Velarion · Company Intelligence
Compensation Brief
Fiscal year 2025 · Filings through 2026-06-01

ProFrac Holding (ACDC)

CEO Johnathan Wilks was paid $1,382,583 in fiscal year 2025, the 1st percentile of its disclosed peer group (SEC filing 0001104659-26-049044 ↗): executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.

$1,530,120
Austin Harbour total, FY2025
Chief Financial Officer — highest-paid officer; CEO Johnathan Wilks: $1,382,583
1st
CEO (Johnathan Wilks) pay percentile vs peers
—
CEO-to-median pay ratio
99.62%
Say-on-pay support, latest vote

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Sample answer — “What is the CEO’s total compensation?”
- Johnathan Wilks (Chief Executive Officer), FY2025 total compensation $1,382,583 (base salary $475,000) [exec_comp, SEC accession 0001104659-26-049044, filed 2026-04-27]

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ACDC's next annual pay disclosure, estimated April 25, 2027.est. Filing ↗

01

Summary Compensation Table — fiscal year 2025

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Austin Harbour$450,000$0$632,996$0$427,500$0$19,623$1,530,120
Chief Financial Officer
Johnathan Wilks475,0000780,488047,500079,5951,382,583
Chief Executive Officer

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2025 totalFY2024 totalFY2023 totalΔ FY2024→2025
Austin Harbour$1,530,120———
Johnathan Wilks1,382,583—926,190—

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

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Companies that benchmark against ACDC
3 companies name ACDC as a compensation peer

Each company listed discloses ACDC in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named ACDC in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

01b

Executives — the named officers

One page per officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.

ExecutiveRoleFY2025 total
Austin HarbourCFO$1,530,120
Johnathan WilksCEO$1,382,583
01c

Board of directors

One page per director: the seat, the committees and the fee table, read for one person at a time.

DirectorRoleFY2025 total
Gerald W. HaddockIndependent Director$303,500
James Coy Randle JrDirector$119,000
Matthew D. WilksChair of the Board—
Matthew RinaldiDirector—
Sergei KrylovDirector$267,500
Stacy NieuwoudtIndependent Director$320,000
Theresa GlebockiIndependent Director$325,000
02

Equity transactions since the proxy statement was filed

No insider equity transactions reported since the proxy statement.

03

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Austin HarbourPRSU—————$632,996
Johnathan L. WilksPRSU—————780,488
03b

Vehicle mix — grant-date fair value by award type

Grant-level vehicle detail not disclosed.

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

04

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
WilksPSU138,132—$537,333
WilksPSU128,405—499,495
Austin HarbourPSU116,732—454,087
WilksPSU92,088—358,222
WilksPSU85,603—332,996
Austin HarbourPSU77,821—302,724
WilksPSU56,619—220,248
WilksPSU52,631—204,735
05

Incentive-plan design — the Compensation Discussion & Analysis

The Company’s compensation policy is designed to attract and retain highly qualified executive officers. The Company’s compensation program seeks to align executive compensation with stockholder value on an annual and long-term basis through a combination of base pay, as well as certain annual and long-term incentives.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultant—
Clawback policytrue
Anti-hedgingTrue
Anti-pledgingTrue
06

Say-on-pay — recent advisory votes

Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20262026-05-27157,287,850588,64814,50599.62%Passed
20252025-05-28146,712,466738,80677,35299.45%Passed
20242024-05-30134,767,5539,282,43622,72293.54%Passed

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.

Say-on-pay — history, company's computation

Meeting yearMeeting dateApproval — company's computation
20262026-05-2799.62%a
20252025-05-2899.45%b
20242024-05-3093.54%c

a. Approved under the standard stated in the filing — “3, abstentions are treated as shares present and entitled to vote for purposes of such proposal and, therefore, will have the same effect as a vote "against" such a proposal.”.

b. Approved under the standard stated in the filing — “3, abstentions are treated as shares present and entitled to vote for purposes of such proposal and, therefore, will have the same effect as a vote "against" such a proposal.”.

c. Approved under the standard stated in the filing — “3, abstentions are treated as shares present and entitled to vote for purposes of such proposal and, therefore, will have the same effect as a vote "against" such a proposal.”.

Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

07

CEO pay ratio

Ratio (CEO : median employee)—
CEO total compensation—
Median employee compensation—
08

Director compensation — fiscal year 2025

DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Theresa GlebockiIndependent$175,000$150,000$0—$0$325,000
Stacy NieuwoudtIndependent170,000150,0000—0320,000
Gerald W. HaddockIndependent153,500150,0000—0303,500
Sergei KrylovNot independent117,500150,0000—0267,500
James Coy Randle JrNot independent119,00000—0119,000
Matthew D. WilksEmployee director · Board Chair000—00
Matthew RinaldiNot independent · Newly elected000000
09

Board fee structure and ownership guideline

Annual cash retainer$95,000
Annual equity retainer$150,000
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)20,000 / 15,000 / 15,000
Stock ownership guideline—
09b

Total cost of the board

ComponentFY2025
Cash retainers and fees$735,000
Equity awards (grant-date value)$600,000
All other compensation$0
Total cost of the board$1,335,000

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

10b

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1ProFrac Holding2025Johnathan Wilks$475,000$780,488$0$47,500$1,382,583

Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

10d

Frequently asked questions

Who was the highest-paid executive at ProFrac Holding in fiscal 2025?
As disclosed, Austin Harbour (Chief Financial Officer) was the highest-paid executive at ProFrac Holding in fiscal 2025, with total compensation of $1,530,120.
How does ProFrac Holding's chief executive pay compare to its disclosed peer group?
As disclosed, Johnathan Wilks's total compensation ranked at the 1st percentile of ProFrac Holding's disclosed peer group.
How did shareholders vote on ProFrac Holding's executive compensation?
As disclosed, 99.62% of shareholders supported ProFrac Holding's executive compensation in the latest say-on-pay vote.
How much does ProFrac Holding spend in total on board compensation for fiscal 2025?
As disclosed, ProFrac Holding reported total board compensation of $1,335,000 for fiscal 2025.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

11

Source register

Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.

#SupportsDocumentFiledAccessionLocation in document
1Section 01, Austin HarbourDEF 14A2026-04-270001104659-26-049044Section “Summary Compensation Table”. As printed: 1,530,120. Filing ↗machine: r5 · c35 · span 321410–321419
2Section 01, Johnathan WilksDEF 14A2026-04-270001104659-26-049044Section “Summary Compensation Table”. As printed: 1,382,583. Filing ↗machine: r3 · c35 · span 312739–312748
3Section 03, Austin Harbour PRSUDEF 14A2026-04-270001104659-26-049044Section “EXECUTIVE COMPENSATION” · grants of plan-based awards table. Filing ↗machine: t7 · r5 · c17 · span 319520–319527
4Section 03, Johnathan L. Wilks PRSUDEF 14A2026-04-270001104659-26-049044Section “EXECUTIVE COMPENSATION” · grants of plan-based awards table. Filing ↗machine: t7 · r3 · c17 · span 310742–310749
5Section 07, pay ratio10-K2026-03-130001193125-26-106120Section “CEO Pay Ratio”. As printed: —. Filing ↗
6Section 08, Theresa GlebockiDEF 14A2026-04-270001104659-26-049044Section “Director Compensation”. As printed: 325,000. Filing ↗machine: span 230323–230330
7Section 08, Stacy NieuwoudtDEF 14A2026-04-270001104659-26-049044Section “Director Compensation”. As printed: 320,000. Filing ↗machine: span 228201–228208
8Section 08, Gerald W. HaddockDEF 14A2026-04-270001104659-26-049044Section “Director Compensation”. As printed: 303,500. Filing ↗machine: span 226105–226112
9Section 08, Sergei KrylovDEF 14A2026-04-270001104659-26-049044Section “Director Compensation”. As printed: 267,500. Filing ↗machine: span 232417–232424
10Section 08, James Coy Randle JrDEF 14A2026-04-270001104659-26-049044Section “Director Compensation”. As printed: 119,000. Filing ↗machine: span 233640–233647
11Section 08, Matthew D. WilksDEF 14A2026-04-270001104659-26-049044Section “Director Compensation”. As printed: 0. Filing ↗
12Section 08, Matthew RinaldiDEF 14A2026-04-270001104659-26-049044Section “Director Compensation”. As printed: 0. Filing ↗
13Section 06, 2026 voteForm 8-K2026-06-010001104659-26-068890Item 5.07 · say-on-pay result. As reported: 99.62% (votes for as printed: 157,287,850). Filing ↗
14Section 06, 2025 voteForm 8-K2025-06-030001104659-25-055961Item 5.07 · say-on-pay result. As reported: 99.45% (votes for as printed: 146,712,466). Filing ↗
15Section 06, 2024 voteForm 8-K2024-05-310001104659-24-067298Item 5.07 · say-on-pay result. As reported: 93.54% (votes for as printed: 134,767,553). Filing ↗
16Section 09b board cost (computed)Computed——Cash 735,000 + equity 600,000 + all other 0 = 1,335,000, summed across the director compensation table rows.machine: formula: Σ = 1,335,000
17ProFrac Holding (subject), Section 10b CEO totalDEF 14A2026-04-270001104659-26-049044CEO total compensation as printed in ProFrac Holding's own proxy. As printed: 1,382,583. Filing ↗machine: r3 · c35 · span 312739–312748

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