33,026 Vesting of restricted stock units, net 1,313 — 12 — ( 9,645 ) — — ( 9,633 ) ( 1 ) ( 9,634 ) Currency translation adjustment — — — — — — 1,312 1,312 1 1,313 Net income — — — — — 556,317 — 556,317 91 556,408 Balance - December 31, 2023 166,610 — $ 1,666 $ — $ 1,093,498 $ 752,328 $ ( 6,084 ) $ 1,841,408 $ — $ 1,841,408 See Notes to Consolidated Financial Statements. F-8 LIBERTY ENERGY INC. Consolidated Statements of Cash Flows For the Years Ended December 31, 2024, 2023, and 2022 (Dollars in thousands) 2024 2023 2022 Cash flows from operating activities: Net income $ 316,010 $ 556,408 $ 400,302 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization 505,050 421,514 323,028 Gain on disposal of assets, net ( 5,337 ) ( 6,994 ) ( 4,603 ) Stock-based compensation expense 32,412 33,026 23,108 Deferred income tax expense (benefit) 33,844 120,312 ( 12,472 ) Unrealized gain on investments, net ( 49,227 ) — ( 2,525 ) Cash return on equity method investment 3,967 — — Loss (gain) on remeasurement of liability under tax receivable agreements 3,210 ( 1,817 ) 76,191 Other non-cash items, net 178 7,111 7,986 Changes in operating assets and liabilities: Accounts receivable and unbilled revenue 18,187 19,612 ( 166,605 ) Accounts receivable and unbilled revenue—related party 41,275 ( 19,855 ) ( 25,522 ) Inventories 66 ( 114 ) ( 84,989 ) Prepaid and other assets ( 28,196 ) ( 66,182 ) ( 56,161 ) Accounts payable and accrued liabilities ( 41,319 ) ( 45,133 ) 57,203 Accounts payable and accrued liabilities—related party 582 — ( 1,864 ) Initial payment of operating lease liability ( 1,328 ) ( 3,305 ) ( 2,713 ) Net cash provided by operating activities 829,374 1,014,583 530,364 Cash flows from investing activities: Purchases of property and equipment and construction in-progress ( 651,034 ) ( 603,298 ) ( 451,905 ) Investment in sand logistics — — ( 7,415 ) Investment in equity securities ( 16,056 ) ( 20,283 ) ( 15,000 ) Acquisition of Siren Energy, net of cash received — ( 75,656 ) — Proceeds from sales of assets 23,977 26,909 23,664 Net cash used in investing activities ( 643,113 ) ( 672,328 ) ( 450,656 ) Cash flows from financing activities: Proceeds from borrowings on line-of-credit 2,238,000 1,153,000 713,000 Repayments of borrowings on line-of-credit ( 2,187,500 ) ( 1,128,000 ) ( 616,000 ) Repayments of borrowings on term loan — ( 104,716 ) ( 1,750 ) Payments on finance lease obligations ( 50,302 ) ( 17,392 ) ( 6,947 ) Class A Common Stock dividends and dividend equivalents upon restricted stock vesting ( 48,310 ) ( 37,684 ) ( 9,164 ) Per unit distributions to non-controlling interest unitholders — — ( 13 ) Other distributions and advance payments to non-controlling interest unitholders — — 920 Share repurchases, including related excise tax ( 129,250 ) ( 203,100 ) ( 125,313 ) Tax withholding on restricted stock units ( 20,154 ) ( 9,634 ) ( 9,716 ) Payments under TRA liability ( 5,189 ) — — Payment of equity issuance costs — ( 223 ) ( 79 ) Payments of debt issuance costs — ( 1,566 ) ( 708 ) Net cash used in financing activities ( 202,705 ) ( 349,315 ) ( 55,770 ) Net (decrease) increase in cash and cash equivalents ( 16,444 ) ( 7,060 ) 23,938 Translation effect on cash ( 356 ) 168 ( 260 ) Cash and cash equivalents—beginning of period 36,784 43,676 19,998 Cash and cash equivalents—end of period $ 19,984 $ 36,784 $ 43,676 F-9 LIBERTY ENERGY INC. Consolidated Statements of Cash Flows (cont.) For the Years Ended December 31, 2024, 2023, and 2022 (Dollars in thousands) 2024 2023 2022 Supplemental disclosure of cash flow information: Net cash paid for income taxes $ 35,857 $ 66,685 $ 10,744 Cash paid for interest $ 33,077 $ 26,651 $ 20,310 Non-cash investing and financing activities: Capital expenditures included in accounts payable and accrued liabilities $ 102,203 $ 99,165 $ 107,514 Capital expenditures reclassified from prepaid and other current assets $ 58,288 $ 50,313 $ 14,922 Capital expenditures reclassified from finance lease right-of-use assets $ 6,894 $ — $ — See Notes to Consolidated Financial Statements. F-10 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Note 1— Organization and Basis of Presentation Organization Liberty Energy Inc., formerly known as Liberty Oilfield Services Inc. (the “Company”), was incorporated as a Delaware corporation on December 21, 2016, to become a holding corporation for Liberty Oilfield Services New HoldCo LLC (“Liberty LLC”) and its subsidiaries upon completion of a corporate reorganization (the “Corporate Reorganization”) and planned initial public offering of the Company (“IPO”). On April 19, 2022, the stockholders of the Company approved an amendment to the Company’s Amended and Restated Certificate of Incorporation for the purpose of changing the Company’s name from “Liberty Oilfield Services Inc.” to “Liberty Energy Inc.” and thereafter, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation to reflect the new name, effective April 25, 2022. Effective January 31, 2023, Liberty LLC was merged into the Company, with the Company surviving the merger (the “Merger”). In connection with the Merger, all outstanding shares of the Company’s Class B Common Stock, par value $ 0.01 per share (the “Class B Common Stock”), were redeemed and exchanged for an equal number of shares of the Company’s Class A Common Stock, par value $ 0.01 per share (the “Class A Common Stock”). The Company did not make any distributions or receive any proceeds in connection with this exchange. The Merger did not have a significant impact on the Company’s consolidated financial statements. The Company, together with its subsidiaries, is a leading integrated energy services and technology company focused on providing innovative hydraulic fracturing services and related technologies to onshore oil and natural gas exploration and production (“E&P”) companies. We offer customers hydraulic fracturing services, together with complementary services including wireline services, proppant delivery solutions, field gas processing, compressed natural gas (“CNG”) delivery, data analytics, related goods (including our sand mine operations), and technologies to facilitate lower emission completions, thereby helping our customers reduce their emissions profile. Basis of Presentation The accompanying consolidated financial statements were prepared using generally accepted accounting principles in the United States of America (“GAAP”) and the instructions to Form 10-K, Regulation S-X and the rules and regulations of the Securities and Exchange Commission. The accompanying consolidated financial statements and related notes present the consolidated financial position of the Company and equity of the Company as of and for the years ended December 31, 2024 and 2023, and the results of operations and cash flows of the Company for the years ended December 31, 2024, 2023, and 2022. The consolidated financial statements include the amounts of the Company and all majority owned subsidiaries where the Company has the ability to exercise control. All intercompany amounts have been eliminated in the presentation of the consolidated financial statements of the Company. Our chief operating decision maker (“CODM”), the Chief Executive Officer, manages the Company’s business activities as a single operating and reportable segment at the consolidated level. Accordingly, our CODM uses consolidated net income to measure segment profit or loss, allocate resources, and assess performance. Further, the CODM is regularly provided with and utilizes consolidated functional expenses, as presented in the accompanying consolidated statements of operations, and total assets at the consolidated level, as included in the consolidated balance sheets herein, to manage the Company’s operations. Note 2— Significant Accounting Policies Business Combinations Business combinations are accounted for using the acquisition method of accounting in accordance with the Accounting Standard Codification (“ASC”) Topic 805 - Business Combinations, as amended by Accounting Standards Update (“ASU”) 2017-01, Business Combinations (Topic 805), Clarifying the Definition of a Business, and ASU No. 2021-08, Business Combinations: Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The purchase price is allocated to the assets acquired and liabilities assumed based on their estimated fair values. Fair value of the acquired assets and liabilities is measured in accordance with the guidance of ASC 850, Fair Value Measurements, using discounted cash flows and other applicable valuation techniques. Any acquisition related costs incurred by the Company are expensed as incurred. Any excess purchase price over the fair value of the net identifiable assets acquired is recorded as goodwill if the definition of a F-11 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements business is met. Operating results of an acquired business are included in our results of operations from the date of acquisition. Refer to Note 3—Acquisitions. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The consolidated financial statements include certain amounts that are based on management’s best estimates and judgments. The most significant estimates relate to the fair value of assets acquired and liabilities assumed, collectability of accounts receivable and estimates of allowance for doubtful accounts, the useful lives and salvage values of long-lived assets, future cash flows associated with long-lived assets, net realizable value of inventory, equity unit valuation, deferred taxes, and the tax receivable agreements value. These estimates may be adjusted as more current information becomes available. Cash and Cash Equivalents The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company continually monitors its positions with, and the credit quality of, the financial institutions with which it has banking relationships. As of the balance sheet date, and periodically throughout the year, the Company has maintained balances in various operating accounts in excess of federally insured limits. Accounts Receivable In accordance with Accounting Standards Updates ASU 2016-13, Financial Instruments-Credit Losses (Topic 326) : Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), the Company applies historic loss factors to its receivable portfolio segments that were not expected to be further impacted by current economic developments, and additional economic conditions factor to portfolio segments anticipated to experience greater losses in the current economic environment. Additionally, the Company continuously evaluates customers based on risk characteristics, such as historical losses and current economic conditions. Due to the cyclical nature of the oil and gas industry, the Company often evaluates its customers’ estimated losses on a case-by-case basis. The Company did not record an additional provision for credit losses during the year ended December 31, 2024 and 2022. During the year ended December 31, 2023, the Company recorded a provision for credit losses of $ 0.8 million, related to certain customers’ inability to pay. Provisions for credit losses are included in general and administrative expenses in the accompanying consolidated statements of operations. Refer to “Credit Risk” within Note 9—Fair Value Measurements and Financial Instruments for additional disclosures required under ASU 2016-13. Inventories Inventories consist of raw materials used in the hydraulic fracturing process, such as proppants, chemicals, and field service equipment maintenance parts and other and are stated at the lower of cost, determined using the weighted average cost method, or net realizable value. Inventories are charged to cost of services as used when providing hydraulic fracturing services. