1 unchanged sentence
Rule 10b5-1 Plans
−Removed: 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.
−Removed: During the quarter ended March 31, 2026, none of our directors or Section 16 officers, other than Mr.
−Removed: 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).
+Added: During the quarter ended June 30, 2026, 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).
+Added: Entry into a Material Definitive Agreement
+Added: Supply Contract for Power Generation Equipment
+Added: On July 22, 2026, Liberty Advanced Equipment Technologies LLC (the “Purchaser”), a wholly owned subsidiary of Liberty Energy Inc.
+Added: (the “Company”), entered into an equipment supply contract with Caterpillar Inc.
+Added: (“Caterpillar”) for the purchase of power generation equipment, including engines and certain balance of plant equipment (collectively, the “Equipment”), for the Company’s prospective data center and other distributed power projects (the “Supply Contract”).
+Added: The Supply Contract has a purchase price of approximately $801 million (the “Contract Price”).
+Added: The Contract Price does not include any import taxes, import duties, customs duties, tariffs, and other similar charges, which are payable by the Purchaser to the extent due.
+Added: The payment schedule for the Contract Price includes a payment due at the time of ordering the Equipment with the remaining payments being made in installments in connection with the assembly and delivery of the Equipment.
+Added: Delivery of the Equipment is scheduled to occur beginning in 2027 through early 2029.
+Added: The Supply Contract provides that Caterpillar has limited its liability under specified conditions and that Caterpillar is subject to paying liquidated damages under certain conditions for failure to achieve delivery milestones and performance guarantees.
+Added: The Purchaser may terminate the Supply Contract with respect to individual engines for continued failure to achieve delivery milestones, and for convenience subject to payment of defined cancellation charges.
+Added: In addition, either party may terminate the Supply Contract for material breach and may be entitled to receive refunds, termination payments, and/or damages.
+Added: The foregoing description of the Supply Contract does not purport to be complete and is qualified in its entirety by reference to the full text of the Supply Contract, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending September 30, 2026.
The exhibits required to be filed by Item 6 are set forth in the Exhibit Index included below.
2 unchanged sentences
3.2 Third Amended and Restated Bylaws of Liberty Energy Inc.
−Removed: 4.1 Indenture, dated as of February 6, 2026, by and between Liberty Energy Inc.
−Removed: Bank Trust Company, National Association, as Trustee (3)
−Removed: 4.2 Form of Global Note, representing Liberty Energy Inc.’s 0.00% Convertible Senior Note due 2031 (3)
−Removed: 4.3 Indenture, dated as of March 30, 2026, by and between Liberty Energy Inc.
−Removed: Bank Trust Company, National Association, as Trustee (4)
−Removed: 4.4 Form of Global Note, representing Liberty Energy Inc.’s 0.00% Convertible Senior Note due 2032 (4)
−Removed: 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)
−Removed: 10.2 Form of Capped Call Confirmation between Liberty Energy Inc.
−Removed: and each option counterparty (2031 Notes) (3)
−Removed: 10.3 Form of Capped Call Confirmation between Liberty Energy Inc.
−Removed: and each option counterparty (2032 Notes) (4)
+Added: 10.1 Supply Contract, dated May 1, 2026, by and between Liberty Advanced Equipment Technologies LLC and Bergen Engines AS ***+
+Added: 10.2 Supply Contract, dated May 1, 2026, by and between Liberty Advanced Equipment Technologies LLC and Bergen Engines AS ***+
+Added: 10.3 Supply Contract, dated June 22, 2026, by and between Liberty Advanced Equipment Technologies LLC and Wärtsilä North America, Inc.
31.1 Certification of Chief Executive Officer pursuant to Exchange Act Rule 13a-14(a) *
13 unchanged sentences
(1) Incorporated by reference to the registrant’s Quarterly Report on Form 10-Q, filed on July 25, 2025.
−Removed: (2) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on February 3, 2026.
−Removed: (3) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on February 6, 2026.
−Removed: (4) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on March 30, 2026.
* Filed herewith.
** Furnished herewith.
+Added: *** Portions of this exhibit have been redacted because the company has determined that the redacted information is not material and is the type that the company treats as private or confidential
+Added: + Certain schedules and similar attachments have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
+Added: A copy of any omitted schedule or exhibit will be furnished to the SEC upon request.
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.
/s/ Ron Gusek
−Removed: April 23, 2026 By:
+Added: July 23, 2026 By:
Chief Executive Officer and Director (Principal Executive Officer)
/s/ Michael Stock
−Removed: April 23, 2026 By:
+Added: July 23, 2026 By:
Michael Stock
Chief Financial Officer (Principal Financial Officer)
−Removed: April 23, 2026 By:
+Added: July 23, 2026 By:
Chief Accounting Officer and Vice President of Finance (Principal Accounting Officer)
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.