ProPetro Holding PUMP

ProPetro reports Q3 revenue of $355M

Form
10-Q
Filed
Importance
Notable
  1. Revenue: $355.38 million for the three months ended Sep 30, 2026
  2. Net income: $13.02 million for the three months ended Sep 30, 2026
  3. Diluted EPS: $0.09 for the three months ended Sep 30, 2026
  4. Cash and equivalents: $728.87 million at Sep 30, 2026

Written from the 10-Q on EDGAR. Check the filing before you rely on it.

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What changed

8 changes since the June 2026 10-Q

Compared with the 10-Q 0001680247-26-000097, filed Jul 30, 2026.

  1. Changed Financial statements

    Net income up 261% from Jun 30

    $13M, was −$8.1M.

    From the filings

    Before

    −$8.1M

    Now

    $13M
  2. Changed Financial statements

    EPS up 229% from Jun 30

    $0.09, was −$0.07.

    From the filings

    Before

    −$0.07

    Now

    $0.09
  3. Changed Financial statements

    Revenue up 16% from Jun 30

    $355M, was $306M.

    From the filings

    Before

    $306M

    Now

    $355M
  4. Changed Financial statements

    Cash down 7% from Jun 30

    $729M, was $784M.

    From the filings

    Before

    $784M

    Now

    $729M
  5. New MD&A

    Business acquisition contingent consideration adjustments (1,700) (4,600) (2,200) (5,000)

    New paragraph in MD&A.

    From the filings

    Now

    Business acquisition contingent consideration adjustments (1,700) (4,600) (2,200) (5,000)
  6. Changed MD&A

    Other Income.

    Adds "$4.8"; drops "$4.0".

    From the filings

    Before

    Other Income. Other income was approximately $4.0 million for the three months ended June 30, 2026, compared to other income of $0.2 million for the three months ended June 30, 2025. Other income for the three months ended June 30, 2026 is primarily comprised of interest income of $3.8 million and legal settlement income of $0.3 million, partially offset by $0.1 million of other expense.

    Now

    Other Income. Other income was approximately $4.8 million for the three months ended September 30, 2026, compared to other income of $5.1 million for the three months ended September 30, 2025. Other income for the three months ended September 30, 2026 is primarily comprised of interest income of $5.8 million, partially offset by a $0.8 million loss incurred due to a cementing job failure and approximately $0.2 million of other expenses. Other income for the three months ended September 30, 2025 is primarily comprised of a $2.0 million unrealized gain on short-term investment, tax refunds (net of advisory fees) totaling $1.9 million, insurance reimbursements of $0.8 million and other income of $0.4 million.
  7. Changed MD&A

    In October 2026, we placed an order for battery energy storage systems equipment representing a commitment…

    Adds "October"; drops "July".

    From the filings

    Before

    In July 2026, we placed an order for approximately 160 megawatts of power generation equipment under the Framework Agreement representing a commitment of approximately $170.3 million and an order for approximately 10 megawatts of additional power generation equipment representing a commitment of approximately $14.4 million. We expect to receive this equipment from the first quarter through the end of fiscal year 2027.

    Now

    In October 2026, we placed an order for battery energy storage systems equipment representing a commitment of approximately $53.4 million. We expect to receive this equipment in the second half of fiscal year 2027.
  8. Changed MD&A

    Caterpillar Equipment Loan Agreement: Effective July 27, 2026, we entered into an amendment to our financing…

    Adds "Effective July 27, 2026,"; drops "On April 2, 2025,".

    From the filings

    Before

    Caterpillar Equipment Loan Agreement: On April 2, 2025, we entered into a financing arrangement and on February 6, 2026, we entered into an amendment to this financing arrangement with Caterpillar Financial Services Corporation (collectively, the " Caterpillar Equipment Loan Agreement " ) to support the purchase of certain mobile natural gas-fueled power generation equipment, including turbine generator sets along with auxiliary equipment, for our PROPWR business line, under which the lender, Caterpillar Financial Services Corporation (an affiliate of the equipment manufacturer), will fund progress payments beyond the initial down payment on the equipment for a maximum total available amount of $157.3 million and provide us interim loans in connection with each progress payment made on our behalf. Such interim loans will accrue interest at a floating rate per annum based on SOFR, plus a 3.85% margin, plus any increase or minus any decrease in the Bloomberg Industrial Single A Total Return Index since November 15, 2024. Such interim loans will be combined and converted to a term loan for each unit of equipment after the final progress payment is funded for such unit. Interest on interim loans is payable on a monthly basis until conversion to term loans. Each term loan will accrue interest at a fixed rate per annum based on the three-year U.S. Treasury rate as of the date of conversion of interim loans to the term loan for each unit of equipment, plus a 3.70% margin, plus any increase or minus any decrease in the Bloomberg Industrial Single A Total Return Index since November 15, 2024 and will be payable in equal monthly installments over a period not to exceed five years. Each loan will be secured on a first lien basis by equipment collateral and support documents, casualty proceeds and other proceeds or products related thereto, and any proceeds from the equipment loan must be used for payment or reimbursement for the equipment subject to such loan. Each loan will…

    Now

    Caterpillar Equipment Loan Agreement: Effective July 27, 2026, we entered into an amendment to our financing arrangement with Caterpillar Financial Services Corporation (as amended on February 6, 2026, and as originally entered into on April 2, 2025, the "Caterpillar Equipment Loan Agreement"), pursuant to which Caterpillar Financial Services Corporation agreed to increase the total availability of funds under the Caterpillar Equipment Loan Agreement to an aggregate amount not to exceed $167.0 million (the "Equipment Loans") for the purpose of purchasing certain electric power generation equipment and associated auxiliary equipment for our PROPWR business line . The Equipment Loans will be available on a revolving basis and loan amounts that are subject to a non-recourse syndication by Caterpillar Financial Services Corporation will not count against the $167.0 million cap. Certain Equipment Loans consist of two phases: (a) a progress payment phase during which an interim advance is made, evidenced by a separate floating rate promissory note based on an interim loan schedule (each, an "Interim Note"), and (b) after satisfaction of the applicable milestones, a term loan phase in which such Interim Note converts into a separate fixed rate promissory note based on a term loan schedule (each, a "Term Note" and together with the Interim Notes, each, a "Note"). Other Equipment Loans will consist only of a Term Note that is issued upon receipt of the applicable equipment. Interim loans will accrue interest at a floating rate per annum based on SOFR, plus a 3.85% margin, plus any increase or minus any decrease in the Bloomberg Industrial Single A Total Return Index since November 15, 2024. Interest on interim loans is payable on a monthly basis until conversion to term loans. Each term loan will accrue interest at a fixed rate per annum based on the three-year U.S. Treasury rate as of the date of conversion of interim loans to the term loan for each unit of equipment…
Show the redline

Section by section. Added words and removed words against the earlier filing.

Cover page 2 changes

3 unchanged paragraphs

For the quarterly period ended June September 30, 2026

20 unchanged paragraphs

The number of the registrant s common shares, par value $0.001 per share, outstanding a t July 24, October 23, 2026, was 122,823,917 122,862,337 .

1 unchanged paragraph

Financial Statements (Unaudited) 3 changes

Condensed Consolidated Balance Sheets as of June September 30, , 2026 and December 31, 2025

Condensed Consolidated Statements of Operations for the three and six ni ne months ended June September 30, , 2026 and 2025

1 unchanged paragraph

Condensed Consolidated Statements of Cash Flows for the six nine months ended June September 30, , 2026 and 2025

Forward-looking statements 1 change

15 unchanged paragraphs

events that reduce the demand for our power generation services, such as the development of alternative power generation technologies or increased grid capacity and government actions that could reduce the demand for our behind-the-meter power services;

16 unchanged paragraphs

Financial statements 134 changes

3 unchanged paragraphs

June September 30, 2026 December 31, 2025

Cash and cash equivalents $ 783,958 728,874 $ 91,334

1 unchanged paragraph

Inventories 23,028 13,323

Prepaid expenses 12,110 19,896

Inventories 25,903 13,323

Prepaid expenses 10,702 19,896

Other current assets 3,051 10,017 1,398

Total current assets 1,054,915 1,065,481 326,704

PROPERTY AND EQUIPMENT - net of accumulated depreciation 876,207 1,009,068 793,475

1 unchanged paragraph

FINANCE LEASE RIGHT-OF-USE ASSETS 1,762 1,893 10,637

1 unchanged paragraph

Intangible assets - net of amortization 50,751 48,430 55,476

Other noncurrent assets 6,567 6,245 4,811

Total other noncurrent assets 57,318 54,675 60,287

TOTAL ASSETS $ 2,059,831 2,188,410 $ 1,290,890

2 unchanged paragraphs

Accounts payable $ 121,178 $ 115,009

Accounts payable $ 170,023 $ 115,009

Accrued and other current liabilities 64,671 72,510 65,981

Interim debt - net of debt issuance costs 10,915 2,113

Current maturities of long-term debt - net of debt issuance costs 21,387 31,165 13,844

Operating lease liabilities 36,707 29,487 43,572

Finance lease liabilities 2,906 1,803 12,442

Total current liabilities 257,764 304,988 252,961

DEFERRED INCOME TAXES 55,724 54,279 63,433

LONG-TERM DEBT - net of debt issuance costs and current maturities 764,941 808,701 105,613

NONCURRENT OPERATING LEASE LIABILITIES 20,888 20,010 35,641

NONCURRENT FINANCE LEASE LIABILITIES 147 122

OTHER LONG-TERM LIABILITIES 2,942 23,990 3,400

Total liabilities 1,102,406 1,212,090 461,048

3 unchanged paragraphs

Accumulated deficit ( 79,757 ) ( 68,001 )

Common stock, $ 0.001 par value, 200,000,000 shares authorized, 122,823,917 122,859,311 and 104,310,266 shares issued, respectively