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable cost of completion, disposal, and transportation. Property and Equipment Property and equipment are stated at cost. Depreciation expense is recognized on property and equipment, excluding land, utilizing the straight-line method over the estimated useful lives, ranging from two to 30 years. The Company estimates salvage values that it does not depreciate. Construction in-progress, a component of property and equipment, represents long-lived assets not yet in service or being developed by the Company. These assets are not subject to depreciation until they are completed and ready for their intended use, at which point the Company reclassifies them to field services equipment, vehicles, or buildings and facilities, as appropriate. The Company incurs maintenance costs on its major equipment. The determination of whether an expenditure should be capitalized or expensed requires management judgment in the application of how the costs incurred benefit future periods, relative to the Company’s capitalization policy. Costs that either establish or increase the efficiency, productivity, functionality or life of a fixed asset are capitalized and depreciated over the remaining useful life of the asset. Impairment of long-lived assets Long-lived assets, such as property and equipment, right-of-use lease assets and intangible assets, are evaluated for impairment whenever events or changes in circumstances indicate that their carrying value may not be recoverable. Possible F-12 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements indicators of impairment may include events or changes in circumstances affecting the manner in which the assets are being used, historical and estimated future profitability measures, and other adverse events or changes that could affect the value of the assets. If a triggering event is identified, recoverability is assessed using undiscounted future net cash flows of assets grouped at the lowest level for which there are identifiable cash flows independent of the cash flows of other groups of assets. The Company determined the lowest level of identifiable cash flows to be at the asset group, which is the aggregate of the Company’s hydraulic fracturing fleets that are in service. A long-lived asset is not recoverable if its carrying amount exceeds the sum of estimated undiscounted cash flows expected to result from the use and eventual disposition. When alternative courses of action to recover the carrying amount of the asset group are under consideration, estimates of future undiscounted cash flows take into account possible outcomes and probabilities of their occurrence. If the carrying amount of the asset is not recoverable, an impairment loss is recognized in an amount by which its carrying amount exceeds its estimated fair value, such that its carrying amount is adjusted to its estimated fair value, with an offsetting charge to impairment expense. The Company measures the fair value of its long-lived assets using the discounted cash flow method. The expected future cash flows used for impairment reviews and related fair value calculations are based on judgmental assessments of projected revenue growth, fleet count, utilization, gross margin rates, selling, general and administrative rates, working capital fluctuations, capital expenditures, discount rates and terminal growth rates. Goodwill Goodwill represents the excess of the acquisition purchase price over the estimated fair value of net tangible and intangible assets required. Goodwill is not amortized, but instead tested for impairment at least annually, June 30, or more frequently if events and circumstances indicate that the asset might be impaired. In testing goodwill for impairment, the Company performs a qualitative assessment to determine whether the existence of events or circumstances indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the qualitative assessment determines that an impairment is more likely than not, then the Company performs the one-step quantitative impairment test by determining the fair value of the reporting unit. The fair value of the reporting unit is determined using either the income approach by utilizing estimated discounted future cash flows or the market approach utilizing recent transaction activity for comparable properties. These approaches are considered Level 3 fair value measurements. If the carrying amount of a reporting unit exceeds the fair value, an impairment loss is recognized in the current period in an amount equal to the excess. For purposes of assessing goodwill, the Company has one reporting unit. No goodwill impairment was identified during the years ended December 31, 2024 and 2023. Leases In accordance with ASC Topic 842, the Company determines if an arrangement is a lease at inception and evaluates identified leases for operating or finance lease treatment. Operating or finance lease right-of-use assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. The Company uses the rate implicit in the lease, when available, or an estimated fully collateralized incremental borrowing rate corresponding with the lease term and the information available at the commencement date in determining the present value of lease payments. Lease terms may include options to renew, however, the Company typically cannot determine its intent to renew a lease with reasonable certainty at inception. Additionally, the Company is a lessor in several operating leases in which the lease equipment is carried at amortized cost. Depreciation expense is recorded on a straight-line basis over its useful life to the estimated residual value. The lessee may not purchase the leased equipment and must return such equipment by the lease’s scheduled maturity date. Equity Investments The Company may from time to time invest in equity securities of public and private companies. Equity investments are measured and recorded as follows: Marketable equity investments are equity investments with a readily determinable fair value and are recorded at fair value on a recurring basis with changes in fair value, whether realized or unrealized, recorded through the income statement. Unrealized gains and losses resulting from changes in fair value are recorded in unrealized gain on investments, net. Equity method investments are equity securities in investees we do not control, but over which we have the ability to exercise significant influence. Equity method investments are measured at cost minus impairment, if any, plus or minus the Company’s share of equity method investee income or loss, less distributions received as return on investment. The Company’s share of equity method investee income or loss is recorded as a component of cost of services as the investee is a supplier of the Company, refer to Note 14—Related Party Transactions Nomad Proppant Services LLC for further discussion of the Company’s equity method investment. Equity method investments are monitored for other-than-temporary F-13 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements decreases in investment value, which considers the severity and duration of a potential decline in fair value below cost and our ability and intent to hold the investment for a sufficient period of time to allow for recovery. Income Taxes Deferred income taxes are computed using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Deferred tax assets and liabilities are measured using the enacted tax rates in effect for the year in which the deferred tax asset or liability are expected to reverse. The Company classifies all deferred tax assets and liabilities as non-current. The Company records Global Intangible Low-Tax Income inclusion as a current period expense. The Company evaluates its deferred tax assets quarterly and considers both positive and negative evidence in applying the guidance of ASC 740 Income Taxes (“ASC 740”) related to the realizability of its deferred tax assets. As of December 31, 2024 and 2023 there were no valuation allowances recorded against the Company’s deferred tax assets. The Company recognizes the financial statement effects of a tax position when it is more-likely-than-not, based on the technical merits, that the position will be sustained upon examination. A tax position that meets the more-likely-than-not recognition threshold is measured as the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate settlement with a taxing authority. Previously recognized tax positions are reversed in the first period in which it is no longer more-likely-than-not that the tax position would be sustained upon examination. Income tax related interest and penalties, if applicable, are recorded as a component of the provision for income tax expense. Tax Receivable Agreements In connection with the IPO, on January 17, 2018, the Company entered into two Tax Receivable Agreements (the “TRAs”) with the R/C Energy IV Direct Partnership, L.P. and certain legacy owners that continued to own Liberty LLC Units (each such person and any permitted transferee, a “Tax Receivable Agreement Holder” and together, the “Tax Receivable Agreement Holders”). The TRAs generally provide for the payment by the Company of 85% of the net cash savings, if any, in U.S. federal, state, and local income tax and franchise tax (computed using simplifying assumptions to address the impact of state and local taxes) that the Company actually realizes (or is deemed to realize in certain circumstances) in periods after the IPO as a result, as applicable to each Tax Receivable Agreement Holder, of (i) certain increases in tax basis that occur as a result of the Company’s acquisition (or deemed acquisition for U.S. federal income tax purposes) of all or a portion of such Tax Receivable Agreement Holder’s Liberty LLC Units in connection with the IPO or pursuant to the exercise of the right (the “Redemption Right”) or the Company’s right (the “Call Right”), (ii) any net operating losses available to the Company as a result of the Corporate Reorganization, and (iii) imputed interest deemed to be paid by the Company as a result of, and additional tax basis arising from, any payments the Company makes under the TRAs. With respect to obligations the Company expects to incur under the TRAs (except in cases where the Company elects to terminate the TRAs early, the TRAs are terminated early due to certain