Bender Steven's Form 4 filing
Cactus, Inc. (WHD) · filed Mar 15, 2022
- Accession no.
- 0001699136-22-000052
- Filed
- Mar 15, 2022
- Trade date
- Mar 11-15, 2022
- Filing delay
- 4 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 6 non-derivative transactions and 2 derivative transactions. Open-market sales total $1.05M. It was filed 4 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Bender StevenCIK 0001701687 | Officer (VP of Operations) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Mar 11, 2022 | Class B Common Stock | AGrant or awardAcquired | +100,000 | –F1 | – | 100,000 | Direct | |
| Mar 11, 2022 | Class B Common Stock | DReturned to the companyDisposed | −100,000 | –F2 | – | 0 | Direct | |
| Mar 11, 2022 | Class A Common Stock | JOtherAcquired | +100,000 | $0.00F3 | $0 | 147,620 | Direct | |
| Mar 11, 2022 | Class A Common Stock | SSaleDisposed | −8,814 | $55.99 | −$493,495.86 | 138,806 | Direct | |
| Mar 14, 2022 | Class A Common Stock | SSaleDisposed | −9,119 | $51.16 | −$466,528.04 | 129,687 | Direct | |
| Mar 15, 2022 | Class A Common Stock | SSaleDisposed | −1,808 | $48.70 | −$88,049.6 | 127,879 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
The Reporting Person redeemed a portion of his ownership interests in Cactus WH Enterprises, LLC ("Cactus Enterprises") pursuant to the first amended and restated limited liability company agreement of Cactus Enterprises, in return for which Cactus Enterprises distributed to the Reporting Person, a corresponding number of shares of Class B Common Stock and a corresponding number of Units (as defined below).
Referenced by the price of 1 transaction in Table I.
- F2
In connection with the redemption of Units, as described below, the Reporting Person disposed of a corresponding number of shares of Class B Common Stock, which shares were cancelled by the Issuer.
Referenced by the price of 1 transaction in Table I.
- F3
In connection with the redemption of Units, as described below, the Reporting Person acquired a corresponding number of shares of Class A Common Stock.
Referenced by the price of 1 transaction in Table I.
- F5
The first amended and restated limited liability company operating agreement of Cactus LLC provides the holders of Units with certain rights to cause Cactus LLC to acquire all or at least a minimum portion of their Units for, at Cactus LLC's 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 (the "Redemption Right").
Referenced by the price of 1 transaction in Table II.
- F6
Upon the exercise of the Redemption Right, the Issuer (instead of Cactus LLC) 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.
Referenced by the price of 1 transaction in Table II.
- F7
The Units were redeemed for Class A Common Stock on March 11, 2022.
Referenced by the price of 1 transaction in Table II.