Additional paid-in capital 1,037,059 1,042,936 897,739

Accumulated deficit ( 66,739 ) ( 68,001 )

Total shareholders equity 957,425 976,320 829,842

TOTAL LIABILITIES AND SHAREHOLDERS EQUITY $ 2,059,831 2,188,410 $ 1,290,890

4 unchanged paragraphs

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

1 unchanged paragraph

Cost of services (excluding depreciation and amortization) 233,993 253,173 445,687 517,029

Depreciation and amortization 43,463 43,309 84,077 91,990

Loss (gain) on disposal of assets ( 1,590 ) 4,346 ( 2,330 ) 14,092

Total costs and expenses 308,995 329,318 587,717 679,233

OPERATING (LOSS) INCOME ( 3,184 ) ( 3,167 ) ( 11,221 ) 6,334

Cost of services (excluding depreciation and amortization) 269,745 236,500 715,432 753,529

General and administrative expenses (including stock-based compensation) 33,129 28,490 60,283 56,122 30,842 22,496 91,125 78,618

Depreciation and amortization 44,391 41,660 128,468 133,650

Loss (gain) on disposal of assets ( 611 ) ( 674 ) ( 2,941 ) 13,418

Total costs and expenses 344,367 299,982 932,084 979,215

OPERATING INCOME (LOSS) 11,017 ( 6,066 ) ( 204 ) 268

1 unchanged paragraph

Interest expense ( 3,007 ) ( 1,811 ) ( 5,671 ) ( 3,541 )

Other income, net 4,009 195 5,395 3,138

Total other income (expense), net 1,002 ( 1,616 ) ( 276 ) ( 403 )

INCOME (LOSS) BEFORE INCOME TAXES ( 2,182 ) ( 4,783 ) ( 11,497 ) 5,931

INCOME TAX (EXPENSE) BENEFIT ( 5,931 ) ( 2,372 ) ( 259 ) ( 3,484 )

NET (LOSS) INCOME $ ( 8,113 ) $ ( 7,155 ) $ ( 11,756 ) $ 2,447

NET (LOSS) INCOME PER COMMON SHARE:

Basic $ ( 0.07 ) $ ( 0.07 ) $ ( 0.10 ) $ 0.02

Diluted $ ( 0.07 ) $ ( 0.07 ) $ ( 0.10 ) $ 0.02

Interest expense ( 4,263 ) ( 2,110 ) ( 9,934 ) ( 5,651 )

Other income, net 4,818 5,107 10,213 8,245

Total other income, net 555 2,997 279 2,594

INCOME (LOSS) BEFORE INCOME TAXES 11,572 ( 3,069 ) 75 2,862

INCOME TAX BENEFIT (EXPENSE) 1,446 704 1,187 ( 2,780 )

NET INCOME (LOSS) $ 13,018 $ ( 2,365 ) $ 1,262 $ 82

NET INCOME (LOSS) PER COMMON SHARE:

Basic $ 0.11 $ ( 0.02 ) $ 0.01 $

Diluted $ 0.09 $ ( 0.02 ) $ 0.01 $

1 unchanged paragraph

Basic 122,714 103,900 119,829 103,611

Diluted 122,714 103,900 119,829 104,920

Basic 122,846 103,974 120,846 103,733

Diluted 154,654 103,974 123,294 104,974

3 unchanged paragraphs

Six Months Ended June 30, 2026

Nine Months Ended September 30, 2026

16 unchanged paragraphs

Six Months Ended June 30, 2025

Stock-based compensation cost 6,021 6,021

Issuance of equity awards, net 35

Tax withholdings paid for net settlement of equity awards ( 144 ) ( 144 )

Net income 13,018 13,018

BALANCE - September 30, 2026 122,859 $ 123 $ 1,042,936 $ ( 66,739 ) $ 976,320

See notes to condensed consolidated financial statements.

PROPETRO HOLDING CORP.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

10 unchanged paragraphs

1 unchanged paragraph

3 unchanged paragraphs

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5 unchanged paragraphs

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and 54 more changes in the filing

Note 1: Basis of Presentation (Continued) 10 changes

On May 7, 2026, we issued $ 690.0 million in aggregate principal amount of our 0.00 % convertible senior notes due 2031 (the "Convertible Notes") pursuant to in a private placement (the "Notes Offering"). Our Convertible Notes are classified as convertible debt instruments recorded as liabilities in accordance with FASB ASC Topic 470-20, Debt with Conversion and Other Options , and are initially recognized at their principal amount, net of debt issuance costs and any discounts. Debt issuance costs and discounts are amortized to interest expense over the term of the instrument using the effective interest method. We evaluate each instrument to determine its classification as debt or equity and assess whether embedded features, such as conversion options, require bifurcation and separate accounting as derivatives under FASB ASC Topic 815-15, Embedded Derivatives . Bifurcation is required if these features are not clearly and closely related to the host contract and do not meet the scope exception criteria under FASB ASC Topic 815-40, Contracts in Entity's Own Equity . Upon conversion, the carrying amount of the debt is reduced, and the settlement is accounted for based on the terms of the instrument, which may include issuance of common stock, cash payment, or a combination thereof. Interest expense includes special interest and additional interest, if any, and the amortization of debt issuance costs and discounts.

2 unchanged paragraphs

Three Months Ended June 30, Six Months Ended June 30,

Total depreciation and amortization $ 43,463 $ 43,309 $ 84,077 $ 91,990

Three Months Ended September 30, Nine Months Ended September 30,

Depreciation and amortization related to cost of services $ 41,095 42,022 $ 40,926 39,291 $ 79,341 121,363 $ 87,223 126,529

Depreciation and amortization related to general and administrative expenses 2,368 2,383 4,736 4,767 2,369 2,369 7,105 7,121

Total depreciation and amortization $ 44,391 $ 41,660 $ 128,468 $ 133,650

For the three and six nine months ended June September 30, 2026 , we utilized the discrete annual effective tax rate method to calculate the interim tax provision, as allowed prescribed by FASB ASC Topic 740-270-30-18, 740-270, Income Taxes - Interim Reporting to calculate the interim tax provision. The discrete method treats the year to date period as if it was the annual period and determines . In the income tax expense or benefit on that basis. second quarter of 2026, we believe that, at this time, utilized the use of this discrete method is more appropriate than the annual effective tax rate method as allowed by FASB ASC Topic 740-270-30-18 because small changes in estimated "ordinary" income would have resulted in significant changes in the estimated annual effective tax rate. is not reliable because As of September 30, 2026, small changes in estimated "ordinary" income would no longer result in significant changes in and it was determined that the estimated annual effective tax rate is a reliable estimate and, accordingly, for the three and six nine months ended June September 30, 2025 , 2026, the annual effective tax rate method was utilized.

Total income tax expense benefit was $ 5.9 1.4 million on pre-tax loss income resulting in an effective tax rate of ( 271.8 12.5 )% for the three months ended June September 30, 2026, as compared to income tax expense benefit of $ 2.4 0.7 million on pre-tax loss or an effective tax rate of ( 49.6 22.9 % for the three months ended June September 30, 2025. The change in income tax expense benefit recorded during the three months ended June September 30, 2026, compared to the three months ended June September 30, 2025, is primarily attributable to the difference in the impact of nondeductible expenses, and state taxes, and valuation allowances on the pre-tax book loss income for 2026, compared to the pre-tax loss for 2025. Total income tax expense benefit was $ 0.3 1.2 million on pre-tax loss income resulting in an effective tax rate of ( 2.3 1,582.7 )% for the six nine months ended June September 30, 2026, as compared to income tax expense of $ 3.5 2.8 million on pre-tax income or an effective tax rate of 58.7 97.1 % for the six nine months ended June September 30, 2025. The change in income tax benefit (expense) recorded during the six nine months ended June September 30, 2026, compared to the six nine months ended June September 30, 2025, is primarily attributable to the difference in the impact of nondeductible expenses, state taxes, and valuation allowances on the pre-tax loss income for 2026, as compared to pre-tax income in 2025.

On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA"), was enacted into law in the United States. The OBBBA contains several changes to corporate taxation including modifications to capitalization of research and development expenses, changes to limitations on deductions for interest expense and acceleration of fixed asset depreciation. These provisions did not have a material impact on the Company's effective tax rate for the six nine months ended June September 30, 2026.

1 unchanged paragraph

Note 3: Fair Value Measurements 3 changes

7 unchanged paragraphs

The fair values of cash and cash equivalents, accounts receivable, accounts payable, accrued and other current liabilities, and long-term debt other than the Convertible Notes, the fair value of which is disclosed in Note 5 - Interim and Long-Term Debt, are estimated to be approximately equivalent to carrying amounts as of June September 30, 2026 and December 31, 2025 and have been excluded from the table below.

4 unchanged paragraphs

Business acquisition contingent consideration payable $ 2,900 1,200 $ $ $ 2,900 1,200

1 unchanged paragraph

Short-term investment On October 27, 2025, the Company sold its short-term investment in 2.6 million common shares of STEP Energy Services Ltd. ("STEP"), which it received in 2022 as part of the consideration for the sale of its coiled tubing assets to STEP. Prior to the sale, the shares were accounted for as an investment in equity securities measured at fair value using Level 1 inputs based on observable prices on the Toronto Stock Exchange and were shown under current assets in our condensed consolidated balance sheets. The fluctuation in stock price resulted in an unrealized gain of $ 0.1 2.0 million and $ 0.3 2.3 million for the three and six nine months ended June September 30, 2025, respectively. Included in the unrealized gain for the three and six nine months ended June September 30, 2025 was a gain loss of $ 0.4 0.2 million and a gain of $ 0.4 0.2 million, respectively, resulting from non-cash foreign currency translation.