mergers, asset sales, or other changes of control or the Company has available cash but fails to make payments when due), generally the Company may elect to defer payments due under the TRAs if the Company does not have available cash to satisfy its payment obligations under the TRAs or if its contractual obligations limit its ability to make such payments. Any such deferred payments under the TRAs generally will accrue interest. In certain cases, payments under the TRAs may be accelerated and/or significantly exceed the actual benefits, if any, the Company realizes in respect of the tax attributes subject to the TRAs. The Company accounts for amounts payable under the TRAs in accordance with ASC Topic 450, Contingencies . If the Company experiences a change of control (as defined under the TRAs) or the TRAs otherwise terminate early, the Company’s obligations under the TRAs could have a substantial negative impact on its liquidity and could have the effect of delaying, deferring or preventing certain mergers, asset sales, or other forms of business combinations or changes of control. Share Repurchases The Company accounts for the purchase price of repurchased Class A Common Stock in excess of par value ($ 0.01 per share of Class A Common Stock) as a reduction of additional paid-in capital, and will continue to do so until additional paid-in capital is reduced to zero. Thereafter, any excess purchase price will be recorded as a reduction to retained earnings. All Class A Common Stock shares repurchased to date have been retired upon repurchase. Revenue Recognition Under ASC Topic 606- Revenue from Contracts with Customers , revenue recognition is based on the transfer of control, or the customer’s ability to benefit from the services and products in an amount that reflects the consideration expected to be received in exchange for those services and products. In recognizing revenue for services and products, the transaction price is determined from sales orders or contracts with customers. Revenue is recognized at the completion of each fracturing stage, and F-14 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements in most cases the price at the end of each stage is fixed, however, in limited circumstances contracts may contain variable consideration. Variable consideration typically may relate to discounts, price concessions and incentives. The Company estimates variable consideration based on the amount of consideration we expect to receive. The Company accrues revenue on an ongoing basis to reflect updated information for variable consideration as performance obligations are met. The Company also assesses customers’ ability and intention to pay, which is based on a variety of factors including historical payment experience and financial condition. Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 45 days. In connection with the adoption of ASC Topic 842, the Company determined that certain of its service revenue contracts contain a lease component. The Company elected to adopt a practical expedient available to lessors, which allows the Company to combine the lease and non-lease components and account for the combined component in accordance with the accounting treatment for the predominant component. Therefore, the Company combines the lease and service component for certain of the Company’s service contracts and continues to account for the combined component under ASC Topic 606, Revenue from Contracts with Customers. Transaction and Other Costs During 2024, the Company did not incur transaction and integration related costs. During 2023, the Company incurred transaction and integration related costs in connection with the Siren Acquisition (as defined in Note 3—Acquisitions). Such costs include investment banking, legal, accounting and other professional services provided in connection with closing the transaction and are expensed as incurred . During 2022, the Company incurred transaction and integration related costs in connection with a prior period acquisition. Such costs include investment banking, legal, accounting and other professional services provided in connection with closing the transaction and are expensed as incurred . Foreign Currency Translation The Company records foreign currency translation adjustments from the process of translating the functional currency of the financial statements of its foreign subsidiaries into the U.S. dollar reporting currency. The Canadian dollar and the Australian dollar are the functional currencies of the Company’s foreign subsidiaries as they are the primary currencies within the economic environment in which the subsidiaries operates. Assets and liabilities of the subsidiary’s operations are translated into U.S. dollars at the rate of exchange in effect on the balance sheet date and income and expenses are translated at the average exchange rate in effect during the reporting period. Adjustments resulting from the translation of the subsidiary’s financial statements are reported in other comprehensive income. Recently Adopted Accounting Standards Segment Reporting: Improvements to Reportable Segment Disclosures In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting: Improvements to Reportable Segment Disclosures , which requires more detailed disclosures, on an annual and interim basis, related to the Company’s reportable segment. The guidance is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company adopted this guidance during the most recent quarter. See Note 1—Organization and Basis of Presentation for further detail. Recently Issued Accounting Standards Income Taxes: Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU No. 2023-09, Income Taxes: Improvements to Income Tax Disclosures , which requires disaggregation of certain components included in the Company’s effective tax rate and income taxes paid disclosures. The guidance is effective for annual periods beginning after December 15, 2024. The Company is currently assessing the impact of this ASU on the Company’s financial statements but does not expect it will have a material impact. F-15 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures: Disaggregation of Income Statement Expenses In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures: Disaggregation of Income Statement Expenses , which requires disclosure of specified information about certain costs and expenses. The guidance is effective for annual periods beginning after December 15, 2026 and interim periods beginning after December 15, 2027. The Company is currently assessing the impact of this ASU on the Company’s financial statements. Reclassifications Certain amounts in the prior period financial statements have been reclassified to conform to current period financial statement presentation. Amounts in the prior period financial statements have been reclassified from “Tax withheld on vesting of restricted stock units” into “Vesting of restricted stock units, net” in the accompanying consolidated statements of changes in equity. In the accompanying consolidated balance sheets, amounts in the prior period financial statements have been reclassified from “Other assets” into “Investment in Nomad Proppant Services LLC,” “Investment in Oklo Inc.,” and “Investment in Tamboran Resources Corporation”. Additionally, in the accompanying consolidated statement of cash flows, amounts in the prior period financial statements have been reclassified from “Other non-cash items, net” into “Unrealized gain on investments, net”. These reclassifications had no effect on the previously reported net income. Note 3— Acquisitions Siren Acquisition On April 6, 2023, the Company completed the acquisition of a Permian focused integrated natural gas compression and compressed natural gas delivery business, Siren Energy & Logistics, LLC, for cash consideration of $ 75.7 million, after post closing adjustments and net of cash received (the “Siren Acquisition”). The Siren Acquisition was accounted for under the acquisition method of accounting for business combinations. Accordingly, the Company conducted assessments of the net assets acquired and recognized amounts for identifiable assets acquired and liabilities assumed at their estimated acquisition date fair values, while transaction and integration costs associated with the acquisition were expensed as incurred. In connection with the Siren Acquisition, the Company recorded goodwill of $ 42.0 million, property and equipment of $ 34.9 million, net working capital of $ 2.5 million, deferred revenue of $ 5.2 million, and other assets of $ 1.8 million. Goodwill is recorded in other assets in the accompanying consolidated balance sheets. Due to the immateriality of the Siren Acquisition, the related revenue and earnings, supplemental pro forma financial information, and detailed purchase price allocation are not disclosed. In accordance with ASC Topic 805, an acquirer is allowed a period, referred to as the measurement period, in which to complete its accounting for the transaction. Such measurement period ends at the earliest date that the acquirer a) receives the information necessary or b) determines that it cannot obtain further information, and such period may not exceed one year. As the Siren Acquisition closed on April 6, 2023, the Company completed the purchase price allocation during the year ended December 31, 2023. Note 4— Inventories Inventories consist of the following: December 31, ($ in thousands) 2024 2023 Proppants $ 9,341 $ 17,124 Chemicals 18,629 16,896 Maintenance parts and other 175,499 171,845 $ 203,469 $ 205,865 During the years ended December 31, 2024, 2023, and 2022, the lower of cost or net realizable value analysis resulted in the Company recording write-downs to the inventory carrying value of $ 1.0 million, $ 5.8 million, and $ 1.7 million, respectively. All are included as a component in cost of services in the consolidated statements of operations. F-16 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Note 5— Property and Equipment Property and equipment consist of the following: Estimated useful lives (in years) December 31, 2024 2023 ($ in thousands) Land N/A $ 30,041 $ 29,384 Field services equipment 2 - 10 3,068,681 2,520,336 Vehicles 4 - 7 61,433 63,423 Lease equipment 10 163,889 138,781 Buildings and facilities 5 - 30 180,010 149,876 Mineral reserves > 25 80,070 76,823 Office equipment and furniture 2 - 7 12,532 11,836 3,596,656 2,990,459 Less accumulated depreciation and depletion ( 1,917,551 ) ( 1,501,685 ) 1,679,105 1,488,774 Construction in-progress N/A 211,893 156,594 Property and equipment, net $ 1,890,998 $ 1,645,368 Depreciation expense for the years ended December 31, 2024, 2023, and 2022 was $ 448.1 million, $ 387.8 million, and $ 302.3 million, respectively. Depletion expense for the years ended December 31, 2024, 2023, and 2022 was $ 1.2 million, $ 1.1 million, and $ 1.2 million, respectively. As of December 31, 2024 and December 31, 2023, the Company concluded that no triggering events that could indicate possible impairment of property and equipment had