ProFrac Holding Corp.

Location · Size · Leased or owned · Purpose

Alberta, Canada · 12,840 sq ft · Leased · Office

Abu Dhabi, UAE · 15,715 sq ft · Leased · Manufacturing

Aledo, TX · 94,050 sq ft · Leased · Manufacturing

Asherton, TX · 48,797 sq ft · Leased · Field Operations

Cibolo, TX · 29,140 sq ft · Leased · Manufacturing

Cisco, TX · 29,100 sq ft · Leased · Training Facility

Cisco, TX · 377,186 sq ft · Owned · Field Operations

Denver, CO · 4,347 sq ft · Leased · Sales Office

Eighty Four, PA · 41,660 sq ft · Leased · Field Operations

Elk City, OK · 42,330 sq ft · Leased · Field Operations

Fort Worth, TX · 79,346 sq ft · Leased · Manufacturing

Fort Worth, TX · 121,743 sq ft · Leased · Manufacturing

Fort Worth, TX · 18,000 sq ft · Leased · Manufacturing

Fort Worth, TX · 39,500 sq ft · Leased · Manufacturing

Fort Worth, TX · 31,372 sq ft · Leased · Manufacturing

Fruita, CO · 124,448 sq ft · Leased · Manufacturing

Houston, TX · 23,588 sq ft · Leased · Sales/Corporate Office

Killdeer, ND · 12,000 sq ft · Leased · Field Operations

La Vernia, TX · 2,000 sq ft · Leased · Field Operations

Longview, TX · 36,000 sq ft · Leased · Field Operations

Marietta, OH · 20,000 sq ft · Leased · Manufacturing

Midland, TX · 4,000 sq ft · Leased · Sales Office

Midland, TX · 104,592 sq ft · Leased · Field Operations

Odessa, TX · 61,540 sq ft · Leased · Field Operations

Ozona, TX · 21,292 sq ft · Leased · Field Operations

Pleasanton, TX · 62,950 sq ft · Leased · Field Operations

Smithfield, PA · 47,800 sq ft · Leased · Field Operations

Spring, TX · 5,670 sq ft · Leased · Manufacturing

Vernal, UT · 26,000 sq ft · Leased · Field Operations

Waller, TX · 94,424 sq ft · Leased · Manufacturing

West Odessa, TX · 21,100 sq ft · Leased · Field Operations

Zanesville, OH · 50,045 sq ft · Owned · Manufacturing

Our Mining Properties

As of December 31, 2025, our mining properties included eight sites (Kermit, Lamesa, Monahans, San Antonio, Hat Creek, River Ridge, Sunny Point and Merryville), which span the Permian, Eagle Ford and Haynesville as illustrated in the map that follows. Our Merryville Sand Mine was idled in April 2024 until market conditions improve. As of December 31, 2025, we did not have any individually material mining properties.

Summary Overview of Our Mining and Processing Facilities

The following table sets forth certain information about our mining properties required to be included in our mining operations as of December 31, 2025 pursuant to Item 1303(a) of Regulation S-K:

Mine · Location · Size · Owned/Leased · Stage

Kermit · Winkler County, Texas · 641 acres · Owned · Production

630 acres · Leased · Production

Lamesa · Dawson County, Texas · 6,700 acres · Owned · Production

Monahans · Ector, Ward and Winkler Counties, Texas · 2,723 acres · Leased · Production

San Antonio · Bexar County, Texas · 735 acres · Owned · Production

River Ridge · Lafayette and Miller Counties, Arkansas · 1,928 acres · Owned · Production

Hat Creek · Bossier and Caddo Parishes, Louisiana · 706 acres · Leased · Production

Sunny Point · Bossier and Caddo Parishes, Louisiana · 783 acres · Leased · Production

Merryville · Beauregard Parish, Louisiana · 810 acres · Owned · Production

All of our mines are operated by our subsidiary, Alpine Silica, LLC. Aggregate annual production of frac sand from our mines for the fiscal years ended on December 31, 2025, 2024 and 2023 was approximately 9.3 million tons, 7.1 million tons and 10.8 million tons, respectively, which includes production data for periods prior to our acquisition of the respective sand mines and is based on information provided by prior operators.

Summary of Operations and Production Statistics

The following table summarizes, for each of our properties, our mining and processing operations and production (sales volume) for the prior three years ended December 31. Production data is included for periods prior to our acquisition of the respective sand mines and is based on information provided by prior operators and as included in reports related to such properties prepared by John T. Boyd, our independent mining engineers and geologists.

