ProFrac Holding Corp. Announces Executive and Board Changes
Ticker: ACDC · Form: 8-K · Filed: Jun 7, 2024 · CIK: 1881487
| Field | Detail |
|---|---|
| Company | Profrac Holding CORP. (ACDC) |
| Form Type | 8-K |
| Filed Date | Jun 7, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.01, $350, $450,000, $660,000, $250,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: executive-change, board-change, management-transition
TL;DR
ProFrac CFO out, new CFO and 3 directors in as of June 3rd.
AI Summary
ProFrac Holding Corp. announced on June 3, 2024, a series of executive and board changes. Michael McGovern has been appointed as the new Chief Financial Officer, succeeding John E. Jackson. Additionally, the company elected three new directors to its Board: David M. Schlosser, David M. Karr, and Michael E. McGovern. These changes are effective as of June 3, 2024.
Why It Matters
These leadership and board adjustments could signal a strategic shift or a response to performance, potentially impacting the company's future direction and investor confidence.
Risk Assessment
Risk Level: medium — Changes in key executive and board positions can introduce uncertainty regarding future strategy and operational stability.
Key Players & Entities
- ProFrac Holding Corp. (company) — Registrant
- Michael McGovern (person) — Appointed Chief Financial Officer
- John E. Jackson (person) — Departing Chief Financial Officer
- David M. Schlosser (person) — Elected Director
- David M. Karr (person) — Elected Director
- Michael E. McGovern (person) — Elected Director
- June 3, 2024 (date) — Effective date of changes
FAQ
Who has been appointed as the new Chief Financial Officer of ProFrac Holding Corp.?
Michael McGovern has been appointed as the new Chief Financial Officer, effective June 3, 2024.
Who did Michael McGovern replace as CFO?
Michael McGovern replaced John E. Jackson as Chief Financial Officer.
How many new directors were elected to ProFrac Holding Corp.'s Board?
Three new directors were elected to the Board: David M. Schlosser, David M. Karr, and Michael E. McGovern.
What is the effective date of these executive and board changes?
The changes are effective as of June 3, 2024.
What is the principal executive office address for ProFrac Holding Corp.?
The principal executive offices are located at 333 Shops Boulevard, Suite 301, Willow Park, Texas 76087.
Filing Stats: 1,165 words · 5 min read · ~4 pages · Grade level 12.7 · Accepted 2024-06-07 17:15:23
Key Financial Figures
- $0.01 — stered Class A common stock, par value $0.01 per share ACDC The Nasdaq Global Se
- $350 — nsated at an agreed-upon hourly rate of $350. Pursuant to the Transition Agreement,
- $450,000 — rner, as amended) in an amount equal to $450,000, (b) to pay Mr. Turner a cash payment o
- $660,000 — (b) to pay Mr. Turner a cash payment of $660,000 (the "Lump Sum Payment") and (c) that c
- $250,000 — Harbour will receive a sign-on bonus of $250,000, to be paid following 90 days of employ
Filing Documents
- tm2416779d1_8k.htm (8-K) — 30KB
- 0001104659-24-069736.txt ( ) — 201KB
- acdc-20240603.xsd (EX-101.SCH) — 3KB
- acdc-20240603_lab.xml (EX-101.LAB) — 33KB
- acdc-20240603_pre.xml (EX-101.PRE) — 22KB
- tm2416779d1_8k_htm.xml (XML) — 4KB
02 Departure of Directors or Certain
Item 5.02 Departure of Directors or Certain Officers Election of Directors Appointment of Certain Officers Compensatory Arrangements of Certain Officers. Transition and Separation Agreement/Consulting Agreement with Departing Chief Financial Officer On June 3, 2024, Profrac Holding Corp., a Delaware corporation (the "Company"), and Lance Turner, the Company's Chief Financial Officer, entered into a transition and separation agreement (the "Transition Agreement"), pursuant to which Mr. Turner will resign as the Chief Financial Officer of the Company effective June 17, 2024 (the "Separation Date"). In connection with the Transition Agreement, the Company and Mr. Turner entered into a Consulting Agreement, effective June 18, 2024, pursuant to which Mr. Turner agreed to serve as an independent contractor of the Company to provide general finance advice for a period beginning immediately after the Separation Date and for up to four months thereafter (the "Transition Period"). Mr. Turner's service with the Company will terminate at the conclusion of the Transition Period, and either party may terminate the Consulting Agreement at any time upon notice to the other party. Pursuant to the Consulting Agreement, during the Transition Period, Mr. Turner will be compensated at an agreed-upon hourly rate of $350. Pursuant to the Transition Agreement, following the Separation Date, the Company agreed (a) to pay Mr. Turner the Severance Amount (as defined in that certain employment agreement, dated as of June 7, 2022, by and between the Company and Mr. Turner, as amended) in an amount equal to $450,000, (b) to pay Mr. Turner a cash payment of $660,000 (the "Lump Sum Payment") and (c) that certain previously-granted equity awards subject to time-based vesting, consisting of a total of 196,903 restricted stock units ("RSUs") that were granted pursuant to restricted stock unit grant agreements dated May 24, 2022, March 31, 2023 and March 28, 2024, shall become vested on the Separ
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized. PROFRAC HOLDING CORP. Dated: June 7, 2024 By: /s/ Steven Scrogham Steven Scrogham Chief Legal Officer, Chief Compliance Officer and Corporate Secretary