occurred, other than related to the assets held for sale discussed below. As of December 31, 2024, the Company had no property that met the assets held for sale criteria. However, as of December 31, 2023, the Company classified $ 0.7 million of land and $ 0.8 million of buildings, net of accumulated depreciation, of one property as held for sale. During the year ended December 31, 2024, the Company sold two properties, including the property that was classified as held for sale as of December 31, 2023, resulting in a nominal gain included as a component of gain on disposal of assets, net in the accompanying consolidated statements of operations. Note 6— Leases Lessee Arrangements The Company has operating and finance leases primarily for vehicles, equipment, railcars, office space, and facilities. The terms and conditions for these leases vary by the type of underlying asset. Certain leases include variable lease payments for items such as property taxes, insurance, maintenance, and other operating expenses associated with leased assets. Payments that vary based on an index or rate are included in the measurement of lease assets and liabilities at the rate as of the commencement date. All other variable lease payments are excluded from the measurement of lease assets and liabilities, and are recognized in the period in which the obligation for those payments is incurred. The components of lease expense for the years ended as of December 31, 2024, and 2023 were as follows: ($ in thousands) 2024 2023 Finance lease cost: Amortization of right-of-use assets $ 43,364 $ 19,040 Interest on lease liabilities 16,972 6,060 Operating lease cost 35,861 40,275 Variable lease cost 6,392 5,116 Short-term lease cost 3,422 7,717 Total lease cost, net $ 106,011 $ 78,208 F-17 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Supplemental cash flow and other information related to leases for the years ended December 31, 2024 and 2023 were as follows: ($ in thousands) 2024 2023 Cash paid for amounts included in measurement of liabilities: Operating leases $ 35,653 $ 41,143 Finance leases 67,181 23,463 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases 14,581 31,449 Finance leases 149,005 160,546 During the year ended December 31, 2024, the Company amended certain operating leases, the change in terms of which caused the leases to be reclassified as finance leases. Additionally, the Company recognized finance lease right-of-use assets of $ 4.4 million and liabilities of $ 4.3 million. There was no gain or loss recognized as a result of these amendments. During the year ended December 31, 2023, the Company did not amend any operating or finance leases. Lease terms and discount rates as of December 31, 2024 and 2023 were as follows: December 31, 2024 December 31, 2023 Weighted-average remaining lease term: Operating leases 3.8 years 4.3 years Finance leases 3.2 years 3.3 years Weighted-average discount rate: Operating leases 6.7 % 6.0 % Finance leases 7.4 % 8.0 % Future minimum lease commitments as of December 31, 2024 are as follows: ($ in thousands) Finance Operating 2025 $ 87,476 $ 31,771 2026 85,503 21,496 2027 55,016 11,932 2028 60,381 3,935 2029 21,625 2,795 Thereafter — 9,874 Total lease payments 310,001 81,803 Less imputed interest 39,842 8,856 Total $ 270,159 $ 72,947 The Company’s vehicle leases typically include a residual value guarantee. For the Company’s vehicle leases classified as operating leases, the total residual value guaranteed as of December 31, 2024 is $ 11.6 million; the payment is not probable and therefore has not been included in the measurement of the lease liability and right-of-use asset. For vehicle leases that are classified as finance leases, the Company includes the residual value guarantee, estimated in the lease agreement, in the financing lease liability. Lessor Arrangements The Company leases dry and wet sand containers, conveyor belts, and other equipment to customers through operating leases, where the lessor for tax purposes is considered to be the owner of the equipment during the term of the lease. The lease agreements do not include options for the lessee to purchase the underlying asset at the end of the lease term for either a stated fixed price or fair market value. However, some of the leases contain a termination clause in which the customer can cancel the contract. The leases can be subject to variable lease payments if the customer requests more units than what is agreed upon in the lease. The Company does not record any lease assets or liabilities related to these variable items. F-18 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements The carrying amount of equipment leased to others, included in property, plant and equipment, under operating leases as of December 31, 2024 and 2023 were as follows: ($ in thousands) December 31, 2024 December 31, 2023 Equipment leased to others - at original cost $ 163,889 $ 138,781 Less: Accumulated depreciation ( 41,223 ) ( 25,819 ) Equipment leased to others - net $ 122,666 $ 112,962 Future payments receivable for operating leases as of December 31, 2024 are as follows: ($ in thousands) 2025 $ 5,412 2026 2,239 2027 — 2028 — 2029 — Thereafter — Total $ 7,651 Revenues from operating leases for the years ended December 31, 2024 and 2023 were $ 39.0 million and $ 36.6 million, respectively. Note 7— Accrued Liabilities Accrued liabilities consist of the following: ($ in thousands) December 31, 2024 December 31, 2023 Accrued vendor invoices $ 73,591 $ 99,620 Operations accruals 56,375 61,150 Accrued benefits and other 76,747 100,296 $ 206,713 $ 261,066 Note 8— Debt Debt consists of the following: ($ in thousands) December 31, 2024 December 31, 2023 Revolving Line of Credit $ 190,500 $ 140,000 On September 19, 2017, the Company entered into two credit agreements, (i) a revolving line of credit up to $ 250.0 million, subsequently increased to $ 525.0 million, see below, (the “ABL Facility”) and (ii) a $ 175.0 million term loan (the “Term Loan Facility”). Effective January 23, 2023, the Company entered into an Eighth Amendment to the ABL Facility (the “Eighth ABL Amendment”). The Eighth ABL Amendment amends certain terms, provisions and covenants of the ABL Facility, including, among other things: (i) increasing the maximum revolver amount from $ 425.0 million to $ 525.0 million (the “Upsized Revolver”); (ii) increasing the amount of the accordion feature from $ 75.0 million to $ 100.0 million; (iii) extending the maturity date from October 22, 2026 to January 23, 2028; (iv) modifying the dollar amounts of various credit facility triggers and tests proportionally to the Upsized Revolver; (v) permitting repayment under the Term Loan Facility prior to February 10, 2023; and (vi) increasing certain indebtedness, intercompany advance, and investment baskets. The Eighth ABL Amendment included an agreement from the Wells Fargo Bank, National Association, as administrative agent, to release its second priority liens and security interests on all collateral that served as first priority collateral under the Term Loan Facility, which was completed during the three months ended June 30, 2023. Additionally, on January 23, 2023, the Company borrowed $ 106.7 million on the ABL Facility and used the proceeds to pay off and terminate the Term Loan Facility. The amount paid included the balance of the Term Loan Facility at pay off of $ 104.7 million, $ 0.9 million of accrued interest, and a $ 1.1 million prepayment premium. Additionally, there were $ 0.2 million in administrative and lender legal fees incurred in connection with the pay off. F-19 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements The weighted average interest rate on all borrowings outstanding as of December 31, 2024 and December 31, 2023 was 6.8 % and 7.6 %, respectively. Term Loan Facility The Term Loan Facility provided for a $ 175.0 million term loan. In connection with the Eighth ABL Amendment and payoff of the Term Loan Facility, on January 23, 2023, the Company terminated the Term Loan Facility. See above for further discussion. ABL Facility Under the terms of the ABL Facility, up to $ 525.0 million may be borrowed, subject to certain borrowing base limitations based on a percentage of eligible accounts receivable and inventory. As of December 31, 2024, the borrowing base was calculated to be $ 319.8 million, and the Company had $ 190.5 million outstanding in addition to letters of credit totaling $ 14.0 million, with $ 115.3 million of remaining availability. Borrowings under the ABL Facility bear interest at Secured Overnight Financing Rate (“SOFR”) or a base rate, plus an applicable SOFR margin of 1.5 % to 2.0 % or base rate margin of 0.5 % to 1.0 %, as described in the ABL Facility credit agreement (the “ABL Facility credit agreement”). Additionally, borrowings as of December 31, 2024 incurred interest at a weighted average rate of 6.8 %. The average monthly unused commitment is subject to an unused commitment fee of 0.25 % to 0.375 %. Interest and fees are payable in arrears at the end of each month, or, in the case of SOFR loans, at the end of each interest period. The ABL Facility matures on January 23, 2028. Borrowings under the ABL Facility are collateralized by accounts receivable and inventory, and further secured by the Company, as parent guarantor. The ABL Facility includes certain non-financial covenants, including but not limited to restrictions on incurring additional debt and certain distributions. Moreover, the ability of the Company to incur additional debt and to make distributions is dependent on maintaining a maximum leverage ratio. The ABL Facility is not subject to financial covenants unless liquidity, as defined in the ABL Facility credit agreement, drops below a specific level. The Company is required to maintain a minimum fixed charge coverage ratio, as defined in the ABL Facility credit agreement, of 1.0 to 1.0 for each period if excess availability is less than 10 % of the borrowing base or $ 52.5 million, whichever is greater. The Company was in compliance with these covenants as of December 31, 2024. Maturities of debt are as follows: ($ in thousands) Years Ending December 31, 2025 $ — 2026 — 2027 — 2028 190,500 Thereafter — $ 190,500 Note 9— Fair Value Measurements and Financial Instruments The fair values of the Company’s assets and liabilities represent the amounts that would be received to sell those assets or that would be paid to transfer those liabilities in an orderly transaction on the reporting date. These fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability on the measurement date, the fair value measurement reflects the Company’s own judgments about the assumptions that market participants would use in pricing the asset or liability. The Company discloses the fair values of its assets and liabilities according to the quality of valuation inputs under the following hierarchy: • Level 1 Inputs: Quoted prices (unadjusted) in an active market for identical assets or liabilities. • Level 2 Inputs: Inputs other than quoted prices that are directly or