1 unchanged paragraph

Note 3: Fair Value Measurements (Continued) 6 changes

Business acquisition contingent consideration payable On May 31, 2024, the Company completed the acquisition of all of the outstanding equity interests in Aqua Prop, LLC (" AquaProp") in exchange for $ 13.7 million of cash, $ 3.7 million of deferred cash consideration payable to AquaProp's seller by May 31, 2025, the payoff of $ 7.2 million of assumed debt, the payment of $ 0.3 million of certain transaction costs and estimated contingent consideration of $ 10.9 million. The contingent consideration payable was measured at fair value using Level 3 inputs based on the probability-weighted expected return method and is included within other long-term liabilities in our condensed consolidated balance sheets. The fair value of the contingent consideration payable is remeasured at the end of each reporting period using the probability-weighted expected return method. As of June September 30, 2026, the estimated fair value of the contingent consideration payable was $ 2.9 1.2 million resulting in a $ 0.5 2.2 million decrease from December 31, 2025. The decrease in the estimated fair value of the contingent consideration payable was primarily driven by updated projections regarding the probability of different scenarios and the amount and timing of additional equipment to be delivered by the seller under those scenarios. Increases or decreases in any valuation inputs in isolation may result in a significantly lower or higher fair value measurement in the future.

1 unchanged paragraph

June September 30, 2026 December 31, 2025

2 unchanged paragraphs

Business acquisition contingent consideration payable - closing balance $ 2,900 1,200 $ 3,400 (1) The decrease in the estimated fair value of the business acquisition contingent consideration payable is included in general and administrative expenses in our condensed consolidated statements of operations for the six nine months ended June September 30, 2026 and the year ended December 31, 2025.

2 unchanged paragraphs

Whenever events or circumstances indicate that the carrying value of long-lived assets may not be recoverable, the Company reviews the carrying values of long lived assets, such as property, equipment and other assets, to determine if they are recoverable. If any long lived assets are determined to be unrecoverable, an impairment expense is recorded in the period. No impairment of property and equipment was recorded during the three and six nine months ended June September 30, 2026 and 2025.

Goodwill is included in other noncurrent assets in our condensed consolidated balance sheets. As of June September 30, 2026 and December 31, 2025, we had goodwill with a carrying amount of $ 0.9 million and $ 0.9 million, respectively. There were no additions to goodwill during the three and six nine months ended June September 30, 2026 and 2025 . The hydraulic fracturing operating segment (which is also considered a reporting unit) is the only segment with goodwill at June September 30, 2026 and December 31, 2025. There were no goodwill impairment losses during the three and six nine months ended June September 30, 2026 and 2025, respectively.

There were no assets or liabilities subject to nonrecurring fair value measurements during the three and nine months ended June September 30, 2026 or 2025 .

Note 4: Intangible Assets 1 change

Intangible assets acquired consist of trademark/trade names, customer relationships, favorable contracts and internally developed software. Trademark/trade names are amortized on a straight line basis over useful l ives of ten and fifteen years . Customer relationships are amortized on a straight line basis over useful lives of six and ten years . Favorable contracts are amortized on a straight line basis over useful lives of thirty months and five years . Internally developed software is amortized on a straight line basis over a usef ul life of twenty-nine months . Amortization expense included in net loss income for the three and six nine months ended June September 30, 2026 was $ 2.4 million and $ 4.7 7.1 million, respectively. Amortization expense included in net loss for the three months ended June September 30, 2025 was $ 2.4 million. Amortization expense included in net income for the six nine months ended June September 30, 2025 was $ 4.8 7.1 million.

1 unchanged paragraph

Note 4: Intangible Assets (Continued) 12 changes

1 unchanged paragraph

June September 30, 2026 December 31, 2025

4 unchanged paragraphs

Internally developed software 81 124 81

Total intangible assets acquired 79,491 79,534 79,491

1 unchanged paragraph

Customer relationships ( 23,508 ) ( 19,633 )

Trademark/trade name ( 4,141 4,432 ) ( 3,557 )

Customer relationships ( 25,446 ) ( 19,633 )

Favorable contracts ( 1,042 1,167 ) ( 792 )

Internally developed software ( 49 59 ) ( 33 )

Total accumulated amortization ( 28,740 31,104 ) ( 24,015 )

3 unchanged paragraphs

Remainder of 2026 $ 4,716 2,357

2031 and beyond 11,234 11,235

The average amortization period for our remaining intangible assets is approximately 5.8 5.6 years.

1 unchanged paragraph

Note 5: Interim and Long-Term Debt 5 changes

1 unchanged paragraph

The Company is party to an amended and restated revolving credit facility. Effective May 4, 2026 and August 10, 2026, the Company entered into an amendment amendments to its amended and restated revolving credit facility (as amended, the "ABL Credit Facility"). The amendment amendments increased the borrowing capacity under the ABL Credit Facility from $ 225.0 million to $ 350.0 million (subject to the Borrowing Base (as defined below) limit) , with an uncommitted accordion in an aggregate amount not to exceed the greater of (i) $ 150.0 million and (ii) the amount, if any, by which the Borrowing Base exceeds the commitments outstanding under the ABL Credit Facility, subject to usual and customary terms and conditions, and extended the maturity date of the ABL Credit Facility from June 2, 2028 to May 4, 2031. The ABL Credit Facility has a borrowing base of the sum of 85 % to 90 % of monthly eligible accounts receivable, 80 % of eligible unbilled accounts (up to a maximum of 25 % of the Borrowing Base), in each case, depending on the credit ratings of our accounts receivable counterparties and as part of the amendment, certain value of eligible power generation equipment (up to a maximum of 35 % of the Borrowing Base in the aggregate), less customary reserves (the "Borrowing Base"), as redetermined monthly. The advance rates for such power generation equipment are equal to the lesser of (i) 90 % of the book value of such equipment and (ii) 80 % of the net orderly liquidation value of such equipment. The amendment amendments also increased the debt basket for leverage-ratio-based indebtedness, capital/finance leases, purchase money debt and other similar indebtedness from $ 425.0 million to the greater of (i) $ 600.0 million and (ii) 300 % of the Company's consolidated earnings before interest expense, income taxes, depreciation and amortization for its most recently completed four consecutive fiscal quarters, and added a new $ 690.0 million debt basket for the incurrence or refinancing of convertible indebtedness. The Borrowing Base as of June September 30, 2026, was approximately $ 131.8 196.4 million. The ABL Credit Facility includes a springing fixed charge coverage ratio that applies when excess availability is less than the greater of (i) 10 % of the lesser of the facility size or the Borrowing Base or (ii) $ 15.0 million. Under the ABL Credit Facility we are required to comply, subject to certain exceptions and materiality qualifiers, with certain customary affirmative and negative covenants, including, but not limited to, covenants pertaining to our ability to incur liens or indebtedness, changes in the nature of our business, mergers and other fundamental changes, disposal of assets, investments and restricted payments, amendments to our organizational documents or accounting policies, prepayments of certain debt, dividends, transactions with affiliates, and certain other activities. Borrowings under the ABL Credit Facility are secured by a first priority lien and security interest in substantially all assets of the Company excluding certain mobile natural gas-fueled power generation equipment purchased under the Caterpillar Equipment Loan Agreement (as defined below) and other equipment that may be purchased under other financing arrangements. The Company was in compliance with all covenants as of June September 30, 2026.

Borrowings under the ABL Credit Facility accrue interest based on a three-tier pricing grid tied to availability, and we may elect for loans to be based on either the Secured Overnight Financing Rate ( " SOFR") or the base rate, plus the applicable margin, which ranges from 1.50 % to 2.00 % for SOFR loans and 0.50 % to 1.00 % for base rate loans. For the six nine months ended June September 30, 2026 , t he weighted average interest rate on our outstanding borrowings under the ABL Credit Facility was 5.64 %.

The loan origination costs relating to the ABL Credit Facility are classified as an asset in our condensed consolidated balance sheets. As of June September 30, 2026 and December 31, 2025, we had borrowings outstanding under our ABL Credit F acility of $ 0 and $ 45.0 million, resp ectively. After borrowings outstanding and letters of credit of appro ximately $ 11.1 million under the ABL Credit Facility , we had approximately $ 120.7 185.3 million available for borrowing under our ABL Credit Facility as of June September 30, 2026.

1 unchanged paragraph

On April 2, 2025, we entered into a financing arrangement, and on February 6, 2026, we entered into an amendment to this financing arrangement, with Caterpillar Financial Services Corporation (collectively, the " Caterpillar Equipment Loan Agreement " ) to support the purchase of certain mobile natural gas-fueled power generation equipment, including turbine generator sets along with auxiliary equipment, for our PROPWR business line, under which the lender (an affiliate of the equipment manufacturer) will fund progress payments beyond the initial down payment on the equipment for a maximum total amount of $ 157.3 million and provide us interim loans in connection with each progress payment made on our behalf. Such interim loans will accrue interest at a floating rate per annum based on SOFR, plus a 3.85 % margin, plus any increase or minus any decrease in the Bloomberg Industrial Single A Total Return Index since November 15, 2024. Such interim loans will be combined and converted to a term loan for each unit of equipment after the final progress payment is funded for such unit. Interest on interim loans is payable on a monthly basis until conversion to term loans. Each term loan will accrue interest at a fixed rate per annum based on the three-year U.S. Treasury rate as of the date of conversion of interim loans to the term loan for each unit of equipment, plus a 3.70 % margin, plus any increase or minus any decrease in the Bloomberg Industrial Single A