Mine · Mine Type · Mining Method · Nameplate Annual Processing Capacity(tons 000) · 2025Production (tons 000) · 2024 Production (tons 000) · 2023 Production (tons 000)

Kermit · Surface · Excavator/Truck · 3,000 · 1,115 · 766 · 927

Lamesa · Surface · Excavator/Truck · 2,500 · 1,165 · 470 · 924

Monahans · Surface · Excavator/Truck · 3,000 · 1,529 · 1,079 · 1,631

San Antonio · Surface · Excavator/Truck · 3,000 · 1,677 · 859 · 1,162

River Ridge · Surface · Dredge · 3,200 · 1,232 · 1,114 · 2,019

Hat Creek · Surface · Dredge · 2,000 · 963 · 1,281 · 1,548

Sunny Point · Surface · Dredge · 3,000 · 1,645 · 1,300 · 1,660

Merryville · Surface · Excavator/Truck · 1,800 · 0 · 217 · 910

Total · 21,500 · 9,326 · 7,086 · 10,781

* Our Merryville Sand Mine was idled in April 2024 and is anticipated to remain idle until market conditions improve.

Description of Mining and Processing Facilities

The following provides an overview of our mining and processing facilities:

Kermit Sand Mine, Winkler County, TX

• PF Services Holding, LLC Texas³
• PF Tech Holding, LLC Texas³
• Performance Proppants International, LLC Louisiana³
• Performance Proppants, LLC Texas³
• Performance Royalty, LLC Louisiana³
• ProFrac GDM, LLC Texas³
• ProFrac Holdings II, LLC (dba PF Holdings) Texas³
• ProFrac Holdings, LLC Texas³
• ProFrac Manufacturing, LLC (dba PF Distribution) Texas³
• ProFrac Services, LLC Texas³
• Producers Service Company LLC Delaware³
• Producers Service Company – West LLC Delaware³
• Producers Service Holdings LLC Delaware³
• Producers Service I, LLC Delaware³
• REV Energy Holdings, LLC Colorado³
• REV Energy Services, LLC Colorado³
• Red River Land Holdings, LLC Louisiana³
• Sunny Point Aggregates, LLC Louisiana³
• U.S. Well Services Holdings, LLC Delaware³
• U.S. Well Services, LLC Delaware³
• USWS Fleet 10, LLC Delaware³
• USWS Fleet 11, LLC Delaware³
• USWS Holdings LLC Delaware³