indirectly observable. • Level 3 Inputs: Unobservable inputs that are significant to the fair value of assets or liabilities. The classification of an asset or liability is based on the lowest level of input significant to its fair value. Those that are initially classified as Level 3 are subsequently reported as Level 2 when the fair value derived from unobservable inputs is inconsequential to the overall fair value, or if corroborating market data becomes available. Assets and liabilities that are initially reported as Level 2 are subsequently reported as Level 3 if corroborating market data is no longer available. Transfers F-20 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements occur at the end of the reporting period. There were no transfers into or out of Levels 1, 2, and 3 during the years ended December 31, 2024 and 2023. The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, notes receivable, investments in equity securities, accounts payable, accrued liabilities, long-term debt, and finance and operating lease obligations. The carrying values of all of the Company’s financial instruments included in the accompanying consolidated balance sheets approximated or equaled their fair values on December 31, 2024 and 2023. • The carrying values of cash and cash equivalents, accounts receivable, and accounts payable (including accrued liabilities) approximated fair value on December 31, 2024 and 2023, due to their short-term nature. • The carrying value of investments in equity securities were measured at fair value on December 31, 2024 based on quoted prices in active markets. • The carrying value of amounts outstanding under long-term debt agreements with variable rates approximated fair value on December 31, 2024 and 2023, as the effective interest rates approximated market rates. • The carrying values of amounts outstanding under finance and operating lease obligations approximated fair value on December 31, 2024 and 2023, as the effective borrowing rates approximated market rates. Nonrecurring Measurements Certain assets and liabilities are measured at fair value on a nonrecurring basis. These items are not measured at fair value on an ongoing basis but may be subject to fair value adjustments in certain circumstances. These assets and liabilities include those acquired through the Siren Acquisition, which are required to be measured at fair value on the acquisition date in accordance with ASC Topic 805 . See Note 3—Acquisitions. During the year ended December 31, 2024, the Company sold two properties classified as held for sale resulting in a nominal gain included as a component of gain on disposal of assets, net in the accompanying consolidated statements of operations. Therefore, as of December 31, 2024, the Company had no property that met the assets held for sale criteria. As of December 31, 2023, the Company recorded $ 0.7 million of land and $ 0.8 million of buildings of one property that met the held for sale criteria, to assets held for sale at a total fair value of $ 0.8 million, which are included in prepaid and other current assets in the accompanying consolidated balance sheets. The Company estimated the fair value of the property based on a communicated selling price for one property, which is a Level 3 input. The Company estimated that the carrying value of the assets is equal to the fair value less the estimated costs to sell, net of write-downs taken in the prior period, and therefore no gain or loss was recorded during the year ended December 31, 2023. Other assets measured at fair value on a nonrecurring basis consisted of notes receivable—related party, which was recorded for trade receivables, created in the normal course of business, due from the Affiliate as of the Agreement Date, as defined and described in Note 14—Related Party Transactions. These notes were classified as Level 3 in the fair value hierarchy as the inputs to the determination of fair value were based upon unobservable inputs. During the year ended December 31, 2024, the notes were paid in full and therefore none was outstanding as of December 31, 2024. As of December 31, 2023, notes receivable—related party from the Affiliate was $ 14.8 million. Recurring Measurements The fair values of the Company’s cash equivalents measured on a recurring basis pursuant to ASC 820-10 Fair Value Measurements and Disclosures are carried at estimated fair value. Cash equivalents consist of money market accounts which the Company has classified as Level 1 given the active market for these accounts. As of December 31, 2024 and 2023, the Company had cash equivalents, measured at fair value, of $ 0.3 million and $ 0.3 million, respectively. The Company holds an investment in Oklo Inc. (“Oklo”) made during the three months ended September 30, 2023. In May 2024, Oklo was acquired by a publicly traded special purpose acquisition company which resulted in the conversion of the Company’s investment into common shares of Oklo, which are traded on the New York Stock Exchange. The Company measures this investment in equity securities at fair value using Level 1 inputs based on quoted prices in an active market. As of December 31, 2024, the fair value of the investment was estimated at $ 51.6 million. The change in Oklo’s fair value resulted in an unrealized gain of $ 41.6 million during the year ended December 31, 2024, included in unrealized gain on investments, net in the accompanying consolidated statements of operations. F-21 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Additionally, during the three months ended December 31, 2023, the Company purchased depository interests representing shares of common stock in Tamboran Resources Corporation (“Tamboran”). In June 2024, Tamboran completed an initial public offering and listed its common stock on the New York Stock Exchange. In addition to the prior purchase of depository interests, the Company participated in Tamboran’s initial public offering by purchasing an additional $ 10.0 million of Tamboran’s common stock. The Company measures this investment in equity securities at fair value using Level 1 inputs based on quoted prices in an active market. As of December 31, 2024, the fair value of the investment was estimated at $ 18.8 million. The change in Tamboran’s fair value resulted in an unrealized loss of $ 1.5 million during the year ended December 31, 2024, included in unrealized gain on investments, net in the accompanying consolidated statements of operations. Nonfinancial assets The Company estimates fair value to perform impairment tests as required on long-lived assets. The inputs used to determine such fair value are primarily based upon internally developed cash flow models and would generally be classified within Level 3 in the event that such assets were required to be measured and recorded at fair value within the consolidated financial statements. No such measurements were required as of December 31, 2024 and 2023 as no triggering event was identified. Credit Risk The Company’s financial instruments exposed to concentrations of credit risk consist primarily of cash and cash equivalents, and trade receivables. The Company’s cash and cash equivalents balance on deposit with financial institutions total $ 20.0 million and $ 36.8 million as of December 31, 2024 and 2023, respectively, which exceeded Federal Deposit Insurance Corporation insured limits. The Company regularly monitors these institutions’ financial condition. The majority of the Company’s customers have payment terms of 45 days or less. As of December 31, 2024, Customer A and Customer B accounted for 13.7 % and 10.4 %, respectively, of total consolidated accounts receivable and unbilled revenue. As of December 31, 2023, no customers accounted for 10% of total consolidated accounts receivable and unbilled revenue. During the year ended December 31, 2024, Customer C accounted for 11.8 % of consolidated revenues. During the years ended December 31, 2023, and 2022, no customers accounted for 10% of consolidated revenues. The Company mitigates the associated credit risk by performing credit evaluations and monitoring the payment patterns of its customers. As of December 31, 2024, the Company had $ 0.8 million in allowance for credit losses. As of December 31, 2023 and 2022, the Company had $ 0.9 million in allowance for credit losses and recorded a provision in 2023 related to certain customers’ expected inability to pay. The Company applies historic loss factors to its receivable portfolio segments that are not expected to be further impacted by current economic developments, and an additional economic conditions factor to portfolio segments anticipated to experience greater losses in the current economic environment. While the Company has not experienced significant credit losses in the past and has not seen material changes to the payment patterns of its customers, the Company cannot predict with any certainty the degree to which unforeseen events may affect the ability of its customers to timely pay receivables when due. Accordingly, in future periods, the Company may revise its estimates of expected credit losses. ($ in thousands) 2024 2023 2022 Allowance for credit losses, beginning of year $ 939 $ 884 $ 884 Credit losses: Current period provision — 808 — Amounts written off, net of recoveries ( 91 ) ( 753 ) — Allowance for credit losses, end of year $ 848 $ 939 $ 884 F-22 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Note 10— Equity Preferred Stock As of December 31, 2024 and 2023, the Company had 10,000 shares of preferred stock authorized, par value $ 0.01 , with none issued and outstanding. If issued, each class or series of preferred stock will cover the number of shares and will have the powers, preferences, rights, qualifications, limitations and restrictions determined by the Company’s board of directors, which may include, among others, dividend rights, liquidation preferences, voting rights, conversion rights, preemptive rights and redemption rights. Except as provided by law or in a preferred stock designation, the holders of preferred stock will not be entitled to vote at or receive notice of any meeting of shareholders. Class A Common Stock The Company had a total of 161,858,784 and 166,610,199 shares of Class A Common Stock outstanding as of December 31, 2024 and 2023, respectively, none of which were restricted. Holders of Class A Common Stock are entitled to one vote per share on all matters to be voted upon by the stockholders and are entitled to ratably receive dividends when and if declared by the Company’s board of directors. Class B Common Stock The Company had no shares of Class B Common Stock outstanding as of December 31, 2024 and 2023, respectively. Effective January 31, 2023, in connection with the Merger, all outstanding shares of the Class B Common Stock were redeemed and exchanged, with no shares remaining outstanding as of December 31, 2024. Long Term Incentive Plan On January 11, 2018, the Company adopted the Long Term Incentive Plan (“LTIP”) to incentivize employees, officers, directors