Effective July 27, 2026, we entered into an amendment to our financing arrangement with Caterpillar Financial Services Corporation (as amended on February 6, 2026, and as originally entered into on April 2, 2025, the "Caterpillar Equipment Loan Agreement"), pursuant to which Caterpillar Financial Services Corporation agreed to increase the total availability of funds under the Caterpillar Equipment Loan Agreement to an aggregate amount not to exceed $ 167.0 million (the "Equipment Loans") for the purpose of purchasing certain electric power generation equipment and associated auxiliary equipment for our PROPWR business line . The Equipment Loans will be available on a revolving basis and loan amounts that are subject to a non-recourse syndication by Caterpillar Financial Services Corporation will not count against the $ 167.0 million cap. Certain Equipment Loans consist of two phases: (a) a progress payment phase during which an interim advance is made, evidenced by a separate floating rate promissory note based on an interim loan schedule (each, an "Interim Note"), and (b) after satisfaction of the applicable milestones, a term loan phase in which such Interim Note converts into a separate fixed rate promissory note based on a term loan schedule (each, a "Term Note" and together with the Interim Notes, each, a "Note"). Other Equipment

1 unchanged paragraph

Note 5: Interim and Long-Term Debt (Continued) 5 changes

Loans will consist only of a Term Note that is issued upon receipt of the applicable equipment. Interim loans will accrue interest at a floating rate per annum based on SOFR, plus a 3.85 % margin, plus any increase or minus any decrease in the Bloomberg Industrial Single A Total Return Index since November 15, 2024. Interest on interim loans is payable on a monthly basis until conversion to term loans. Each term loan will accrue interest at a fixed rate per annum based on the three-year U.S. Treasury rate as of the date of conversion of interim loans to the term loan for each unit of equipment, plus a 3.70 % margin, plus any increase or minus any decrease in the Bloomberg Industrial Single A Total Return Index since November 15, 2024 and will be payable in equal monthly installments over a period not to exceed five years . Each loan Note will be secured on a first lien basis by equipment collateral and related support documents, casualty proceeds and other proceeds or products related thereto, and any proceeds from the an Equipment Loan must be used for payment or reimbursement for the equipment subject to such Equipment Loan. Each loan will be Note is fully and unconditionally guaranteed by the guarantors set forth in the Caterpillar Equipment Loan Agreement. The weighted average interest rate Caterpillar Equipment Loan Agreement contains customary affirmative and negative covenants, including limitations on our interim loans (short-term loans) as further encumbrance of June 30, 2026 was 7.43 %. the collateral subject to the applicable loans under the Caterpillar Equipment Loan Agreement. The weighted average interest rate on our term loans (long-term loans) for the six nine months ended June September 30, 2026 was 7.48 7.73 %. During the six nine months ended June September 30, 2026, we capitalized $ 0.6 0.7 million of interest on our interim loans.

The Debt issuance costs relating to our interim loans and term loans are presented as a deduction from the carrying amount of the loans in our condensed consolidated balance sheets. Costs incurred before the issuance of such loans are presented as an asset in our condensed consolidated balance sheets. As of June September 30, 2026, we had no interim loans outstanding of and $ 11.0 171.8 million and of term loans outstanding under the Caterpillar Equipment Loan Agreement, of which approximately $ 118.6 24.7 million had been syndicated by Caterpillar Financial Services Corporation on a non-recourse basis and therefore does not count against the $ 167.0 million cap. After giving effect to that syndication, approximately $ 19.9 million remained available for future borrowings . Interim loans, net of debt issuance costs, are presented as interim debt within current liabilities in our condensed consolidated balance sheets . Current maturities of term loans, net of debt issuance costs, are presented as current maturities of long term debt within current liabilities and long-term portions of term loans, net of debt issuance costs, are presented in long-term debt, respectively, in our condensed consolidated balance sheets . Financed payments from the lender (an affiliate to the Company, net of related debt issuance costs paid by the Company to the lender, are presented as cash inflows under cash flows from financing activities in our condensed consolidated statements of cash flows. Financed payments from the lender to an equipment manufacturer, equipment dealer or equipment packager on the Company's behalf are presented as non-cash investing and financing activities within the "Supplemental Disclosure of Non-Cash Investing and Financing Activities" section of our condensed consolidated statements of cash flows and related debt issuance costs paid by the Company to the lender are presented as cash outflows under cash flows from financing activities in our condensed consolidated statements of cash flows. Repayments of term loans are presented as cash outflows under cash flows from financing activities in our condensed consolidated statements of cash flows.

1 unchanged paragraph

The Convertible Notes are redeemable, in whole or in part (subject to certain limitations), at the Company s option at any time, and from time to time, on or after May 15, 2029 and prior to the 45th scheduled trading day immediately before the maturity date of the Convertible Notes, at a cash redemption price equal to the principal amount of the Convertible Notes to be redeemed, plus accrued and unpaid special interest and additional interest, if any, to, but excluding, the Redemption Date (as defined in the Indenture), but only if the last reported sale price per share of the common stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption. However, the Company may not redeem less than all of the outstanding Convertible Notes unless at least $ 150.0 million aggregate principal amount of the Convertible Notes are outstanding and not subject to redemption as of, and after giving effect to, delivery of the relevant notice of redemption.

On May 7, 2026, the Company issued $ 690.0 million aggregate principal amount of 0.00 % convertible senior notes due 2031, which included the exercise in full of the initial purchasers option to purchase up to an additional $ 90.0 million principal amount of the Convertible Notes. The Convertible Notes were issued pursuant to, and are governed by, an indenture dated May 7, 2026, by and between the Company and U.S. Bank Trust Company, National Association, as trustee (the "Indenture"). The Convertible Notes are senior, unsecured obligations of the Company. The Convertible Notes do not bear regular interest, and the principal amount of the Convertible Notes does not accrete. The Convertible Notes will mature on November 15, 2031 (the "maturity date of the Convertible Notes"), unless earlier converted, redeemed or repurchased. Net proceeds from the issuance of the Convertible Notes were approximately $ 668.5 668.4 million after deducting initial purchasers discounts and commissions and offering expenses paid by the Company, without giving effect to the capped call transactions related to the Convertible Notes. The Company used approximately $ 36.8 million of the net proceeds to enter into capped call transactions related to the Convertible Notes and intends to use the remainder of the net proceeds to purchase additional power generation equipment and other general corporate purposes. Before August 15, 2031, noteholders have the right to convert their Convertible Notes only in certain circumstances and during specified periods. From and after August 15, 2031, noteholders may convert their Convertible Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date of the Convertible Notes. The Company will settle conversions by paying or delivering, as applicable, cash, shares of the Company s common stock, or a combination of cash and the Company s common stock, at its election.

The initial conversion rate for the Convertible Notes is 43.1616 shares of common stock per $1,000 principal amount of the Convertible Notes, which represents an initial conversion price of approximately $ 23.17 per share of common stock and a premium of approximately 37.5 % over the last reported sale price of $ 16.85 per share of the Company's common stock on the New York Stock Exchange (the NYSE ) on May 4, 2026. The conversion rate and conversion price are subject to adjustment upon the occurrence of certain events.

1 unchanged paragraph

Note 6: Reportable Segment Information 2 changes

Our Hydraulic Fracturing, Wireline, Cementing and Power Generation operating segments meet the criteria of a reportable segment. Prior to the third quarter of fiscal year 2025, our Power Generation segment did not meet the quantitative thresholds for a reportable segment. Accordingly, it was shown in the "All Other" category. Effective as of the third quarter of fiscal year 2025, Power Generation is shown as a reportable segment since it meets the criteria of a reportable segment per FASB ASC Topic 280 , Segment Reporting . Additionally, our corporate administrative activities do not involve business activities from which they may earn revenues. As a result, corporate administrative expenses and intersegment revenue have been included under "Reconciling Items." Corporate administrative expenses are included in the reconciliation of Adjusted EBITDA to net (loss) income below. Prior period segment information has been revised to conform to our current presentation.

The Company currently has four operating segments for which discrete financial information is readily available: Hydraulic Fracturing (including acidizing and wet sand solutions), Wireline, Cementing and Power Generation (which met the reporting threshold in the third quarter of fiscal year 2025). These operating segments represent how the Company's Chief Operating Decision Maker (the "CODM") evaluates performance and allocates resources. Our CODM is a group comprised of our Chief Executive Officer, Chief Financial Officer, Chief Operating Officer and Chief Commercial Officer.

1 unchanged paragraph

Note 6: Reportable Segment Information (Continued) 29 changes

Our Hydraulic Fracturing, Wireline, Cementing and Power Generation operating segments meet the criteria of a reportable segment. Prior to the third quarter of fiscal year 2025, our Power Generation segment did not meet the quantitative thresholds for a reportable segment. Accordingly, it was shown in the "All Other" category. Effective as of the third quarter of fiscal year 2025, Power Generation is shown as a reportable segment since it meets the criteria of a reportable segment per FASB ASC Topic 280 , Segment Reporting . Additionally, our corporate administrative activities do not involve business activities from which they may earn revenues. As a result, corporate administrative expenses and intersegment revenue have been included under "Reconciling Items." Corporate administrative expenses are included in the reconciliation of Adjusted EBITDA to net (loss) income below. Prior period segment information has been revised to conform to our current presentation.

The Company manages and assesses performance of a reportable segment by its adjusted EBITDA (earnings before interest expense, income taxes, depreciation and amortization, stock-based compensation expense, business acquisition contingent consideration adjustments, other income or expense, gain or loss on disposal of assets and other unusual or nonrecurring expenses or income such as impairment charges, retention bonuses, severance, costs related to asset acquisitions, insurance recoveries, one-time professional fees and legal settlements) . As part of the CODM s review of segment-level performance, each member of the CODM group reviews the adjusted EBITDA of the Company s reportable segments and provides expertise and analyses from their respective areas which drive drives the evaluation of the performance of the Company s reportable segments and allocation of resources to those segments. Even though our Chief Executive Officer has the authority to override the other members for strategic or other reasons, key decisions are made jointly by the CODM group.

