UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
ProFrac Holding Corp., a Delaware corporation (the “Company”) held its annual meeting of stockholders on May 30, 2024 and the Company’s stockholders of record voted on three (3) proposals.
The first proposal was the election of six (6) individuals to serve on the board of directors of the Company for one-year terms, until the 2025 annual meeting of stockholders, and until their successors are elected and qualified or until their earlier death, resignation or removal. The election of the six (6) directors was approved as follows:
Proposal No. 1
| Nominees for Directors | Votes For | Withheld | Broker Non-Votes | |||||||||
| Matthew D. Wilks | 140,096,891 | 3,867,664 | 5,847,062 | |||||||||
| Theresa Glebocki | 140,602,794 | 3,469,442 | 5,739,381 | |||||||||
| Gerald Haddock | 140,431,176 | 3,641,060 | 5,739,381 | |||||||||
| Sergei Krylov | 140,289,096 | 3,675,459 | 5,847,062 | |||||||||
| Stacy Nieuwoudt | 140,800,946 | 3,271,290 | 5,739,381 | |||||||||
| James C. Randle, Jr. | 140,039,806 | 3,924,749 | 5,847,062 | |||||||||
The second proposal was to determine, in a non-binding advisory vote, to approve the compensation of the Company’s named executive officers. The votes on the proposal were as follows:
Proposal No. 2
| Votes For | Votes Against | Abstentions | |||||||
| 134,767,553 | 9,282,436 | 22,722 | |||||||
The third proposal was the ratification of the appointment of Grant Thornton LLP, an independent registered public accounting firm, as the Company’s independent registered public accountants for the fiscal year ending December 31, 2024. The votes on the proposal were as follows:
Proposal No. 3
| Votes For | Votes Against | Abstentions | ||||||||||
| Ratification of Grant Thornton LLP | 140,733,299 | 9,073,365 | 4,953 | |||||||||
SIGNATURES
Pursuant to the requirements 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.
| PROFRAC HOLDING CORP. | ||
| By: |
/s/ Steven Scrogham | |
| Name: | Steven Scrogham | |
| Title: | Chief Legal Officer, Chief Compliance Officer and Corporate Secretary | |
Date: May 31, 2024