ODONNELL JOHN A 4
4 · Cactus, Inc. · Filed Aug 22, 2023
Insider Transaction Report
Form 4
Cactus, Inc.WHD
ODONNELL JOHN A
Director
Transactions
- Disposition to Issuer
Class B Common Stock
2023-08-18−27,508→ 0 total - Other
Class A Common Stock
2023-08-18+27,508→ 47,821 total - Sale
Class A Common Stock
2023-08-21$50.95/sh−27,508$1,401,464→ 20,313 total - Other
Units
2023-08-18−27,508→ 0 total→ Class A Common Stock (27,508 underlying)
Footnotes (4)
- [F1]On August 18, 2023, the Reporting Person redeemed 27,508 units representing limited liability interests ("Units") in Cactus Companies, LLC ("Cactus Companies") pursuant to the Amended and Restated Limited Liability Company Operating Agreement of Cactus Companies (the "Cactus Companies LLC Agreement"). In connection with this redemption, Cactus Companies cancelled 27,508 Units, and Cactus, Inc (the "Company") cancelled a corresponding number of shares of its Class B Common Stock and issued to the Reporting Person 27,508 shares of Class A Common Stock.
- [F2]"Units" mean ownership interests in Cactus Companies. The Issuer is the sole managing member of Cactus Companies.
- [F3]The Cactus Companies LLC Agreement provides the holders of Units with certain rights to cause Cactus Companies to acquire all or at least a minimum portion of their Units for, at Cactus Companies election, (x) shares of Class A Common Stock at a redemption ratio of one share of Class A Common Stock for each Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions, or (y) an equivalent amount of cash.
- [F4]Upon the exercise of the Redemption Right, the Issuer (instead of Cactus Companies) has the right (the "Call Right") to acquire each tendered Unit directly from the exchanging Unit holder for, at its election, (x) shares of Class A Common Stock at a redemption ratio of one share of Class A Common Stock for each Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions, or (y) an equivalent amount of cash.