1 unchanged paragraph

Three Months Ended June September 30, 2026

1 unchanged paragraph

Service revenue $ 207,249 $ 57,542 $ 32,027 $ 9,317 $ ( 324 ) $ 305,811

Service revenue $ 235,155 $ 60,652 $ 37,422 $ 22,287 $ ( 132 ) $ 355,384

4 unchanged paragraphs

Adjusted EBITDA for reportable segments $ 44,199 $ 11,441 $ 5,475 $ ( 742 ) $ $ 60,373

Depreciation and amortization $ 34,002 $ 4,953 $ 2,148 $ 2,346 $ 14 $ 43,463

Capital expenditures incurred $ 16,279 $ 4,217 $ 3,186 $ 46,953 $ 9 $ 70,644

Total assets June 30, 2026 $ 796,888 $ 180,395 $ 76,661 $ 322,749 $ 683,138 $ 2,059,831

Adjusted EBITDA for reportable segments $ 45,434 $ 13,292 $ 7,053 $ 7,578 $ $ 73,357

Depreciation and amortization $ 33,868 $ 4,845 $ 2,106 $ 3,558 $ 14 $ 44,391

Capital expenditures incurred $ 39,120 $ 2,214 $ 2,117 $ 128,020 $ $ 171,471

Total assets September 30, 2026 $ 950,088 $ 188,784 $ 77,160 $ 505,072 $ 467,306 $ 2,188,410

Three Months Ended June September 30, 2025

1 unchanged paragraph

Service revenue $ 245,741 $ 47,995 $ 32,443 $ $ ( 28 ) $ 326,151

Cost of service - labor $ 52,814 $ 13,400 $ 7,970 $ 136 $ $ 74,320

Cost of service - expendables $ 34,094 $ 14,606 $ 15,289 $ $ ( 28 ) $ 63,961

Cost of service - other direct costs $ 101,852 $ 9,364 $ 3,273 $ 403 $ $ 114,892

Adjusted EBITDA for reportable segments $ 51,983 $ 7,855 $ 4,651 $ ( 2,231 ) $ $ 62,258

Depreciation and amortization $ 35,634 $ 5,608 $ 2,030 $ 17 $ 20 $ 43,309

Capital expenditures incurred $ 25,064 $ 2,331 $ 3,083 $ 42,614 $ $ 73,092

Service revenue $ 210,190 $ 52,172 $ 31,637 $ 157 $ ( 240 ) $ 293,916

Cost of service - labor $ 44,035 $ 13,173 $ 6,750 $ 1,049 $ $ 65,007

Cost of service - expendables $ 30,537 $ 14,793 $ 15,497 $ $ ( 240 ) $ 60,587

Cost of service - other direct costs $ 96,218 $ 10,580 $ 2,630 $ 1,478 $ $ 110,906

General and administrative expenses excluding nonrecurring and non cash items for reportable segments $ 4,998 4,007 $ 2,770 2,734 $ 1,260 1,169 $ 1,692 1,777 $ $ 10,720 9,687

Adjusted EBITDA for reportable segments $ 35,393 $ 10,892 $ 5,591 $ ( 4,147 ) $ $ 47,729

Depreciation and amortization $ 33,640 $ 5,774 $ 2,064 $ 167 $ 15 $ 41,660

Capital expenditures incurred $ 17,608 $ 1,763 $ 231 $ 78,751 $ $ 98,353

2 unchanged paragraphs

Note 7: Net Income (Loss) Per Share 1 change

Basic net (loss) income (loss) per common share is computed by dividing the net (loss) income (loss) relevant to the common stockholders by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share uses the same net income divided by the sum of the weighted average number of shares of common stock outstanding during the period, plus dilutive effects of options, performance share units ("PSUs") and restricted stock units ("RSUs") outstanding during the period calculated using the treasury method and the potential dilutive effects of our outstanding Convertible Notes and preferred stock (if any) calculated using the if-converted method. Under the if-converted method, diluted earnings per share are determined by assuming that outstanding Convertible Notes were converted into shares of our common stock at the beginning of the reporting period or date of issuance of Convertible Notes (if later). Furthermore, the denominator of the diluted earnings per share calculation is adjusted to reflect the full number of common shares issuable upon conversion of our Convertible Notes while the numerator is adjusted to add back interest and amortization expense for the period related to our

1 unchanged paragraph

Note 7: Net Income (Loss) Per Share (Continued) 33 changes

Three Months Ended June 30, Six Months Ended June 30,

Numerator (both basic and diluted)

Net (loss) income relevant to common stockholders $ ( 8,113 ) $ ( 7,155 ) $ ( 11,756 ) $ 2,447

Denominator for basic (loss) income per share 122,714 103,900 119,829 103,611

share are determined by assuming that outstanding Convertible Notes were converted into shares of our common stock at the beginning of the reporting period or date of issuance of Convertible Notes (if later). Furthermore, the denominator of the diluted earnings per share calculation is adjusted to reflect the full number of common shares issuable upon conversion of our Convertible Notes while the numerator is adjusted to add back interest and amortization expense for the period related to our Convertible Notes. In periods when we recognize a net loss, we exclude the impact of outstanding options, PSUs and RSUs and the potential share settlement impact related to our Convertible Notes from the diluted loss per share calculation as their inclusion would have an antidilutive effect.

The table below shows the calculations for the three and six nine months ended June September 30, 2026 and 2025 (in thousands, except for per share data):

Three Months Ended September 30, Nine Months Ended September 30,

Net income (loss) relevant to common stockholders $ 13,018 $ ( 2,365 ) $ 1,262 $ 82

Net income (loss) relevant to common stockholders $ 13,018 $ ( 2,365 ) $ 1,262 $ 82

Interest expense on convertible notes - net of income taxes 760

Net income (loss) relevant to common stockholders after adding back interest expense on convertible notes - net of income taxes $ 13,778 $ ( 2,365 ) $ 1,262 $ 82

Denominator for basic income (loss) per share 122,846 103,974 120,846 103,733

1 unchanged paragraph

Denominator for diluted (loss) income per share 122,714 103,900 119,829 104,920

Basic (loss) income per common share $ ( 0.07 ) $ ( 0.07 ) $ ( 0.10 ) $ 0.02

Diluted (loss) income per common share $ ( 0.07 ) $ ( 0.07 ) $ ( 0.10 ) $ 0.02

Stock options 167 158 169

Restricted stock units 102 3,243 51 222

Performance share units 36 1,439 384 353

Dilutive effect of performance share units 417 992 973 403

Dilutive effect of restricted stock units 892 1,034 1,475 838

Dilutive effect of convertible notes (1)

Denominator for diluted income (loss) per share 154,654 103,974 123,294 104,974

Basic income (loss) per common share $ 0.11 $ ( 0.02 ) $ 0.01 $

Diluted income (loss) per common share $ 0.09 $ ( 0.02 ) $ 0.01 $ (1) Represents shares issuable upon the conversion of our $ 690.0 million aggregate principal amount of Convertible Notes based on an initial conversion price of approximately $ 23.17 per share of common stock assuming physical settlement. See "Note 5 - Interim and Long-Term Debt" for additional information.

As shown in the table below, the f ollowing stock options, RSUs, PSUs and Convertible Notes have not been included in the calculation of diluted (loss) income per common share for the three and six nine months ended June September 30, 2026 and 2025 because they will be anti-dilutive to the calculation of diluted net (loss) income (loss) per common share:

(in thousands) Three Months Ended June September 30, Six Nine Months Ended June September 30,

Stock options 154 160 157 166

Restricted stock units 174 3,317 91 1,203

Performance share units 588 1,549 453 415

1 unchanged paragraph

Total 29,920 4,849 30,375 744

(1) Represents shares issuable upon the conversion of our $ 690.0 million aggregate principal amount of Convertible Notes based on an initial conversion price of approximately $ 23.17 per share of common stock using the default settlement method of combination settlement. See "Note 5 - Interim and Long-Term Debt" for additional information.

Total 916 5,026 30,483 1,784

PROPETRO HOLDING CORP.

Note 8: Share Repurchase Program 3 changes

PROPETRO HOLDING CORP.

In May 2025, the Company's board of directors (the "Board") approved a further extension of the share repurchase program initially authorized on May 17, 2023. As extended, the share repurchase program permits the repurchase of up to $ 200 million of the Company's common stock through December 31, 2026. The shares may be repurchased from time to time in open market transactions, block trades, accelerated share repurchases, privately negotiated transactions, derivative transactions or otherwise, certain of which may be made pursuant to a trading plan meeting the requirements of Rule 10b5-1 under the Exchange Act, in compliance with applicable state and federal securities laws. The timing, as well as the number and value of shares repurchased under the share repurchase program, will be determined by the Company at its discretion and will depend on a variety of factors, including management's assessment of the intrinsic value of the Company's common stock, the market price of the Company's common stock, general market and economic conditions, available liquidity, compliance with the Company's debt and other agreements, applicable legal requirements, and other considerations. The Company is not obligated to purchase any shares under the share repurchase program, and the share repurchase program may be suspended, modified, or discontinued at any time without prior notice. The Company expects to fund any repurchases using cash on hand and expected free cash flow to be generated through December 2026. The 1% U.S. federal excise tax on certain repurchases of stock by publicly traded U.S. corporations applies to our share repurchase program.

All shares of common stock repurchased under the share repurchase program are canceled and retired upon repurchase. The Company accounts for the purchase price of repurchased shares of common stock in excess of par value ($ 0.001 per share of common stock) as a reduction of additional paid-in capital, and will continue to do so until additional paid-in capital is reduced to zero. Thereafter, any excess purchase price will be recorded as a reduction of retained earnings. During the three and nine months ended September 30, 2026, the Company made no share repurchases under the share repurchase program and had no accruals for the share repurchase excise tax as of September 30, 2026. As of September 30, 2026, $ 89.2 million remained authorized for future repurchases of common stock under the share repurchase program.

