ProPetro Holding Corp. 8-K

What Happened

• ProPetro Holding Corp. (PUMP) filed an 8-K on January 28, 2026 disclosing the pricing of an underwritten public offering of 15,000,000 shares of its common stock at $10.00 per share. The offering was made under a Form S-3 registration statement that became effective December 16, 2025.
• The underwriting agreement, dated January 26, 2026, names Goldman Sachs & Co. LLC as representative of the underwriters. The company initially expected net proceeds of approximately $141.9 million.

Key Details

• Offering size: 15,000,000 shares at $10.00 per share (gross proceeds $150.0M).
• Underwriters’ option: a 30-day option to purchase up to 2,250,000 additional shares; the underwriters exercised the option in full on January 27, 2026, adding expected net proceeds of about $21.4M (expected closing on or about January 28, 2026).
• Intended use of proceeds: general corporate purposes, including funding growth capital for additional power generation equipment.
• Company restrictions: agreed not to sell or transfer shares for 60 days after the underwriting agreement without underwriter consent; customary indemnities to underwriters were included.

Why It Matters

• The offering materially increases ProPetro’s available capital (combined expected net proceeds roughly $163.3M if the option closes), which the company plans to use for growth investments in power generation equipment—potentially supporting future revenue-generating capacity.
• Equity dilution and timing: the issuance of up to 17,250,000 shares (if the option is fully exercised) will dilute existing shareholders’ ownership; investors should watch the final share count and the company’s use of proceeds disclosures for impact on future earnings per share.
• Underwriter support and standard protections (lock-up and indemnities) are in place, indicating a conventional underwritten transaction structure led by Goldman Sachs.