Item 5. Other Information
Item 5. Other Information
Rule 10b5-1 Plans
On February 17, 2026 , Michael Stock , our Chief Financial Officer , adopted a trading plan intended to satisfy Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, providing for the sale of up to 399,964 shares of Class A Common Stock between May 20, 2026 and April 20, 2027 , which shares were acquired by vesting of compensatory restricted stock units.
During the quarter ended March 31, 2026, none of our directors or Section 16 officers, other than Mr. Stock, 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).
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Item 6. Exhibits
The exhibits required to be filed by Item 6 are set forth in the Exhibit Index included below.
INDEX TO EXHIBITS
Exhibit
Number
Description
3.1 Second Amended and Restated Certificate of Incorporation of Liberty Energy Inc. (1)
3.2 Third Amended and Restated Bylaws of Liberty Energy Inc. (1)
4.1 Indenture, dated as of February 6, 2026, by and between Liberty Energy Inc. and U.S. Bank Trust Company, National Association, as Trustee (3)
4.2 Form of Global Note, representing Liberty Energy Inc.’s 0.00% Convertible Senior Note due 2031 (3)
4.3 Indenture, dated as of March 30, 2026, by and between Liberty Energy Inc. and U.S. Bank Trust Company, National Association, as Trustee (4)
4.4 Form of Global Note, representing Liberty Energy Inc.’s 0.00% Convertible Senior Note due 2032 (4)
10.1 First Amendment to Credit Agreement, dated February 3, 2026, by and among Liberty Energy Services LLC, Freedom Proppant LLC, Liberty Power Innovations LLC, LOS Leasing Company LLC, Liberty Advanced Equipment Technologies LLC, Proppant Express Solutions, LLC, and Liberty Wholesale Commodities LLC, as borrowers, Liberty Energy Inc., as parent guarantor, JPMorgan Chase Bank, N.A., as administrative agent, and certain other lenders party thereto (2)
10.2 Form of Capped Call Confirmation between Liberty Energy Inc. and each option counterparty (2031 Notes) (3)
10.3 Form of Capped Call Confirmation between Liberty Energy Inc. and each option counterparty (2032 Notes) (4)
31.1 Certification of Chief Executive Officer pursuant to Exchange Act Rule 13a-14(a) *
31.2 Certification of Chief Financial Officer pursuant to Exchange Act Rule 13a-14(a) *
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 *
101.INS XBRL Instance Document *
101.SCH XBRL Taxonomy Extension Schema Document *
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document *
101.LAB XBRL Taxonomy Extension Label Linkbase Document *
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document *
101.DEF XBRL Taxonomy Extension Definition Linkbase Document *
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) *
(1) Incorporated by reference to the registrant’s Quarterly Report on Form 10-Q, filed on July 25, 2025.
(2) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on February 3, 2026.
(3) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on February 6, 2026.
(4) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on March 30, 2026.
* Filed herewith.
** Furnished herewith.
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SIGNATURES
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
/s/ Ron Gusek
Date: April 23, 2026 By: Ron Gusek
Chief Executive Officer and Director (Principal Executive Officer)
/s/ Michael Stock
Date: April 23, 2026 By: Michael Stock
Chief Financial Officer (Principal Financial Officer)
/s/ Ryan T. Gosney
Date: April 23, 2026 By: Ryan T. Gosney
Chief Accounting Officer and Vice President of Finance (Principal Accounting Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.