Form 4: Joel Bender's Indirect Ownership in Cactus, Inc. Clarified

Joel Bender, President and Director of Cactus, Inc., filed a Form 4 clarifying his indirect beneficial ownership following redemptions by other members of Cactus Enterprises.

Summary

• Joel Bender, a Director, 10% Owner, and President of Cactus, Inc. (WHD), filed a Form 4.
• The filing reports on transactions that occurred on August 25, 2025, related to redemptions of ownership interests in Cactus WH Enterprises, LLC ("Cactus Enterprises").
• Cactus Enterprises distributed 13,639 shares of Class B Common Stock and 13,639 Units (ownership interests in Cactus Companies, LLC) to certain of its members.
• Joel Bender did not participate in these redemptions, and no shares of Class B Common Stock or Units were distributed to him or any entities he controls.
• Bender is deemed to have an indirect pecuniary interest in 9,804,736 shares of Class B Common Stock and 9,804,736 Units/Class A Common Stock equivalent held directly by Cactus Enterprises.
• He disclaims beneficial ownership of any securities he does not directly own, except to the extent of his indirect pecuniary interest.

Sentiment

Score: 5

Explanation: Neutral, as this is a factual reporting of an ownership structure clarification, not a performance or strategic announcement.

Positives

• Clarifies the ownership structure and the reporting person's indirect interest in Cactus Enterprises.
• Confirms Joel Bender's continued significant indirect beneficial ownership in Cactus, Inc. through Cactus Enterprises.

Negatives

• No direct negative implications for the reporting person or the company from this specific filing.

Risks

• Complexity of indirect ownership structures can sometimes lead to misinterpretations of insider holdings.

Management Comments

• The Reporting Person disclaims beneficial ownership of any securities that he does not directly own, except to the extent of his indirect pecuniary interest therein.
• This report shall not be deemed an admission that the Reporting Person is a member of a group or the beneficial owner of any securities not directly owned by the Reporting Person.

Industry Context

Form 4 filings are standard disclosures for insiders to report changes in their beneficial ownership, providing transparency to the market regarding executive and director holdings. This filing clarifies an existing indirect ownership structure rather than reporting a direct transaction by the insider.

Corporate Governance

Related Party Transactions

• Redemptions of ownership interests in Cactus Enterprises by certain members, leading to distributions of Class B Common Stock and Units, are transactions among related parties within the broader corporate structure.

Stakeholder Impact

• Shareholders: Provides clarity on the indirect ownership structure of a key insider, Joel Bender, and the mechanisms for converting ownership interests within the company's complex structure.

Key Dates

Keywords

Cactus Inc, WHD, Joel Bender, Form 4, insider transaction, beneficial ownership, Class B Common Stock, Cactus Enterprises, corporate governance, SEC filing