ProFrac Holding Corp. Schedules 2024 Annual Meeting of Stockholders

TL;DR

<b>ProFrac Holding Corp. has filed its Definitive Proxy Statement for the 2024 Annual Meeting of Stockholders.</b>

AI Summary

ProFrac Holding Corp. (ACDC) filed a Proxy Statement (DEF 14A) with the SEC on April 19, 2024. ProFrac Holding Corp. filed a Definitive Proxy Statement (DEF 14A) on April 19, 2024. The filing pertains to the 2024 Annual Meeting of Stockholders. The company's fiscal year ends on December 31. ProFrac Holding Corp. is incorporated in Delaware. The filing includes information on executive compensation and equity awards for fiscal years 2022 and 2023.

Why It Matters

For investors and stakeholders tracking ProFrac Holding Corp., this filing contains several important signals. This DEF 14A filing is crucial for stockholders to understand executive compensation, voting matters, and company performance metrics ahead of the annual meeting. The detailed breakdown of equity awards and their fair market values provides insight into management's incentives and the company's valuation of its stock.

Risk Assessment

Risk Level: low — ProFrac Holding Corp. shows low risk based on this filing. The filing is a routine proxy statement and does not contain new financial results or significant strategic changes, indicating a low level of immediate risk.

Analyst Insight

Stockholders should review the proxy statement to make informed voting decisions on matters presented at the 2024 Annual Meeting, particularly regarding executive compensation and board nominations.

Key Numbers

• 2024 — Annual Meeting Year (2024 Annual Meeting of Stockholders)
• 2023-12-31 — Fiscal Year End (Fiscal Year End)
• 2022-01-01 to 2022-12-31 — Fiscal Period for Equity Awards (Equity awards data)
• 2023-01-01 to 2023-12-31 — Fiscal Period for Equity Awards (Equity awards data)

Key Players & Entities

• ProFrac Holding Corp. (company) — Registrant and Filer
• 2024 Annual Meeting of Stockholders (event) — Meeting for which the proxy statement is filed
• April 19, 2024 (date) — Filing Date
• December 31 (date) — Fiscal Year End
• Delaware (location) — State of Incorporation

FAQ

Industry Context

ProFrac Holding Corp. operates in the Oil, Gas Field Services sector. This filing is a standard proxy statement for a publicly traded company.

Regulatory Implications

The filing is made under Section 14(a) of the Securities Exchange Act of 1934, which governs the solicitation of proxies from shareholders.

What Investors Should Do

1. Review the proxy statement for details on executive compensation and equity awards for fiscal years 2022 and 2023.
2. Understand the proposals to be voted on at the 2024 Annual Meeting of Stockholders.
3. Vote shares according to informed decisions based on the proxy statement's disclosures.

Key Dates

• 2024-04-19: Filing of Definitive Proxy Statement — Provides information to stockholders for the upcoming annual meeting.

Year-Over-Year Comparison

This is a DEF 14A filing, which is a definitive proxy statement. It follows preliminary filings and provides the final information for the annual meeting.

Key Financial Figures

• $0.01 — : Holders of our Class A Common Stock, $0.01 par value per share (the "Common Stock"

Filing Documents

• d644165ddef14a.htm (DEF 14A) — 789KB
• g644165g00s07.jpg (GRAPHIC) — 225KB
• g644165g00s08.jpg (GRAPHIC) — 119KB
• g644165g00s09.jpg (GRAPHIC) — 257KB
• g644165g00s10.jpg (GRAPHIC) — 69KB
• g644165g02g02.jpg (GRAPHIC) — 23KB
• g644165g10a02.jpg (GRAPHIC) — 26KB
• g644165g28a01.jpg (GRAPHIC) — 60KB
• g644165g28a02.jpg (GRAPHIC) — 58KB
• g644165g97s65.jpg (GRAPHIC) — 34KB
• 0001193125-24-102896.txt (&nbsp;) — 3598KB
• acdc-20231231.xsd (EX-101.SCH) — 5KB
• acdc-20231231_def.xml (EX-101.DEF) — 5KB
• acdc-20231231_lab.xml (EX-101.LAB) — 7KB
• acdc-20231231_pre.xml (EX-101.PRE) — 4KB
• d644165ddef14a_htm.xml (XML) — 113KB

EXECUTIVE COMPENSATION TABLES

EXECUTIVE COMPENSATION TABLES 33 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 45

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 49 DELINQUENT SECTION 16(a) REPORTS 51 ADDITIONAL INFORMATION 51 OTHER MATTERS 51 ii QUESTIONS AND ANSWERS ABOUT THE MEETING Q: What is the purpose of the meeting? A: The purpose of this meeting is for stockholders to act upon the proposals described in this Proxy Statement. Q: What proposals are scheduled to be voted on at the meeting? A: Stockholders will be asked to vote on the following three (3) proposals at the meeting: 1. to elect the six (6) directors identified in this Proxy Statement to serve for a one-year term or until each such director's successor is duly elected and qualified or until each such director's earlier death, resignation, disqualification or removal (Proposal No. 1); 2. to determine, in a non-binding advisory vote, whether to approve the compensation of our named executive officers (Proposal No. 2); and 3. to ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024 (Proposal No. 3). Q: Could matters other than Proposal No. 1, Proposal No. 2 and Proposal No. 3 be decided at the meeting? A: Our amended and restated bylaws ("Bylaws"), require that we receive advance notice of any proposal to be brought before the meeting by stockholders of ProFrac, and we have not received notice of any such proposals. If any other matters were to come before the meeting, Messrs. Steven Scrogham and Lance Turner, if appointed as your named proxies in your completed Proxy card, will each individually have the discretion to vote on those matters for you. Q: How does the Board of Directors recommend I vote on these proposals? A: Our Board of Directors recommends that you vote your shares: "FOR" the nominees to the Board of the Directors (Proposal No. 1); "FOR" the approval, on an advisory basis, of ProFrac's named executive officers' compensation (Proposal No. 2)

View Full Filing

View this DEF 14A filing on SEC EDGAR