Equity

9 Months Ended

Sep. 30, 2020

Equity [Abstract]

Equity

Equity

As of September 30, 2020, Cactus Inc. owned 63.1% of Cactus LLC as compared to 62.8% as of December 31, 2019. As of September 30, 2020, Cactus Inc. had outstanding 47.5 million shares of Class A common stock (representing 63.1% of the total voting power) and 27.8 million shares of Class B common stock (representing 36.9% of the total voting power).

Redemptions of CW Units

Pursuant to the First Amended and Restated Limited Liability Company Operating Agreement of Cactus Wellhead, LLC (the “Cactus Wellhead LLC Agreement”), holders of CW Units are entitled to redeem their CW Units, which results in additional Class A common stock outstanding. Since our IPO in February 2018, 32.7 million CW Units and a corresponding number of shares of Class B common stock have been redeemed in exchange for shares of Class A common stock. During the nine months ended September 30, 2020, 142 thousand CW Units were redeemed in exchange for Class A common stock as compared to 9.2 million CW Units redeemed as part of a secondary offering and other CW Unit redemptions during the nine months ended September 30, 2019. We did not receive any of the proceeds from the 2019 offering and incurred $1.0 million in offering expenses which were recorded in other income (expense), net, in the consolidated statement of income.

Dividends

Cash dividends of $0.27 per share of Class A common stock declared and paid during the nine months ended September 30, 2020 totaled $13.0 million and $12.8 million, respectively. Dividends accrue on unvested restricted stock on the date of record and are paid upon vesting. A de minimis amount of accrued dividends was paid during 2020 to holders of restricted stock units that vested during the period.

Member Distributions

Distributions made by Cactus LLC are generally required to be made pro rata among all its members. For the nine months ended September 30, 2020, Cactus LLC distributed $26.5 million to Cactus Inc. to fund dividend and TRA liability payments and made pro rata distributions to its other members totaling $15.6 million over the same period. During the nine months ended September 30, 2019, Cactus LLC distributed $9.9 million to Cactus Inc. to fund the 2019 TRA liability payments and made pro rata distributions to its other members totaling $5.9 million.

Limitation of Members’ Liability

Under the terms of the Cactus Wellhead LLC Agreement, the members of Cactus LLC are not obligated for debt, liabilities, contracts or other obligations of Cactus LLC. Profits and losses are allocated to members as defined in the Cactus LLC Agreement.