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- Departure of CEO (new) — The CEO resigned his executive position, though he remains on the board as a non-employee director.
ProFrac CEO Johnathan L. Wilks resigns; Executive Chairman Matthew D. Wilks adds CEO role
Filed August 6, 2026 · Period ending August 3, 2026 · ~2 min read
Key Changes
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Johnathan L. Wilks resigned as CEO effective August 7, 2026, transitioning to non-employee director; all unvested equity awards cancelled without vesting. Matthew D. Wilks, Executive Chairman since May 2022, appointed CEO while retaining Chairman role.
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR → -
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Q2 2026 revenue $498M (up from $450M in Q1); net loss $75M (vs. $81M in Q1); Adjusted EBITDA $69M or 14% margin (vs. $54M or 12% in Q1). Free cash flow improved to negative $8M from negative $25M.
Item 2.02 — Results of Operations and Financial Condition verify on EDGAR → -
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July 1, 2026 refinancing increased ABL facility from $275M to $300M with enhanced borrowing base terms. As of July 1, borrowing base was $243M with $173M drawn, leaving $71M availability.
Exhibit 99.1 view on EDGAR → -
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Q3 2026 outlook: Stimulation Services expected to improve on Q2 driven by pricing increases and steady utilization; Proppant Production expected approximately $498 million flat on stable volumes despite West Texas pricing pressure.
Exhibit 99.1 view on EDGAR → -
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Director Sergei Krylov resigned from the Board effective August 7, 2026, with no disagreements disclosed. Johnathan L. Wilks appointed to fill the vacancy.
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR →
Summary
ProFrac disclosed a CEO transition alongside its second quarter 2026 results. Johnathan L. Wilks resigned as Chief Executive Officer effective August 7, 2026, moving to a non-employee director role; all his unvested equity awards were cancelled without vesting. Matthew D. Wilks, who has served as Executive Chairman since May 2022, was appointed to the combined role of CEO and Executive Chairman.
The two executives are first cousins and sons of the company's founders and principal stockholders, keeping leadership within the founding family. The CEO departure warrants attention as a governance event, though the transition keeps operational continuity within the family ownership structure.
The company's second quarter results showed sequential improvement: revenue rose to $498 million from $450 million, the net loss narrowed to $75 million from $81 million, and Adjusted EBITDA improved to $69 million (14% margin) from $54 million (12% margin). Free cash flow improved to negative $8 million from negative $25 million. ProFrac refinanced its ABL facility on July 1, 2026, increasing capacity from $275 million to $300 million with enhanced borrowing base terms, providing $71 million of availability after $173 million drawn. Management expects Q3 Stimulation Services to improve on pricing increases and steady utilization, while Proppant Production faces West Texas pricing pressure but targets stronger markets.
Section-by-Section Diff
Event · Item 2.02 — Results of Operations and Financial Condition
ProFrac reported Q2 2026 financial results via press release.
Added in current filing · verify on EDGAR →
On August 6, 2026, ProFrac Holding Corp., a Delaware corporation (the “Company”), issued a press release reporting the financial results of the Company for the second quarter ended June 30, 2026.
ProFrac disclosed its second quarter 2026 financial results through a press release. The 8-K filing itself does not contain the actual financial figures; those are in the attached Exhibit 99.1 press release, which is incorporated by reference.
Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
In connection with his transition from Chief Executive Officer to member of the Board, all outstanding unvested awards previously granted to Mr. Johnathan L. Wilks under the Company’s 2022 Long Term Incentive Plan were cancelled without acceleration or vesting, effective as of August 7, 2026.
All unvested equity awards held by Johnathan L. Wilks under the 2022 Long Term Incentive Plan were cancelled without vesting upon his transition from CEO to director. He will participate in the standard non-employee director compensation program going forward.
Event · Exhibit 99.1
Added in current filing · view on EDGAR →
Total revenue was $498 million compared to first quarter revenue of $450 million
· Net loss was $75 million compared to net loss of $81 million in the first quarter
· Adjusted EBITDA¹ was $69 million compared to $54 million in the first quarter; 14% of revenue in the second quarter compared to 12% of revenue in the first quarter
· Net cash provided by operating activities was $23 million compared to $9 million in the first quarter
· Capital expenditures totaled $32 million compared to $41 million in the first quarter
· Free cash flow² was negative $8 million compared to negative $25 million in the first quarter
ProFrac reported second quarter 2026 revenue of $498 million, up from $450 million in Q1. The company posted a net loss of $75 million, narrower than Q1's $81 million loss. Adjusted EBITDA improved to $69 million (14% margin) from $54 million (12% margin) in Q1. Operating cash flow was $23 million versus $9 million in Q1, while free cash flow improved to negative $8 million from negative $25 million in Q1. Capital expenditures declined to $32 million from $41 million.
Added in current filing · view on EDGAR →
Effective Friday, August 7, 2026, Ladd Wilks will resign his position of Chief Executive Officer of ProFrac. We are excited to announce that Ladd will continue to serve the Company as a member of the Board of Directors, replacing Mr. Sergei Krylov. Matt Wilks will take on the newly combined role of Chief Executive Officer and Executive Chairman.
Ladd Wilks is resigning as CEO effective August 7, 2026, but will remain with the company as a board member, replacing Sergei Krylov. Matt Wilks, currently Executive Chairman, will assume the combined role of CEO and Executive Chairman. This represents a leadership consolidation within the founding family.
Added in current filing · view on EDGAR →
In Stimulation Services, ProFrac expects third quarter 2026 results to improve on second quarter performance, driven by pricing increases and steady utilization. RFP season conversations are also unfolding earlier than typical demonstrating potential equipment tightness into 2027.
In Proppant Production, ProFrac expects approximately flat results on stable volumes in the third quarter. The Company continues to navigate incremental competitive pricing pressure in the proppant market, particularly in West Texas, while remaining focused on operational improvements and leveraging the potential it sees in stronger markets, including the Haynesville and South Texas.
ProFrac expects Q3 2026 Stimulation Services results to improve on Q2, driven by pricing increases and steady utilization, with early RFP season activity suggesting equipment tightness into 2027. Proppant Production is expected to be approximately $498 million flat on stable volumes, though the company faces competitive pricing pressure in West Texas while focusing on stronger markets like the Haynesville and South Texas.
Added in current filing · view on EDGAR →
Total principal debt outstanding as of June 30, 2026 was approximately $1.10 billion; net debt³ outstanding was approximately $1.08 billion.
Total cash and cash equivalents as of June 30, 2026 was approximately $19 million, of which approximately $5 million was related to Flotek and not accessible by the Company. ... As of June 30, 2026 the Company had approximately $72 million of liquidity, including approximately $14 million of cash and cash equivalents, excluding Flotek, and $58 million of availability under its asset-based credit facility.
As of June 30, 2026, ProFrac had total principal debt of approximately $1.10 billion and net debt of approximately $1.08 billion. Cash and cash equivalents totaled approximately $19 million, with $5 million restricted at Flotek. Total liquidity was approximately $72 million, comprising $14 million of accessible cash and $58 million of ABL availability.
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Figures/quotes linked to EDGAR · Narrative written by AI · Aug 7, 2026 · How we verify