and other service providers of the Company and its affiliates. The LTIP provides for the grant, from time to time, at the discretion of the Company’s board of directors or a committee thereof, of stock options, stock appreciation rights, restricted stock, restricted stock units, stock awards, dividend equivalents, other stock-based awards, cash awards, substitute awards and performance awards. Subject to adjustment in the event of certain transaction or changes of capitalization in accordance with the LTIP, 12,908,734 shares of Class A Common Stock were initially reserved for issuance pursuant to awards under the LTIP. Effective April 16, 2024, following receipt of stockholder approval, the Company adopted the amended and restated the LTIP, which, among other things, increased the total number of shares authorized for issuance under the amended and restated LTIP, including shares already issued, to 21,239,244 shares of Class A Common Stock. Class A Common Stock subject to an award that expires or is canceled, forfeited, exchanged, settled in cash or otherwise terminated without delivery of shares will again be available for delivery pursuant to other awards under the LTIP. Restricted Stock Units Restricted stock units (“RSUs”) granted pursuant to the LTIP, if they vest, will be settled in shares of the Company’s Class A Common Stock. RSUs were granted with vesting terms up to three years . Changes in non-vested RSUs outstanding under the LTIP during the year ended December 31, 2024 were as follows: Number of Units Weighted Average Grant Date Fair Value per Unit Non-vested as of December 31, 2023 2,985,218 $ 13.90 Granted 1,519,597 19.46 Vested ( 1,491,085 ) 13.53 Forfeited ( 75,322 ) 15.18 Outstanding at December 31, 2024 2,938,408 $ 16.93 F-23 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Performance Restricted Stock Units Performance restricted stock units (“PSUs”) granted pursuant to the LTIP, if they vest, will be settled in shares of the Company’s Class A Common Stock. PSUs were granted with a three-year cliff vesting and performance period, with the vesting percentage of the target award dependent on the satisfaction of the performance goals set forth in the applicable award agreement. The Company records compensation expense based on the Company’s best estimate of the number of PSUs that will vest at the end of the performance period. If such performance targets are not met, or are not expected to be met, no compensation expense is recognized and any recognized compensation expense is reversed. Changes in non-vested PSUs outstanding under the LTIP during the year ended December 31, 2024 were as follows: Number of Units Weighted Average Grant Date Fair Value per Unit Non-vested as of December 31, 2023 1,339,568 $ 13.49 Granted 352,091 17.65 Vested ( 584,720 ) 12.95 Forfeited — — Outstanding at December 31, 2024 1,106,939 $ 15.10 Stock-based compensation is included in cost of services and general and administrative expenses in the Company’s consolidated statements of operations. The Company recognized stock-based compensation expense of $ 32.4 million, $ 33.0 million, and $ 23.1 million for the years ended December 31, 2024, 2023, and 2022, respectively. There was approximately $ 39.3 million of unrecognized compensation expense relating to outstanding RSUs and PSUs as of December 31, 2024. The unrecognized compensation expense will be recognized on a straight-line basis over the weighted average remaining vesting period of two years . Dividends On October 18, 2022, the Company’s Board of Directors (the “Board”) reinstated quarterly dividends after they were suspended on April 2, 2020. The Company paid cash dividends of $ 0.07 per share of Class A Common Stock on March 20, 2024, June 20, 2024, and September 20, 2024 to stockholders of record as of March 6, 2024, June 6, 2024, and September 6, 2024, respectively. Additionally, the Company paid cash dividends of $ 0.08 per share of Class A Common Stock on December 20, 2024 to stockholders of record as of December 6, 2024. During the year ended December 31, 2024, dividend payments totaled $ 47.7 million. The Company paid cash dividends of $ 0.05 per share of Class A Common Stock on March 20, 2023, June 20, 2023, and September 20, 2023 to stockholders of record as of March 6, 2023, June 6, 2023, and September 6, 2023, respectively. Additionally, the Company paid cash dividends of $ 0.07 per share of Class A Common Stock on December 20, 2023 to stockholders of record as of December 6, 2023. During the year ended December 31, 2023, dividend payments totaled $ 37.5 million. The Company paid cash dividends of $ 0.05 per share of Class A Common Stock on December 20, 2022 to stockholders of record as of December 6, 2022. Liberty LLC paid a distribution of $ 9.0 million, or $ 0.05 per Liberty LLC Unit, to all Liberty LLC unit holders as of December 6, 2022, $ 9.0 million of which was paid to the Company. The Company used the proceeds of the distribution to pay the dividend to all holders of shares of Class A Common Stock as of December 6, 2022, which totaled $ 9.0 million. Additionally, the Company paid an accrued dividend equivalent upon vesting for the RSUs and PSUs with a 2024 vesting date, which totaled $ 0.7 million and $ 0.2 million for the years ended December 31, 2024 and 2023, respectively. As of December 31, 2024 and 2023, the Company had $ 1.5 million and $ 1.0 million of dividend equivalents payable related to RSUs and PSUs to be paid upon vesting, respectively. Dividend equivalents related to forfeited RSUs or PSUs will be forfeited. F-24 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Share Repurchase Program On July 25, 2022, the Company’s board of directors authorized and the Company announced a share repurchase program that allowed the Company to repurchase up to $ 250.0 million of the Company’s Class A Common Stock beginning immediately and continuing through July 31, 2024. On January 24, 2023, the Board authorized and the Company announced an increase of the cumulative repurchase authorization to $ 500.0 million. Furthermore, on January 23, 2024 the Board authorized and the Company announced an increase of the cumulative repurchase authorization to $ 750.0 million and extended the authorization through July 31, 2026. The shares may be repurchased from time to time in open market transactions, through block trades, in privately negotiated transactions, through derivative transactions, or by other means in accordance with applicable state and federal securities laws. The timing, as well as the number and value of shares repurchased under the program, will be determined by the Company at its discretion and will depend on a variety of factors, including management’s assessment of the intrinsic value of the Company’s Class A Common Stock, the market price of the Company’s Class A Common Stock, general market and economic conditions, available liquidity, compliance with the Company’s debt and other agreements, applicable legal requirements, and other considerations. The exact number of shares to be repurchased by the Company is not guaranteed, and the program may be suspended, modified, or discontinued at any time without prior notice. The Company expects to fund any repurchases by using cash on hand, borrowings under the ABL Facility and expected free cash flow to be generated through the duration of the share repurchase program. Year Ended December 31, Year Ended December 31, Year Ended December 31, ($ in thousands, except share count and per share data) 2024 2023 2022 Shares of Class A Common Stock 6,320,536 13,705,622 8,185,890 Cost of shares repurchased $ 127,395 $ 203,100 $ 125,313 Average price per share including commissions $ 20.16 $ 14.82 $ 15.31 As of December 31, 2024, $ 294.2 million remained authorized for future repurchases of Class A Common Stock under the share repurchase program. The Company accounts for the purchase price of repurchased common shares in excess of par value ($ 0.01 per share of Class A Common Stock) as a reduction of additional paid-in capital, and will continue to do so until additional paid-in capital is reduced to zero. Thereafter, any excess purchase price will be recorded as a reduction to retained earnings. As enacted by the Inflation Reduction Act of 2022 (the “Inflation Reduction Act”), the Company accrued stock repurchase excise tax of $ 0.9 million and $ 1.9 million for the years ended December 31, 2024 and 2023, respectively. As of December 31, 2024 and 2023, the Company had excise tax payables of $ 0.9 million and $ 1.9 million, respectively, in accrued liabilities in the accompanying consolidated balance sheets. Note 11— Net Income per Share Basic net income per share measures the performance of an entity over the reporting period. Diluted net income per share measures the performance of an entity over the reporting period while giving effect to all potentially dilutive common shares that were outstanding during the period. The Company uses the “if-converted” method to determine the potential dilutive effect of its Class B Common Stock and the treasury stock method to determine the potential dilutive effect of outstanding RSUs and PSUs. F-25 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements The following table reflects the allocation of net income to common stockholders and net income per share computations for the periods indicated based on a weighted average number of shares of Class A Common Stock and Class B Common Stock outstanding: (In thousands, except per share data) Year Ended December 31, 2024 Year Ended December 31, 2023 Basic Net Income Per Share Numerator: Net income attributable to Liberty Energy Inc. stockholders $ 316,010 $ 556,317 Denominator: Basic weighted average common shares outstanding 165,026 171,845 Basic net income per share attributable to Liberty Energy Inc. stockholders $ 1.91 $ 3.24 Diluted Net Income Per Share Numerator: Net income attributable to Liberty Energy Inc. stockholders $ 316,010 $ 556,317 Effect of exchange of the shares of Class B Common Stock for shares of Class A Common Stock — 73 Diluted net income attributable to Liberty Energy Inc. stockholders $ 316,010 $ 556,390 Denominator: Basic weighted average shares outstanding 165,026 171,845 Effect of dilutive securities: Restricted stock units 4,372 4,494 Class B Common Stock — 21 Diluted weighted average shares outstanding 169,398 176,360 Diluted net income per share attributable to Liberty Energy Inc. stockholders $ 1.87 $ 3.15 Note 12— Income Taxes The Company is a corporation and is subject to taxation in the United States, Canada, Australia and various state, local and provincial jurisdictions. Historically, Liberty LLC was treated as a partnership, and its income was passed through to its owners for income tax purposes. Liberty LLC’s members, including the Company, were liable for federal, state and local income taxes based on their share of Liberty LLC’s pass-through taxable income. Effective January 31, 2023, the Company adopted a plan of merger, pursuant to which Liberty LLC merged into the Company, ceasing