X0306 4/A 2022-11-01 2022-11-03 0 0001881487 ProFrac Holding Corp. ACDC 0001754159 THRC Holdings, LP 17018 INTERSTATE 20 CISCO TX 76437 0 0 1 0 0001834450 THRC Management, LLC 17018 INTERSTATE 20 CISCO TX 76437 0 0 1 0 0001641792 Wilks Dan H. 17018 INTERSTATE 20 CISCO TX 76437 0 0 1 0 Class A common stock, par value $0.01 per share 2022-11-01 4 J 0 3269758 A 18225094 D Warrants (right to buy) 477.89 2022-11-01 4 J 0 42744 A 2019-11-25 2025-11-25 Class A common stock, par value $0.01 per share 42744 42744 D Pursuant to the Agreement and Plan of Merger ("Merger Agreement") dated June 21, 2022, by and among the Issuer, U.S. Well Services, Inc., a Delaware Corporation ("USWS") and Thunderclap Merger Sub, Inc., a Delaware Corporation, on November 1, 2022 (the "Effective Date"), each issued and outstanding share of USWS' Class A common stock, par value $0.001 per share ("USWS Common Stock"), was converted into the right to receive 0.3366 shares of the Issuer's Class A common stock. Received in exchange for 9,714,080 shares of USWS Common Stock pursuant to the Merger Agreement. On the Effective Date, the closing price of the Issuer's Class A common stock was $22.08 per share, and the closing price of USWS Common Stock was $7.41 per share. THRC Holdings, LP ("THRC Holdings"), a Texas limited partnership, directly holds the securities of the Issuer. THRC Management, LLC ("THRC Management"), a Texas limited liability company, as General Partner of THRC Holdings, has exclusive voting and investment control over the shares of Class A common stock held by THRC Holdings, and therefore may be deemed to beneficially own such shares. Dan Wilks, as sole manager of THRC Management, may be deemed to exercise voting and investment power over the shares of the Issuer's Class A common stock directly owned by THRC Holdings, and therefore may be deemed to beneficially own such shares. Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of their 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 equity securities covered by this Form 4. Pursuant to the Merger Agreement, on the Effective Date each issued and outstanding USWS Series A Warrant was canceled and converted into the right to receive a warrant to purchase a number of shares of the Issuer's Class A common stock equal to (i) the number of shares of USWS Common Stock underlying the USWS Series A Warrant, multiplied by (ii) 0.3366. Received in exchange for 2,666,669 USWS Series A Warrants pursuant to the Merger Agreement. The Reporting Person is amending the Form 4 filed on November 3, 2022 (the "Form 4") to (i) add a line item reporting the 42,744 warrants to purchase shares of the Issuer's Class A common stock issued to the Reporting Person pursuant to the Merger Agreement, the underlying shares of which were inadvertently reported in the Form 4 as being directly owned by the Reporting Person, and (ii) correct the number of shares reported as being directly owned by the Reporting Person by (a) subtracting the 42,744 shares underlying the aforementioned warrants, (b) adding an additional 282 shares of the Issuer's Class A common stock received in exchange for shares of USWS Common Stock pursuant to the Merger Agreement, which were inadvertently omitted from the Form 4, and (c) adding 399 shares of the Issuer's Class A common stock that were inadvertently omitted from the Form 4. /s/ Robert J. Willette, Attorney-in-Fact 2023-01-30 /s/ Robert J. Willette, Attorney-in-Fact 2023-01-30 /s/ Robert J. Willette, Attorney-in-Fact 2023-01-30