8-A12B

Date: August 14, 2025

Flowco Holdings Inc.

/s/ Jonathan W. Byers

Jonathan W. Byers

Chief Financial Officer

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) or (g) OF

THE SECURITIES EXCHANGE ACT OF 1934

FLOWCO HOLDINGS INC.

(Exact Name of Registrant as Specified in Charter)


Delaware		99-4382473
(State or Other Jurisdiction of Incorporation)		(IRS Employer Identification No.)

1300 Post Oak Blvd., Suite 450 Houston, Texas		77056
(Address of Principal Executive Offices)		(Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:

Title of each class

to be so Registered

Name of Each Exchange on Which

Each Class is to be Registered

Class A Common Stock, $0.0001 par value per share

NYSE Texas, Inc.

If this Form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box. ☒

If this Form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. ☐

If this Form relates to the registration of a class of securities concurrently with a Regulation A offering check the following box. ☐

Securities Act registration statement or Regulation A offering statement file number to which this form relates: N/A

Securities to be registered pursuant to Section 12(g) of the Act: N/A

Explanatory Note

This Registration Statement on Form 8-A (this “Form 8-A”) is being filed by Flowco Holdings Inc. (the “Company”), with the Securities and Exchange Commission (the “SEC”) in connection with the dual listing of its Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), with NYSE Texas, Inc. (the “NYSE Texas”) under the trading symbol “FLOC.” The Common Stock is currently listed on the New York Stock Exchange under the symbol “FLOC.”

Item 1. Description of Registrant’s Securities to be Registered.

The description of the Class A Common Stock, as may be amended from time to time, contained in Exhibit 4.2 of the Company’s most recent Annual Report on Form 10-K, as filed with the SEC on March 20, 2025, to which this Form 8-A relates, is incorporated herein by reference.

We expect the listing and trading of the Class A Common Stock on the NYSE Texas to commence on August 15, 2025 under the symbol “FLOC.”

Item 2. Exhibits.

Pursuant to the Instructions as to Exhibits for Form 8-A, no exhibits are required to be filed, because no other securities of the Registrant are registered on the NYSE Texas, and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.

Signature

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.