the existence of Liberty LLC with the Company remaining as the surviving entity. Liberty LLC filed a final tax return during the 2023 calendar year. The Company is still party to the TRAs; the associated liabilities are discussed below. As of December 31, 2024, tax reporting by the Company for the years ended December 31, 2021, 2022, 2023, and the short period ended January 31, 2023 are subject to examination by the tax authorities. With few exceptions, as of December 31, 2024, the Company is no longer subject to U.S. federal, state or local examinations by tax authorities for tax years ended on or before December 31, 2020. The components of the Company’s income from continuing operations before income taxes on which the provision for income taxes was computed consisted of the following: Year Ended December 31, ($ in thousands) 2024 2023 2022 United States $ 356,340 $ 668,338 $ 375,758 Foreign 46,931 66,552 23,751 Total $ 403,271 $ 734,890 $ 399,509 F-26 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements The components of the provision for incomes taxes from continuing operations are summarized as follows: Year Ended December 31, ($ in thousands) 2024 2023 2022 Current: Federal $ 33,474 $ 36,319 $ 4,679 State 6,637 4,662 2,579 Foreign 13,306 17,189 4,421 Total Current $ 53,417 $ 58,170 $ 11,679 Deferred: Federal $ 32,087 $ 109,399 $ ( 12,967 ) State 3,289 11,913 ( 1,182 ) Foreign ( 1,532 ) ( 1,000 ) 1,677 Total Deferred $ 33,844 $ 120,312 $ ( 12,472 ) Income tax expense (benefit) $ 87,261 $ 178,482 $ ( 793 ) Income tax expense (benefit) attributable to net income (loss) before income taxes differed from the amounts computed by applying the statutory U.S. federal income tax rate of 21.0% to pre-tax income as a result of the following: Year Ended December 31, ($ in thousands) 2024 2023 2022 Computed tax expense at the statutory rate $ 84,687 $ 154,327 $ 83,897 Increase (decrease) in tax expense resulting from: State and local income tax expense, net 9,340 15,745 10,224 Non-controlling interest — ( 19 ) ( 151 ) Effect of foreign tax rates 1,231 1,818 697 Stock-based compensation ( 1,771 ) ( 239 ) ( 2,724 ) Change in valuation allowance — — ( 91,336 ) Other TRA adjustment 181 ( 248 ) ( 2,763 ) U.S. Federal tax credits ( 6,743 ) — — Nondeductible executive compensation 2,920 6,514 — U.S. impact of foreign earnings — — 315 Other, net ( 2,584 ) 584 1,048 Total income tax expense (benefit) $ 87,261 $ 178,482 $ ( 793 ) The effective tax rate for the years ended December 31, 2024, 2023, and 2022 was 21.6 %, 24.3 %, and ( 0.2 )%, respectively. The Company’s effective tax rate is greater than the statutory federal income tax rate of 21.0% due to the Company’s Canadian operations, state income taxes in the states the Company operates, as well as nondeductible executive compensation, partially offset by U.S. federal income tax credits. F-27 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below: ($ in thousands) December 31, 2024 December 31, 2023 Deferred tax assets: Federal tax credit $ 9,615 $ — State net operating losses 859 1,286 Foreign net operating losses 920 — Realized tax benefit - TRAs 79,175 87,260 Intangibles 22,440 22,825 Lease liabilities 67,603 51,504 Stock-based compensation 4,494 4,279 Inventory 2,604 3,361 Other 10,674 5,133 Total deferred tax assets 198,384 175,648 Deferred tax liabilities: Property and equipment ( 233,649 ) ( 221,337 ) Lease assets ( 83,137 ) ( 55,801 ) Other ( 17,782 ) ( 850 ) Total deferred tax liabilities ( 334,568 ) ( 277,988 ) Net deferred tax (liability) $ ( 136,184 ) $ ( 102,340 ) During the year ended December 31, 2023, the Company adopted a plan of merger, pursuant to which Liberty LLC merged into the Company, ceasing the existence of Liberty LLC with the Company remaining as the surviving entity. As a result of this change, the Company no longer has a deferred tax liability for the difference between the book value and the tax value of the Company’s investment in Liberty LLC and the associated net deferred tax liability balances have been allocated to the deferred tax asset and liability line items above. Significant deferred tax assets include the step up in basis of depreciable assets under Section 754 (“Section 754”) of the Internal Revenue Code of 1986, as amended and deferred tax liabilities related to property and equipment. As of December 31, 2024, the Company has utilized all U.S. federal net operating loss carryforwards and has $ 0.9 million state net operating loss carryforwards that will not expire in the foreseeable future. The Company also has $ 9.6 million U.S. federal income tax credits that will not expire for twenty years . On October 8, 2021, the Organization for Economic Co-operation and Development (“OECD”) released a statement on the OECD/G20 Inclusive Framework on Base Erosion and Profit Shifting, which agreed to a two-pillar solution to address tax challenges of the digital economy. On December 20, 2021, the OECD released Pillar Two model rules defining a 15% global minimum tax rate for large multinational corporations (the “Pillar Two Framework”). On June 20, 2024 and December 23, 2024, Canada and Australia, respectively, enacted the Pillar Two global minimum tax regime, which is not expected to have a material impact on the Company’s financial statements for the fiscal year ended December 31, 2024. The OECD continues to release additional guidance and countries are implementing legislation, with widespread adoption of the Pillar Two Framework expected by 2025. The Company is continuing to evaluate the Pillar Two Framework and its potential impact on future periods, including any legislation enacted in the jurisdictions in which the Company operates. The Company may distribute cash from foreign subsidiaries to its U.S. parent as business needs arise. The Company has not provided for deferred income taxes on the undistributed earnings from certain foreign subsidiaries earnings as such earnings are considered to be indefinitely reinvested. If such earnings were to be distributed, any income and/or withholding tax would not be significant. During the year ended December 31, 2024, the Company entered into a Tax Credit Transfer Agreement (“TCTA”) with a third-party seller, pursuant to which the Company agreed to purchase up to $ 33.5 million of transferable tax credits under the Inflation Reduction Act. The benefit for the federal income tax credits purchased has been recognized as a reduction to the Company’s income tax expense in the current period. F-28 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Uncertain Tax Positions The Company records uncertain tax positions on the basis of a two-step process in which (1) the Company determines whether it is more likely than not the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions meeting the more likely than not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. The Company determined that no liability for unrecognized tax benefits for uncertain tax positions was required at December 31, 2024. In addition, the Company does not believe that it has any tax positions for which it is reasonably possible that it will be required to record a significant liability for unrecognized tax benefits within the next twelve months. If the Company were to record an unrecognized tax benefit, the Company will recognize applicable interest and penalties related to income tax matters in income tax expense. Tax Receivable Agreements The term of each TRA commenced on January 17, 2018, and will continue until all such tax benefits that are subject to such TRA have been utilized or expired, unless the Company experiences a change of control (as defined in the TRAs, which includes certain mergers, asset sales and other forms of business combinations) or the TRAs are terminated early (at the Company’s election or as a result of its breach), and the Company makes the termination payments specified in such TRA. The amounts payable, as well as the timing of any payments, under the TRAs are dependent upon significant future events and assumptions, including the timing of the redemptions of Liberty LLC Units, the price of our Class A Common Stock at the time of each redemption, the extent to which such redemptions are taxable transactions, the amount of the redeeming unit holder’s tax basis in its Liberty LLC Units at the time of the relevant redemption, the characterization of the tax basis step-up, the depreciation and amortization periods that apply to the increase in tax basis, the amount of net operating losses available to the Company as a result of the Corporate Reorganization, the amount and timing of taxable income the Company generates in the future, the U.S. federal income tax rate then applicable, and the portion of the Company’s payments under the TRAs that constitute imputed interest or give rise to depreciable or amortizable tax basis. At December 31, 2024, the Company’s liability under the TRAs was $ 115.7 million of which $ 40.8 million is recorded as a current liability and $ 74.9 million is recorded as a component of long-term liabilities. The Company recorded a loss on remeasurement of the liabilities subject to the TRA of $ 3.2 million recorded as part of continuing operations in the current year. At December 31, 2023, the Company’s liability under the TRAs was $ 117.7 million, of which $ 5.2 million was presented as a current liability, and $ 112.5 million was presented as a long-term liability. The Company recorded a gain on remeasurement of the liabilities subject to the TRA of $ 1.8 million recorded as part of continuing operations in the prior year. The Company made $ 5.2 million of TRA payments during the year ended December 31, 2024. During the year ended December 31, 2023, exchanges of Liberty LLC Units and shares of Class B Common Stock resulted in an increase of $ 0.6 million in amounts payable under the TRAs, and a net increase of $ 0.7 million in deferred tax assets, all of which were recorded through equity. The Company did not make any TRA payments during the year ended December 31, 2023. On January 31, 2023, the Company recorded an increase of $ 6.6 million of deferred tax assets for the impact of the adopted plan of merger for Liberty LLC into the Company, all of which was recorded through equity. F-29 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Note 13— Defined Contribution Plan The Company sponsors a 401(k) defined contribution retirement plan covering eligible employees. The Company makes matching contribution at a rate of $ 1.00 for each $1.00 of employee contribution, subject to a cap of 6 % of the employee’s salary and federal limits. Contributions made by the Company were $ 36.9 million, $ 32.9 million, and $ 25.8 million for the years ended December 31, 2024, 2023 and 2022, respectively. Note 14— Related Party Transactions Schlumberger Limited During 2020, the Company acquired certain assets and liabilities of Schlumberger Technology Corporation (“Schlumberger”) in exchange for the issuance of shares of the Company ’ s Class A Common Stock amongst other consideration. During the