Note 9: Stock-Based Compensation 9 changes

1 unchanged paragraph

A summary of the stock option activity for the six months ended June 30, 2026 is presented below (in thousands, except for weighted average price):

Number of Shares Weighted

Outstanding at January 1, 2026 161 $ 14.00

Exercised ( 6 ) $ 14.00

Outstanding at June 30, 2026 155 $ 14.00

Exercisable at June 30, 2026 155 $ 14.00

Restricted Stock Units

During the six months ended June 30, 2026, we granted 1,382,210 RSUs to employees and officers pursuant to the Second A&R 2020 Incentive Plan and 56,661 RSUs to directors pursuant to the Third A&R 2020 Incentive Plan. RSUs granted to employees and officers generally vest ratably over a three-year vesting period, with certain grants associated with retention awards or awards associated with changes in role (i.e. promotions) utilizing a shorter vesting period as permitted by the Second A&R 2020 Incentive Plan and the Third A&R 2020 Incentive Plan, as applicable. RSUs granted to directors generally vest in full after one year . RSUs are subject to restrictions on transfer and are generally subject to a risk of forfeiture if the award recipient ceases to be an employee or director of the Company prior to vesting of the award. Each RSU represents the right to receive either one share of common stock or, as determined by the administrator in its sole discretion, a cash amount equal to the fair market value of one share of common stock. The grant date fair value of the RSUs is based on the closing share price of our common stock on the date of grant. As of June 30, 2026, the total unrecognized compensation expense for all RSUs was approximately $ 24.7 million, and is expected to be recognized over a weighted average period of approximately 1.9 years.

There were no new stock option grants during the six nine months ended June September 30, 2026. As of June September 30, 2026, t he here was no aggregate intrinsic value of for our outstanding and exercisable stock options because the closing stock price was $ 0.1 million. below the cost to exercise the options . During the six nine months ended June September 30, 2026, 6,090 stock options were exercised. The weighted average remaining contractual term for the outstanding and exercisable stock options as of June September 30, 2026 w as approximately 0.7 0.5 year.

1 unchanged paragraph

Note 9: Stock-Based Compensation (Continued) 11 changes

The following table summarizes RSUs activity during the six months ended June 30, 2026 (in thousands, except for fair value):

Outstanding at January 1, 2026 2,878 $ 7.56

Granted 1,439 $ 12.69

Vested ( 1,267 ) $ 7.48

Forfeited ( 45 ) $ 9.19

Outstanding at June 30, 2026 3,005 $ 10.02

1 unchanged paragraph

During the six nine months ended June September 30, 2026, we granted 588,147 PSUs to certain key employees and officers as new awards under the Second A&R 2020 Incentive Plan. Each PSU earned represents the right to receive either one share of common stock or, as determined by the administrator in its sole discretion, a cash amount equal to fair market value of one share of common stock. The actual number of shares of common stock that may be issued under the majority of our PSUs ranges from 0 % up to a maximum of 200 % of the target number of PSUs granted to the participant, based on our total shareholder return ("TSR") relative to a designated peer group of comparable companies ("Peer Group"), generally at the end of a three-year period. In addition to the TSR conditions, vesting of these PSUs is generally subject to the recipient s continued employment through the end of the applicable performance period. The grant date fair value of the TSR PSUs is determined using a Monte Carlo simulation. The Company also granted a small number of PSUs that vest with respect to 50 % of the target number of PSUs granted upon the attainment of the first performance hurdle and the remaining 50 % (for a total of 100 % of the target number of PSUs granted) upon the attainment of the second performance hurdle. The recipients of these awards have a period of up to four years to achieve the requisite performance. In addition to the applicable performance hurdles, vesting of these PSUs is generally also subject to the recipient s continued employment through the end of an 18-month period for 50% of the award and a 24-month period for the remainder of the award. The grant date fair value of these PSUs is based on the closing share price of our common stock on the date of grant. Compensation expense for all PSUs is recorded ratably over the corresponding requisite service period. Grant recipients do not have any shareholder rights until performance has been determined following the completion of the performance period and shares have been issued.

The following table summarizes information about PSUs activity during the six nine months ended June September 30, 2026 (in thousands, except for weighted average fair value):

2 unchanged paragraphs

Forfeited Target Shares Outstanding at June September 30, 2026

2 unchanged paragraphs

PROPETRO HOLDING CORP.

The total stock-based compensation expense for the six nine months ended June September 30, 2026 and 2025 for all stock awards was $ 10.6 16.6 million and $ 8.1 12.7 million, respectively, and the associated tax benefit related thereto was $ 2.2 3.5 million and $ 1.7 2.7 million , respectively. The total unrecognized stock-based compensation expense as of June September 30, 2026 was approximately $ 39.7 33.4 million, an d is expected to be recognized over a weighted average period of approxima tely 1.7 1.5 years.

Note 10: Related-Party Transactions 6 changes

2 unchanged paragraphs

Revenue from services provided to ExxonMobil (including Pioneer and XTO) subsequent to Pioneer's merger with ExxonMobil until May 2026 accounted for approximately $ 39.3 million and $ 111.2 million of our total revenue for the three and six months ended June 30, 2026. Revenue from services provided to ExxonMobil (including Pioneer and XTO) subsequent to Pioneer's merger with ExxonMobil accounted for approximately $ 71.2 million and $ 144.2 million for the three and six months ended June 30, 2025.

As of December 31, 2025, the total accounts receivable due from ExxonMobil (including Pioneer and XTO), including estimated unbilled receivables for services we provided, amounted to $ 51.2 million and the amount due to ExxonMobil (including Pioneer and XTO) was $ 0 .

Big 4 and Former Employee

On November 1, 2024, we sold our cementing business located in Vernal, Utah, to Big 4 Services LLC ("Big 4") which is solely owned by a former employee as part of a strategic repositioning. We received a promissory note for $ 13.0 million as consideration. The note receivable was secured by substantially all assets of Big 4 and the former employee s ownership interests in and distributions from Big 4. The note receivable was to be paid to the Company in quarterly installments with interest of 10 % per annum from March 31, 2025 to December 31, 2029, but was fully repaid with interest in December 2025. Prior to full repayment, the note receivable was considered subordinated financial support to Big 4 and represented a variable interest to the Company in Big 4. We recorded interest income of $ 0.3 million and $ 0.6 million for the three and six months ended June 30, 2025, which is included in our condensed consolidated statement of operations under other income. Cash inflows from collections on the note receivable are included in our condensed consolidated statement of cash flows under cash flows from investing activities. The former employee was part of our cementing operations until November 1, 2024, and is no longer affiliated with the Company.

On April 22, 2024, we entered into a sub-agreement for Hydraulic Fracturing Services with XTO Energy Inc. ("XTO"), a wholly owned subsidiary of ExxonMobil, pursuant to which we agreed to provide hydraulic fracturing, wireline and pumpdown services with two committed FORCE electric-powered hydraulic fracturing fleets and the option to add a third FORCE fleet (also with wireline and pumpdown services) for a certain number of contracted hours with respect to each fleet, subject to certain termination and release rights. We expect this agreement will expire in late 2026. At this time, we do not expect such agreement to be renewed or extended and, if we are not able to procure additional work from XTO, we will be required to redeploy the equipment associated with the affected fleets with other customers. Our inability to redeploy our equipment at similar utilization or pricing levels and such loss could have an adverse effect on our business until the equipment is redeployed at similar utilization or pricing levels.

PROPETRO HOLDING CORP.

Notes to the financial statements 5 changes

certain termination and release rights. We expect this agreement will expire in late 2026. At this time, we do not expect such agreement to be renewed or extended and, if we are not able to procure additional work from XTO, we will be required to redeploy the equipment associated with the affected fleets with other customers. Our inability to redeploy our equipment at similar utilization or pricing levels and such loss could have an adverse effect on our business until the equipment is redeployed at similar utilization or pricing levels.

Revenue from services provided to ExxonMobil (including Pioneer and XTO) subsequent to Pioneer's merger with ExxonMobil until May 2026 accounted for approximately $ 0 and $ 111.2 million of our total revenue for the three and nine months ended September 30, 2026, respectively. Revenue from services provided to ExxonMobil (including Pioneer and XTO) subsequent to Pioneer's merger with ExxonMobil accounted for approximately $ 79.4 million and $ 223.7 million for the three and nine months ended September 30, 2025, respectively.

As of December 31, 2025, the total accounts receivable due from ExxonMobil (including Pioneer and XTO), including estimated unbilled receivables for services we provided, amounted to $ 51.2 million and the amount due to ExxonMobil (including Pioneer and XTO) was $ 0 .

Big 4 and Former Employee

On November 1, 2024, we sold our cementing business located in Vernal, Utah, to Big 4 Services LLC ("Big 4") which is solely owned by a former employee as part of a strategic repositioning. We received a promissory note for $ 13.0 million as consideration. The note receivable was secured by substantially all assets of Big 4 and the former employee s ownership interests in and distributions from Big 4. The note receivable was to be paid to the Company in quarterly installments with interest of 10 % per annum from March 31, 2025 to December 31, 2029, but was fully repaid with interest in December 2025. Prior to full repayment, the note receivable was considered subordinated financial support to Big 4 and represented a variable interest to the Company in Big 4. We recorded interest income of $ 0.3 million and $ 0.9 million for the three and nine months ended September 30, 2025, which is included in our condensed consolidated statement of operations under other income. Cash inflows from collections on the note receivable are included in our condensed consolidated statement of cash flows under cash flows from investing activities. The former employee was part of our cementing operations until November 1, 2024, and is no longer affiliated with the Company.

