Form 4: ProFrac Holding Corp. Executive Receives Performance RSUs

ProFrac Holding Corp. Chief Operations Officer Jeremy Spriggs was granted 150,000 performance-based restricted stock units with vesting tied to specific stock price targets.

Summary

• Jeremy Spriggs, Chief Operations Officer of ProFrac Holding Corp., was granted 150,000 performance-based restricted stock units (RSUs) on April 7, 2026.
• These RSUs are part of the ProFrac Holding Corp. 2022 Long Term Incentive Plan.
• Vesting of the RSUs is contingent upon the company's Class A common stock achieving specific average daily volume-weighted average price (VWAP) thresholds.
• The vesting conditions are: 10% at a $7.00 VWAP threshold, 25% at $10.00, 25% at $14.00, and 40% at $18.00.
• The RSUs will vest following April 7, 2027, provided the stock price targets are met and the reporting person remains continuously employed by the company.
• The reporting person beneficially owns 150,000 shares of Class A common stock directly.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing. It details a standard executive compensation grant with performance-based vesting, which is typical for publicly traded companies. The actual impact depends entirely on future stock performance.

Positives

• Grant of performance-based RSUs indicates management's alignment with long-term shareholder value.
• The tiered vesting structure incentivizes sustained stock price appreciation.
• The company has established clear performance metrics for executive compensation.

Negatives

• Vesting is entirely dependent on achieving specific stock price targets, which are not guaranteed.
• The reporting person must remain continuously employed, creating a retention requirement tied to performance.

Risks

• The primary risk is the company's stock price not reaching the specified VWAP thresholds ($7.00, $10.00, $14.00, $18.00), which would result in no vesting of the RSUs.
• Market volatility and industry-specific challenges could prevent the stock price from reaching the performance targets.
• The requirement for continuous employment means that if the reporting person leaves the company before vesting, the RSUs will be forfeited.

Future Outlook

The future outlook for the vesting of these RSUs is directly tied to ProFrac Holding Corp.'s ability to achieve and sustain specific stock price targets, ranging from $7.00 to $18.00, as measured by the average daily VWAP over 30-day periods. Continued employment is also a prerequisite for vesting.

Industry Context

StockSavvy.ai notes that the issuance of performance-based restricted stock units is a common practice in the energy services sector, particularly for companies like ProFrac Holding Corp., to align executive incentives with shareholder interests and drive long-term stock performance. The specific tiered structure suggests a focus on achieving significant, sustained growth in market valuation.

Stakeholder Impact

• Shareholders: The grant aligns executive interests with long-term shareholder value creation, potentially leading to increased focus on stock price appreciation.
• Employees: The performance targets may create a more competitive internal environment focused on achieving company-wide financial and stock performance goals.
• Management: The RSU grant provides a significant incentive for continued employment and performance for Jeremy Spriggs.

Next Steps

• Monitor ProFrac Holding Corp.'s stock price performance to assess the likelihood of the RSUs vesting.
• Observe if Jeremy Spriggs remains employed by the company through the vesting periods.
• Track the company's progress towards achieving the VWAP thresholds of $7.00, $10.00, $14.00, and $18.00.

Key Dates

Keywords

ProFrac Holding Corp., ACDC, Form 4, Restricted Stock Units, RSUs, Performance-based compensation, Executive compensation, Stock options, Vesting schedule, Stock price targets, Jeremy Spriggs, Chief Operations Officer