year ended December 31, 2023, the Company repurchased and retired 3,000,000 shares of Class A Common Stock for $ 45.0 million or $ 15.00 average price per share from Schlumberger, under the share repurchase program. Effective January 31, 2023, after the repurchase and retirement, Schlumberger owns no shares of Class A Common Stock of the Company and no longer qualified as a related party. During the year ended December 31, 2022, the Company repurchased and retired 1,700,000 shares of Class A Common Stock for $ 27.8 million or $ 16.35 average price per share from Schlumberger, under the share repurchase program. On April 29, 2022, the Company, Liberty LLC, Schlumberger, and BofA Securities, Inc. and J.P. Morgan Securities LLC (together, the “Underwriters”), entered into an underwriting agreement, dated as of April 29, 2022, pursuant to which Schlumberger sold 14,500,000 shares of Class A Common Stock at a price of $ 15.50 per share to the Underwriters (the “Sale”). The Sale closed on May 3, 2022. Following the Sale, Schlumberger held 35,101,961 shares of Class A Common Stock. The Company did not receive any proceeds from the Sale. Within the normal course of business, the Company purchased chemicals, proppant, other equipment, and maintenance parts from Schlumberger and its subsidiaries. During the period from January 1, 2023 until January 31, 2023, total purchases from Schlumberger were approximately $ 1.7 million. Although the Company continues to do business with Schlumberger, the Company no longer presents cash flows with Schlumberger as related party in the accompanying consolidated statements of cash flows. During the year ended December 31, 2022, total purchases from Schlumberger were approximately $ 21.7 million. Additionally, the Company sold equipment to Schlumberger including $ 0.1 million during the year ended December 31, 2022. The Company recognized a minimal gain on the sale of equipment. Franklin Mountain Energy, LLC A member of the board of directors of the Company, Audrey Robertson, serves as Executive Vice President of Finance of Franklin Mountain Energy, LLC (“Franklin Mountain”). During the years ended December 31, 2024, 2023 and 2022, the Company performed hydraulic fracturing services for Franklin Mountain in the amount of $ 120.3 million, $ 176.1 million, and $ 131.8 million, respectively. Amounts included in unbilled revenue from Franklin Mountain as of December 31, 2024 and 2023, were $ 0.0 million and $ 13.4 million, respectively. Receivables from Franklin Mountain as of December 31, 2024 and 2023, were $ 4.2 million and $ 12.1 million, respectively. Liberty Resources LLC Liberty Resources LLC, an oil and gas exploration and production company, and its successor entity (collectively, the “Affiliate”) had certain common ownership and management with the Company. Effective March 14, 2024, the Affiliate was no longer a related party, following its acquisition by an unaffiliated party. The amounts of the Company’s revenue related to hydraulic fracturing services provided to the Affiliate for the period January 1, 2024 through March 13, 2024, and the years ended December 31, 2023 and 2022, were $ 11.1 million, $ 38.8 million and $ 16.7 million, respectively. On December 28, 2022 (the “Agreement Date”), the Company entered into an agreement with the Affiliate to amend payment terms for outstanding invoices due as of the Agreement Date to extend the due dates to April 1, 2024. Additionally, on August 15, 2023, the agreement was further amended in order to extend the due dates for certain invoices to January 1, 2025. Amounts outstanding from the Affiliate as of December 31, 2023 were $ 14.8 million, included in other assets in the consolidated balance sheets. All amounts outstanding with the Affiliate under the agreement were collected in full during the three months ended March 31, 2024. Receivables from the Affiliate as of December 31, 2023 were $ 5.2 million, included in accounts receivable—related party. During the period January 1, 2024 through March 13, 2024, and the years ended December 31, 2023 and 2022, interest income from the Affiliate was $ 0.5 million, $ 2.0 million, and $ 0.0 million, respectively. F-30 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Oklo Inc. During the three months ended September 30, 2023, the Company invested $ 10.0 million in a fission power and nuclear fuel recycling company, Oklo. Effective May 10, 2024, through an acquisition by a special purpose acquisition company, the Company ’ s investment converted into shares traded on the New York Stock Exchange. Additionally, Chris Wright, the Company ’ s Chief Executive Officer and Chairman of the Board during fiscal year 2024, was appointed to the Oklo board of directors. During the year ended December 31, 2024, the Company recorded an unrealized gain of $ 41.6 million, included in unrealized gain on investments, net in the accompanying consolidated statements of operations. As of December 31, 2024, the fair value of the Company ’ s investment using Level 1 inputs was $ 51.6 million. The Company was not party to any other transactions with Oklo during the years ended December 31, 2024, and 2023. Nomad Proppant Services LLC During the year ended December 31, 2021, the Company committed to investing $ 10.0 million in Nomad Proppant Services LLC (“Nomad”), a mobile sand mine company. Upon the commitment, the Company had a significant but non-controlling financial interest in Nomad. Within the normal course of business, the Company purchased proppant from Nomad for $ 5.5 million during the year ended December 31, 2024. Payables to Nomad as of December 31, 2024, were $ 0.6 million. Prior to the year ended December 31, 2024 the Company did not purchase any goods from Nomad. As of December 31, 2024 and 2023, the value of the Company ’ s investment using the equity method accounting was $ 10.7 million and $ 11.4 million, respectively. During the years ended December 31, 2024 and 2023, the Company received cash distributions from Nomad in the amounts of $ 4.0 million and $ 0.8 million, respectively. Bettering Human Lives Foundation In December 2023, the Company established the Bettering Human Lives Foundation (the “Foundation”), a nonprofit organization dedicated to promoting clean cooking solutions and improving the well-being of communities worldwide. Mr. Wright, the Company’s CEO during fiscal year 2024, serves as the Chairman of the Foundation, and Anne Hyre serves as its executive director. Ms. Hyre is the sister-in-law of Mr. Wright. In December 2023, the Company made an initial commitment to make a charitable contribution of $ 1.0 million to the Foundation. In addition, effective January 1, 2024 Ms. Hyre is employed by a subsidiary of the Company and seconded to the Foundation, and Company and the Foundation entered into a professional services agreement (the “Professional Services Agreement”), whereby the Company provides certain administrative services for the Foundation. During the year ended December 31, 2024, the Company made charitable contributions of $ 0.9 million to the Foundation, and received $ 0.5 million in other service revenue under the Professional Services Agreement. Note 15— Commitments & Contingencies Purchase Commitments (tons are not in thousands) The Company enters into purchase and supply agreements to secure supply and pricing of proppant and equipment. As of December 31, 2024 and 2023, the agreements provide pricing and committed supply sources for the Company to purchase 360,000 tons and 1,854,000 tons, respectively, of proppant through December 31, 2025. Amounts below also include commitments to pay for transport fees on minimum amounts of proppants. Future proppant and equipment commitments are as follows: ($ in thousands) 2025 $ 26,348 2026 — 2027 — 2028 — 2029 — Thereafter — $ 26,348 Certain supply agreements contain a clause whereby in the event that the Company fails to purchase minimum volumes, as defined in the agreement, during a specific time period, a shortfall fee may apply. In circumstances where the Company does not make the minimum purchase required under the contract, the Company and its suppliers have a history of amending such minimum purchase contractual terms and in rare cases does the Company incur shortfall fees. If the Company were unable to make any of the minimum purchases and the Company and its suppliers cannot come to an agreement to avoid such fees, the F-31 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Company could incur shortfall fees in the amounts of $ 5.4 million for the year ended December 31, 2025. Based on forecasted levels of activity, the Company does not currently expect to incur significant shortfall fees. Included in the commitments for the year ending December 31, 2024 are $ 2.5 million of payments expected to be made in the first quarter of 2025 for the use of certain light duty trucks, heavy tractors, and field equipment used to various degrees in frac and wireline operations. The Company is in negotiations with the third-party owner of such equipment to lease or purchase some or all of such aforementioned vehicles and equipment, subject to agreement on terms and conditions. No gain or loss is expected upon consummation of any such agreement. Litigation From time to time, the Company is subject to legal and administrative proceedings, settlements, investigations, claims and actions. The Company’s assessment of the likely outcome of litigation matters is based on its judgment of a number of factors including experience with similar matters, past history, precedents, relevant financial and other evidence and facts specific to the matter. Notwithstanding the uncertainty as to the final outcome, based upon the information currently available, management does not believe any matters, individually or in aggregate, will have a material adverse effect on the Company ’ s financial position or results of operations. Note 16— Subsequent Events On January 22, 2025, the Company’s Board of Directors (the “Board” ) approved a quarterly dividend of $ 0.08 per share of Class A Common Stock to be paid on March 20, 2025 to holders of record as of March 6, 2025. On February 3, 2025, Christopher A. Wright, the Company ’s CEO was confirmed to the position of Secretary of Energy of the United States and resigned from his positions as Chairman of the Board, Director and Chief Executive Officer of the Company. In connection with Mr. Wright’s resignation, the Company modified certain terms and conditions of Mr. Wright’s stock awards granted under the LTIP. Unvested RSUs and PSUs granted to Mr. Wright in 2022, 2023, and 2024 vested effective February 3, 2025. In total 412,292 shares of Class A Common Stock were issued, net of tax withholding. As a result of the modification the Company expects to recognize $ 10.3 million of incremental non-cash stock-based compensation expense during the three months ended March 31, 2025. No other significant subsequent events have occurred that would require recognition or disclosure in the consolidated financial statements and notes thereto. F-32