Note 11: Leases 1 change

1 unchanged paragraph

We have operating leases for five FORCE electric-powered hydraulic fracturing equipment fleets (the Electric Fleet Leases ), facilities and office spaces. The terms and conditions of these leases vary by the type of the underlying asset. We did not account for land separately from buildings under our leases of facilities and office spaces because we concluded that the accounting effect was insignificant. Our operating leases do not include residual value guarantees, covenants or financial restrictions. Further, our operating leases do not contain variability in payments resulting from either an index change or rate change. Our operating leases have remaining lease terms of approximately 0.2 years to 7.0 years as of September 30, 2026 . Our operating leases have renewal options ranging from none to three renewal options of up to five years each at the end of their current contractual lease periods. Further, our Electric Fleet Leases have options to purchase the underlying equipment at the end of their initial term of approximately three years or at the end of each renewal period. However, in management's judgment the exercise of either the renewal options or the purchase options were not reasonably assured for any operating lease at lease commencement. In addition to fixed rent payments, the Electric Fleet Leases contain variable payments based on equipment usage. The right-of-use assets and liabilities related to the Electric Fleet Leases are included in our Hydraulic Fracturing reportable segment, related to leases for facilities are included in our Hydraulic Fracturing and Wireline reportable segments, and related to office spaces are included in our Wireline and Power Generation reportable se gments and our corporate administrative function.

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Note 11: Leases (Continued) 35 changes

change. Our operating leases have remaining lease terms of approximately 0.5 years to 4.2 years as of June 30, 2026 . Our operating leases have renewal options ranging from none to three renewal options of up to one year each at the end of their current contractual lease periods. Further, our Electric Fleet Leases have options to purchase the underlying equipment at the end of their initial term of approximately three years or at the end of each renewal period. However, in management's judgment the exercise of either the renewal options or the purchase options were not reasonably assured for any operating lease at lease commencement. In addition to fixed rent payments, the Electric Fleet Leases contain variable payments based on equipment usage. The right-of-use assets and liabilities related to the Electric Fleet Leases are included in our Hydraulic Fracturing reportable segment, related to leases for facilities are included in our Hydraulic Fracturing and Wireline reportable segments, and related to office spaces are included in our Wireline and Power Generation reportable se gments and our corporate administrative function.

Our total operating lease right-of-use assets were as follows:

Operating lease right-of-use assets - cost $ 206,528 $ 206,518

Operating lease right-of-use assets - accumulated amortization ( 136,899 ) ( 106,731 )

Operating lease right-of-use assets - net $ 69,629 $ 99,787

Description of Leases

We have a three- year equipment lease contract (the "Power Equipment Lease") for certain power generation equipmen t. In addition t o the contractual lease period, the Power Equipment Lease includes an optional renewal for one year , and in management's judgment, the exercise of the renewal option is not reasonably assured. The Power Equipment Lease does not include a residual value guarantee, covenants or financial restrictions. Further, the Power Equipment Lease does not contain variability in payments resulting from either an index change or rate change. The right-of-use assets and liabilities under this contract are included in our Hydraulic Fracturing reportable segment.

We accounted for the Power Equipment Lease as a finance lease. This conclusion resulted from the existence of the right to control the use of the assets throughout the lease term, the present value of lease payments being equal to or in excess of substantially all of the fair value of the underlying assets and the lease term being the major part of the remaining economic life of the underlying assets.

In February 2026, we entered into a lease contract for a facility for a term of 2.8 years and no renewal option at the end of the term. We did not account for land separately from buildings under this facility lease because we concluded that the accounting effect was insignificant. The contract does not include a residual value guarantee, covenants or financial restrictions. Further, this facility lease does not contain variability in payments resulting from either an index change or rate change. The right-of-use assets and liabilities under this contract are included in our Wireline reportable segment. We accounted for this facility lease as a finance lease. This conclusion resulted from the existence of the right to control the use of the assets throughout the lease term and the present value of lease payments being equal to or in excess of substantially all of the fair value of the underlying assets.

Our total finance lease right-of-use assets were as follows:

(in thousands) June 30, 2026 December 31, 2025

Finance lease right-of-use assets - cost $ 53,576 $ 53,292

Finance lease right-of-use assets - accumulated amortization ( 51,814 ) ( 42,655 )

Finance lease right-of-use assets - net $ 1,762 $ 10,637

Lease Terms and Discount Rates

Lease terms and discount rates are as follows:

(in thousands) June September 30, 2026 December 31, 2025

Weighted average remaining lease term:

Operating leases 2.0 years 2.2 years

Finance leases 0.3 years 0.6 years

Weighted average discount rate:

Operating leases 6.3 % 6.6 %

Finance leases 5.2 % 7.3 %

The discount rates used for our operating and finance leases are determined based on the weighted average annual interest rate on our ABL Credit Facility effective at the time of inception or modification of each lease.

Maturity Analysis of Lease Liabilities

The maturity analysis of liabilities and reconciliation to undiscounted and discounted remaining future lease payments for our leases as of September 30, 2026 are as follows:

(in thousands) Operating Leases Finance Leases

Remainder of 2026 $ 11,566 $ 1,738

2031 and beyond 1,609

Total undiscounted future lease payments 52,733 1,945

Less: amount representing interest ( 3,236 ) ( 20 )

Present value of future lease payments (lease obligation) $ 49,497 $ 1,925

We elected to apply the lessor practical expedient for our power generation equipment class of assets, which allows us to choose not to separate nonlease components from lease components and, instead, account for each separate lease component and the nonlease components associated with that lease component as a single component if the nonlease components otherwise would be accounted for under FASB ASC Topic 606, and both (1) the timing and pattern of transfer for the lease component and nonlease components associated with that lease component are the same, and (2) the lease component, if accounted for separately, would be classified as an operating lease in accordance with ASC 842-10-25 paragraphs 2 through 3A. The Company s power generation service arrangements involve the use of its power generation equipment installed at customers sites to provide turnkey power generation services. The lease and nonlease components of these arrangements meet both conditions and the power generation services (nonlease components) represent the predominant component of these arrangements. Accordingly, the Company accounts for the revenue from these arrangements in accordance with FASB ASC Topic 606, Revenue from Contracts with Customers .

Stonebriar Equipment Lease Facility

On December 29, 2025, we entered into an Interim Funding Agreement (the "Interim Funding Agreement") and a Master Lease Agreement (the "Master Lease Agreement," and together with the Interim Funding Agreement, the "Stonebriar Equipment Lease Facility") with Stonebriar Commercial Finance LLC ("Stonebriar") for the right, but not the obligation, to fund up to $ 350.0 million of purchases of power generator equipment for our PROPWR business line. Under the Interim Funding Agreement, Stonebriar provides funding to finance down payments and progress payments owing to equipment suppliers. Monthly rent under the Interim Funding Agreement is based on the unpaid balance of the aggregate amounts advanced under

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Note 13: Commitments and Contingencies 3 changes

We entered into certain commitments for fixed assets, consumables and services incidental to the ordinary conduct of our business, generally for quantities required for our operations and at competitive market prices. These commitments are designed to assure sources of supply and are not expected to be in excess of normal requirements. We entered into contractual arrangements with an equipment manufacturer to purchase mobile natural gas-fueled power generation equipment , including turbine generator sets along with auxiliary equipment, for our PROPWR business line, with a total remaining commitment (after our initial down payment and payments financed under the Caterpillar Equipment Loan Agreement) of approximately $ 18.9 13.3 million, none of which $ 17.3 million will be financed under the Caterpillar Equipment Loan Agreement. Under the Caterpillar Equipment Loan Agreement, we have incurred interim loans and term loans with outstanding amounts of $ 11.0 million 0 and $ 118.6 171.8 million, respectively, as of June September 30, 2026, related to funding for equipment under construction and equipment received. See "Note 5 - Interim and Long-Term Debt." We expect to receive the remaining equipment currently on order under these arrangements in the third second quarter of fiscal year 2026. 2027.

On April 28, 2 026, ProPetro Energy Solutions, LLC, a Delaware limited liability company and wholly owned subsidiary of the Company ( " PROPWR " ), entered into a global framework agreement with Caterpillar Inc., a Delaware corporation ( " Caterpillar " ), under which PROPWR agreed to purchase approximately 1.5 gigawatts of incremental power generation assets, subject to certain termination rights of PROPWR and Caterpillar (the "Framework Agreement"). Under the Framework Agreement, we had a minimum purchase obligation at signing of approximately $ 1,106.0 million subject to adjustments including annual escalations, taxes and tariffs, not inclusive of balance of plant, as well as the option to acquire up to an additional approximately 600 megawatts over a period of approximately five years ending December 31, 2031. As of June September 30, 2026, we had approximately 360 570 megawatts of equipment on order under this Framework Agreement representing with a remaining commitment of approximately $ 320.4 463.1 million . We expect to receive this equipment from the fourth quarter of fiscal year 2026 through late fiscal year 2028.

We also entered into contractual arrangements with other equipment manufacturers to purchase additional power generation and auxiliary equipment for our PROPWR business line, with a total remaining commitment of approximately $ 229.4 169.8 million. We expect to receive the remaining equipment currently on order under these arrangements from the third fourth quarter of fiscal year 2026 through the end of fiscal year 2027.

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Note 13: Commitments and Contingencies (Continued) 5 changes

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The total remaining contractual commitment in connection with the Electric Fleet Leases excluding the cost associated with the option to purchase the equipment at the end of each lease is approximately $ 54.4 43.0 million. The total estimated contractual commitment in connection with the Power Equipment Lease is approximately $ 2.8 1.7 million. We also have leases for facilities and office spaces with a total estimated contractual commitment of approximately $ 6.9 10.0 million. See "Note 11- Leases" for further details on these leases.

The Company enters into purchase agreements with its sand suppliers (the "Sand Suppliers") to secure supply of sand as part of its normal course of business. The agreements with the Sand Suppliers require that the Company purchase a minimum volume of sand, based primarily on predetermined fixed minimum volumes, otherwise certain shortfall fees will be charged. The shortfall fee represents prepayments and potential liquidated damages and is a fixed price per ton of unpurchased volumes. Any shortfall fees paid will be first credited towards certain future sand purchases and any remaining unutilized amounts will be considered liquidated damages. Our existing agreements with the Sand Suppliers expire at different times on or before May 31, 2029. We had no take-or-pay commitments with Our agreements with two Sand Suppliers that will expire on July 1, 2027, have a take-or-pay commitment of approximately $ 1.3 million as of June September 30, 2026 . During the six nine months ended June September 30, 2026 and 2025 , no shortfall fees representing liquidated damages were recorded.

