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Filing Details

Accession Number:: 0000899243-23-006664
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-03-02 06:30:58
Reporting Period:: 2022-12-28

Accepted Time:: 2023-03-02 06:30:58
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
928054	Flotek Industries Inc	FTK	Miscellaneous Chemical Products (2890)	900023731

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1881487	Profrac Holding Corp.	333 Shops Blvd., Suite 301 Willow Park TX 76087	No	No	Yes	No
1911179	Profrac Holdings, Llc	333 Shops Blvd., Suite 301 Willow Park TX 76087	No	No	Yes	No
1918796	Profrac Holdings Ii, Llc	333 Shops Blvd., Suite 301 Willow Park TX 76087	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2022-12-28	1,500,000	$1.16	1,500,000	No	4	P	Indirect	By ProFrac Holdings II, LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By ProFrac Holdings II, LLC

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	10% Convertible PIK Notes	Disposition	2023-02-02	20,000,000	$0.00	25,366,561	$0.87
Common Stock	Warrants (right to buy)	Acquisiton	2023-02-02	25,366,561	$0.87	25,366,561	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2022-03-04	2023-02-02	No	4	C	Indirect
25,366,561	2023-02-02		No	4	C	Indirect

Footnotes

ProFrac Holdings II, LLC, a Texas limited liability company ("ProFrac Holdings II"), directly holds the securities of the Issuer. ProFrac Holdings, LLC, a Texas limited liability company ("ProFrac Holdings") is the sole member of ProFrac Holdings II. ProFrac Holding Corp., a Delaware corporation ("PubCo"), is the sole managing member of ProFrac Holdings. As a result, each of ProFrac Holdings and PubCo may be deemed to beneficially own the securities directly held by ProFrac Holdings II. Each Reporting Person disclaims beneficial ownership of all securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any securities covered by this Form 4.
The Warrants (as defined below) were issued to ProFrac Holdings II upon maturity of the 10% Convertible PIK Notes.
On February 2, 2023, pursuant to a Note Purchase Agreement, the Issuer issued to ProFrac Holdings II prefunded warrants (the "Warrants") permitting ProFrac Holdings II to purchase 25,366,561 shares of the Issuer's Common Stock (the "Warrant Shares").
The aggregate exercise price of the Warrants, except for a nominal exercise price of $0.0001 per Warrant Share (the "Exercise Price"), was prefunded to the Issuer by ProFrac Holdings II and, consequently, no additional consideration (other than the nominal Exercise Price) is required to be paid to the Issuer to effect any exercise of the Warrants.
All or any part of the Warrants are exercisable by ProFrac Holdings II at any time and from time to time on and or after February 2, 2023, until the Warrants are exercised in full; provided, however, that unless the Issuer has obtained shareholder approval therefor, the number of share of the Issuer's Common Stock that may be acquired by ProFrac Holdings II upon any exercise of the Warrants shall be limited to the extent necessary to ensure that, following such exercise, the total number of shares of the Issuer's Common Stock then beneficially owned by ProFrac Holdings II and its affiliates does not exceed 19.99% of the total number of then issued and outstanding shares of the Issuer's Common Stock.