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EXPLANATORY NOTE
This Amendment No. 6 (this “Amendment”) amends and supplements the Schedule 13D filed with the Securities and Exchange
Commission (the “SEC”) on January 19, 2021, as amended by Amendment No. 1 thereto filed with the SEC on September 29, 2021, Amendment No. 2 thereto filed with the SEC on December 22, 2021, Amendment No. 3
thereto filed with the SEC on March 14, 2022, Amendment No. 4 thereto filed with the SEC on March 30, 2022, and Amendment No 5. thereto filed with the SEC on July 14, 2022 (the “Schedule 13D”), by the Reporting Persons
relating to shares of common stock, par value $0.001 per share (“Common Stock”), of ProPetro Holding Corp., a Delaware corporation (the “Issuer”).
Information reported in the Schedule 13D remains in effect except to the extent that it is amended, restated or superseded by information
contained in this Amendment. Capitalized terms used but not defined in this Amendment have the respective meanings set forth in the Schedule 13D.
Item 5. Interest in Securities of the Issuer.
Item 5 of the Schedule 13D is hereby amended by amending and replacing in their entirety each of Item 5(a), (b), (c) and (e) as
follows:
(a)—(b) Each Reporting Person’s beneficial ownership of the Issuer’s Common Stock as of the date of this
Amendment is reflected on that Reporting Person’s cover page. The Reporting Persons may be deemed to be the beneficial owners of an aggregate of 4,918,815 shares of the Issuer’s Common Stock, representing approximately 4.72% of the
104,240,512 shares of the Issuer’s Common Stock outstanding as of April 30, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q (“Quarterly Report”) filed with the SEC on
May 5, 2022.
Each of the Reporting Persons may be deemed to have shared power to vote or direct the vote and shared power to dispose
or to direct the disposition of 4,918,815 shares of the Issuer’s Common Stock. THRC Holdings directly beneficially owns 4,918,815 shares of Common Stock, representing approximately 4.72% of the 104,240,512 shares of the Issuer’s Common
Stock outstanding as of April 30, 2022, as reported in the Issuer’s Quarterly Report filed with the SEC on May 5, 2022. THRC Management is the general partner of THRC Holdings. Dan Wilks is the sole member of THRC Management. As a
result, each of Dan Wilks and THRC Management may be deemed to have shared voting and dispositive power over, and to share beneficial ownership of, the securities owned by THRC Holdings.
(c) The transactions in shares of the Issuer’s Common Stock by the Reporting Persons since the filing of Amendment No. 5 to the
Schedule 13D are set forth on Schedule I hereto which is incorporated herein by reference.
(e) As of July 18, 2022, the Reporting
Persons ceased to beneficially own more than 5% of the outstanding shares of the Issuer’s Common Stock.
Item 7. Materials to be Filed as
Exhibits.
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| Exhibit No. |
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Description |
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| 1 |
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Joint Filing Agreement, by and among the Reporting Persons, dated as of July 14, 2022 (incorporated by reference to Exhibit 1 to Amendment No. 5 to the Reporting Persons’ Schedule 13D filed with the SEC on
July 14, 2022). |
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| 2 |
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Power of Attorney – Dan Wilks, dated as of October 25, 2020 (incorporated by reference to Exhibit 99.3 to the Reporting Person’s Schedule 13D filed with the SEC on January 19, 2021). |
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| 3 |
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Power of Attorney – THRC Management, LLC on behalf of itself and its wholly owned subsidiary, THRC Holdings, LP, dated as of October 25, 2020 (incorporated by reference to Exhibit 99.4 to the Reporting Person’s
Schedule 13D filed with the SEC on January 19, 2021). |