• If we are unable to fully protect our intellectual property rights, we may suffer a loss in our competitive advantage or market share.
• If we fail to respond to our customers’ growing demand for environmentally sensitive equipment, our business will be adversely affected.
• Our financial results may be materially adversely affected by the inclusion of Flotek’s financial statements in our consolidated financial statements, and we do not have the benefit of Flotek’s cash or liquidity.
• Risks Related to our Growth Strategy
• To achieve our growth and vertical integration objectives, our management relies on a rapid succession of strategic acquisitions, investments and procurement arrangements the pace and scope of which may have the potential to adversely affect the day-to-day operation of our business, and our cash flows, financial condition and results of operations.
• Our growth and vertical integration objectives require substantial capital that we may be unable to obtain, or may only obtain at a cost or under terms that adversely affect our cash flows, financial condition and results of operations.
• We may have difficulty managing growth in our business, which could adversely affect our financial condition and results of operations.
• We may experience difficulties in integrating acquired assets into our business and in realizing the expected benefits of an acquisition.
• Our indebtedness could adversely affect our financial flexibility and competitive position and make us more vulnerable to adverse economic conditions.
• We have and are continuing to undertake initiatives to improve our liquidity. These initiatives may not be as successful as expected and our business may deteriorate further.
• Restrictions in our debt agreements and any future financing agreements may limit our ability to finance future operations, meet capital needs or capitalize on potential acquisitions and other business opportunities.
• An increase in interest rates would increase the cost of servicing our indebtedness and could reduce our profitability, decrease our liquidity and impact our solvency.
• We may not be able to generate sufficient cash flow to service all of our obligations, including our obligations under our credit and other financing facilities.
• Risks Related to Environmental and Regulatory Matters
• Our operations and the operations of our customers are subject to environmental, health and safety laws and regulations, and future compliance, claims, and liabilities relating to such matters may have a material adverse effect on our results of operations, financial position or cash flows.
• Changes in laws or government regulations could increase our costs of doing business.
• New and existing regulatory disclosure requirements may implicate our trade secrets and cause us competitive harm if such trade secrets become public.
• Supply chain issues, tariffs, moratoriums, and increased regulatory requirements on our suppliers may impact the cost and availability of raw materials necessary to our operations.
• Our operations, and those of our customers, are subject to a series of risks arising from climate change, which ultimately may result in increased GHG regulation, decreased demand for fossil fuels, and fewer oil and gas permits and licenses, all of which may affect our operations and profitability.
• Federal, state, and local legislative and regulatory initiatives relating to hydraulic fracturing, as well as governmental reviews and investment practices for such activities, may serve to limit future oil and natural gas E&P activities and could have a material adverse effect on our results of operations and business.
• Oilfield anti-indemnity provisions enacted by many states may restrict or prohibit a party’s indemnification of us.
• Conservation measures, commercial development and technological advances could reduce demand for oil and natural gas and our services.
• Additional restrictions on drilling and mining activities intended to protect certain species of wildlife may adversely affect our ability to conduct completion activities or mining operations.
• Silica-related health issues and legislation, including compliance with existing or future regulations relating to respirable crystalline silica, or litigation could have an adverse effect on our business, reputation or results of operations.
• Risks Related to our Corporate Structure and our Class A Common Stock
• The Issuer is a holding company and its only material asset is its equity interest in ProFrac LLC; accordingly the Issuer is entirely dependent upon distributions from ProFrac LLC to meet its obligations, including the payment of taxes and covering its corporate and other overhead expenses.
• Conflicts of interest could arise between us, on the one hand, and Dan Wilks and Farris Wilks and entities owned by or affiliated with them and certain individuals affiliated with such entities (collectively, the “Wilks Parties”), on the other hand, concerning among other things, business transactions, competitive business activities or business opportunities.
• The requirements of being a public company, including compliance with the reporting requirements of the Exchange Act and the requirements of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”), may strain our resources, increase our costs and distract management, and we may be unable to comply with these requirements in a timely or cost-effective manner.
• The market price of our Class A Common Stock may be volatile, and your investment in our stock could suffer a decline in value.
• The Wilks Parties have the ability to direct the voting of a majority of our voting stock, and their interests may conflict with those of our other stockholders.
• A significant reduction by the Wilks Parties of their ownership interests in ProFrac could adversely affect us.
• The issuance of Class A Common Stock upon the conversion of the Series A Preferred Stock may cause dilution to our existing stockholders.
• Our certificate of incorporation and bylaws, as well as Delaware law, contain provisions that could discourage acquisition bids or merger proposals, which may adversely affect the market price of our Class A Common Stock and could deprive our investors of the opportunity to receive a premium for their shares.
• Our certificate of incorporation designates the Court of Chancery of the State of Delaware as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, employees or agents.
• We do not presently anticipate paying cash dividends on our Class A Common Stock and our existing debt agreements, as well as the Series A Certificate of Designation, place restrictions on our ability to do so. Consequently, your only opportunity to achieve a return on your shares of Class A Common Stock is if the price of our Class A Common Stock appreciates.
• The price of our Class A Common Stock may decline as a result of the large number of shares available for sale.
• ProFrac Holding Corp. is required to make payments under the Tax Receivable Agreement for certain tax benefits that it may claim, and the amounts of such payments could be significant.
• In certain cases, payments under the Tax Receivable Agreement may be accelerated and/or significantly exceed the actual benefits, if any, we realize in respect of the tax attributes subject to the Tax Receivable Agreement.
• In the event that payment obligations under the Tax Receivable Agreement are accelerated in connection with certain mergers, other forms of business combinations or other changes of control, the consideration payable to holders of our Class A Common Stock could be substantially reduced.
• We will not be reimbursed for any payments made under the Tax Receivable Agreement in the event that any tax benefits are subsequently disallowed.
• We may issue preferred stock whose terms could adversely affect the voting power or value of our Class A Common Stock.
• If we were deemed to be an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), applicable restrictions could make it impractical for us to continue our business as contemplated and could have a material adverse effect on our business, financial condition and results of operations.
• We are a “controlled company” within the meaning of the Nasdaq rules and, as a result, qualify for and intend to rely on exemptions from certain corporate governance requirements.
• General Risk Factors
• Our business could be adversely affected by a decline in general economic conditions or a weakening of the broader energy industry, and inflation or the imposition of tariffs may adversely affect our financial position and operating results.
• Developments related to the ongoing wars between Russia and Ukraine, conflicts in the Middle East, economic instability in Venezuela, and the global response thereto, could adversely affect our business, financial condition and results of operations.
• We may be adversely affected by disputes regarding intellectual property rights of third parties.
• We face significant competition that may cause a loss of market share.
• If we are unable to employ a sufficient number of skilled and qualified workers, our capacity and profitability could be diminished and our growth potential could be impaired.
• A negative shift in investor sentiment of the oil and gas industry has had and could in the future have adverse effects on our operations and ability to raise capital.
• Negative public perception can lead to additional regulatory burdens and reduced business opportunities for us.
• We are subject to cyber-security risks. A cyber incident could occur and result in information theft, data corruption, operational disruption and/or financial loss.
• We may, in the future, incorporate artificial intelligence in our internal operations, and our third-party service providers may utilize artificial intelligence and machine learning technologies in furnishing services to us.
• Adverse results of legal proceedings could materially adversely affect us.
• The demand for our services has diversified as the use case for our power generation assets expands to encompass additional potential revenue streams, including the provision of power to companies not engaged in the production of hydrocarbons. In addition, we have historically engaged in, and may in the future pursue, acquisitions. Changing
• industry dynamics and the integration of acquisitions may have a negative impact on our business if we do not effectively respond to market trends and incorporate acquired businesses.