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As of June September 30, 2026 and December 31, 2025 , the Company had issued letters of credit of appro ximately $ 11.1 million and $ 8.6 million, respectively, under the ABL Credit Facility in connection with the Company s casualty insurance policy. Such letters of credit reduce the amount available to borrow under the ABL Credit Facility.

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Environmental and Equipment Insurance

Environmental and Insurance Matters

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Note 14: Variable Interest Entity 1 change

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On November 1, 2024, we sold our cementing business located in Vernal, Utah, to Big 4, which is solely owned by a former employee, as part of a strategic repositioning. We received a promissory note for $ 13.0 million as consideration. The note receivable was secured by substantially all assets of Big 4 and the former employee s ownership interests in and distributions from the entity. The note receivable was to be paid to the Company in quarterly installments with interest of 10 % per annum from March 31, 2025 to December 31, 2029, but was fully repaid with interest in December 2025. We evaluated our note receivable from Big 4 for VIEs in accordance with FASB ASC Topic 810 , Consolidation . The Company held a variable interest in Big 4 and Big 4 was a VIE due to its lack of sufficient equity to finance its operations without additional subordinated financial support from the Company. The note receivable from Big 4 was considered subordinated financial support and represented a variable interest to the Company in Big 4 prior to full repayment. Assets and liabilities related to the Company s variable interest in Big 4 included in the Company s condensed consolidated balance sheets were limited to the unpaid balance of the note receivable and any accrued interest prior to full repayment. The Company s maximum exposure to loss as a result of its involvement with Big 4 was also limited to the unpaid balance of the note receivable and any accrued interest prior to full repayment. The consolidation of Big 4 was not required prior to full repayment of the note receivable as the Company was not the primary beneficiary of this VIE and we did not have the power to direct the activities that most significantly impacted Big 4 s economic performance. We consider such activities to include performing customer contract obligations, maintaining and establishing customer relationships, and managing costs, among other operational activities. We did not have any control over such activities. Such power is held by Big 4 s sole owner. We accounted for the note receivable (our variable interest) at amortized cost.

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Note 15: Subsequent Events 5 changes

In July 2026, we placed an order for approximately 160 megawatts of power generation equipment under the Framework Agreement representing a commitment of approximately $ 170.3 million and an order for approximately 10 megawatts of additional power generation equipment representing a commitment of approximately $ 14.4 million. We expect to receive this equipment from the first quarter through the end of fiscal year 2027.

On July 27, 2026, PROPWR ("Borrower") entered into an Amended and Restated Master Loan and Security Agreement (the "Amended Agreement") by and among Borrower, Caterpillar Financial Services Corporation ("Lender") and the Company and ProPetro Services, Inc. ("Services" and together with the Company, the "Guarantors"), which amends and restates in its entirety that certain Master Loan and Security Agreement, dated as of April 2, 2025, as amended by the First Amendment to Master Loan and Security Agreement, dated as of February 6, 2026 (as amended and restated, the "Master Agreement"), pursuant to which Lender agreed to increase the total availability of funds under the Master Agreement to an aggregate amount not to exceed $ 167.0 million (the "Equipment Loans") for the purpose of purchasing certain electric power generation equipment associated auxiliary equipment. The Equipment Loans will be available on a revolving basis and loan amounts that are subject to a non-recourse syndication by Lender will not count against the $ 167.0 million cap. Certain Equipment Loans consist of two phases: (a) a progress payment phase during which an interim advance is made, evidenced by a separate floating rate promissory note based on an interim loan schedule (each, an "Interim Note"), and (b) after satisfaction of the applicable milestones, a term loan phase in which such Interim Note converts into a separate fixed rate promissory note based on a term loan schedule (each, a "Term Note" and together with the Interim Notes, each, a "Note"). Other Equipment Loans will consist only of a Term Note that is issued upon receipt of the applicable equipment.

Each Note is secured on a first lien basis by the Equipment Collateral (as defined in the Master Agreement) and the related support documents, casualty proceeds and other proceeds or products related thereto, and any proceeds from an Equipment Loan must be used for payment or reimbursement for the equipment subject to such Equipment Loan. Each Note is fully and unconditionally guaranteed by the Guarantors. The Master Agreement contains customary affirmative and negative covenants, including limitations on further encumbrance of the collateral subject to the applicable loans under the Master Agreement.

In October 2026, the Company notified the lessor of its election to exercise its purchase option under the lease for one of its five FORCE electric-powered hydraulic fracturing fleets. The Company expects to complete the purchase later in the fourth quarter of fiscal year 2026. The Company expects to incur between $ 15 million and $ 20 million in connection with exercising this purchase option.

In October 2026, the Company placed an order for battery energy storage systems equipment representing a commitment of approximately $ 53.4 million. The Company expects to receive this equipment in the second half of fiscal year 2027.

MD&A 245 changes

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We are a leading integrated energy service services company located headquartered in Midland, Texas. focused on providing We provide innovative hydraulic fracturing, wireline and other complementary energy and power generation services to leading upstream oil and gas companies engaged in the exploration and production ("E&P") of North American oil and natural gas resources, and we provide power generation services to customers both within and outside the oil and gas industry. Our completions operations are primarily focused in the Permian Basin, where we have cultivated longstanding customer relationships with some of the region s most active and well capitalized E&P companies. The Permian Basin is widely regarded as one of the most prolific oil producing areas in the United States, and we believe we are one of the leading providers of completion services in the region. Through our subsidiary, ProPetro Energy Solutions, LLC ("PROPWR"), we provide turnkey power generation services to oil and gas producers and non-oil and gas applications such as general industrial projects and data centers using mobile power generation equipment installed at customers sites.

Our completion services include our operating segments comprised of hydraulic fracturing, wireline and cementing operations. Our hydraulic fracturing operations account for approximately 67.0% 66.7% of our total r evenue for all segments as of June the nine months ended September 30, 2026. Our total available hydraulic horsepower ("HHP") as of June September 30, 2026, was 1,257,000 1,205,500 HHP, which was comprised of 447,500 452,500 HHP of our Tier IV DGB dual-fuel equipment, 312,000 HHP of FORCE electric-powered equipment, and 497,500 435,000 HHP of conve ntional Tier II equipment and 6,000 HHP of natural-gas-powered equipment . Our hydraulic fracturing fleets range from approximately 50,000 to 80,000 HHP depending on the job design and customer demand at the wellsite. Our completions equipment has been designed to handle the operating conditions commonly encountered in the Permian Basin and the region s increasingly high-intensity well completions (including simultaneous hydraulic fracturing ("Simul-Frac"), which involves fracturing multiple wellbores at the same time), which are characterized by longer horizontal wellbores, more stages per lateral and increasing amounts of proppant per well. With the industry transition to lower emissions equipment and Simul-Frac, in addition to several other changes to our customers' job designs, we believe that our available fleet capacity could decline if we decide to reconfigure our fleets to increase active HHP and backup HHP at wellsites. In 2021, we began to transition our fleet from traditional equipment to Tier IV DGB dual-fuel equipment. In 2022, we entered into three-year electric fleet leases which commenced in 2023 and 2024 for four FORCE electric-powered hydraulic fracturing fleets with 60,000 H HP per flee t and in 2024, we entered into an additional three-year lease for a fifth FORCE electr ic-powered hydraulic fracturing fleet with 72,000 HHP (collectively the "Electric Fleet Leases"). The equipment under these leases represents all of our FORCE electric-powered equipment. We currently have 28 wireline units and 30 31 cementing units.

In December 2024, we formed PROPWR to provide power generation services and represent our Power Generation operating segment. This subsidiary began revenue-generating activities during the third quarter of fiscal year 2025 and has entered into contractual arrangements with equipment manufacturers to purchase mobile natural gas-fueled power generation equipment, including turbine generator sets, reciprocating engines, auxiliary equipment and battery energy storage solution equipment. We have received certain units of this equipment and anticipate all remaining ordered units will be delivered by late fiscal year 2028. Most recently, in September 2026, PROPWR announced contracts to provide approximately 230 megawatts of power generation capacity to support natural gas processing infrastructure in the Permian Basin, with full deployment expected in early 2028. As of July September 30, 2026, we had total committed capacity committed under contracts of approximately 350 510 megawatts and total delivered or on-order generation capacity of approximately 1.1 gigawatts excluding equipment not yet ordered under the global framework agreement with Caterpillar Inc. described in "Note 13 - Commitments and Contingencies." Our total delivered or on-order power generation equipment is split approximately 80% and 20% between high-efficiency reciprocating engine generators and low emissions modular turbines, respectively. We continue to actively negotiate additional contracts amid increasing demand for power solutions and to explore various financing alternatives for our power equipment.

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The geopolitical and macroeconomic consequences of the war between Israel, Iran and the United States have contributed to significant volatility in crude oil prices, with the spot price per barrel of the West Texas Intermediate ("WTI") crude oil price increasing to approximately $91 per barrel on average in March 2026, before intermittently decreasing in subsequent months, and increasing to approximately $84 $97 per barrel on average in June September 2026 compared to approximately $58 per barrel on average in December 2025 as a result of disruptions to crude oil production in the Middle East and global shipping constraints. In addition, the war between Russia and Ukraine, including the associated sanctions, events in Venezuela and actions by OPEC+ have contributed to volatility in supply and demand dynamics for crude oil and associated volatility in crude oil pricing in recent years. Additionally, we have recently experienced an increase in the Permian Basin rig count to 261 270 at the end of June September 2026, according to the Baker Hughes Company, after experiencing several months of rig count decreases from 2023 onwards, which has increased the demand for completion services in the near term although demand remains less predictable and the pressure on pricing of our services continues to persist.

Sustained levels of high inflation likewise caused the U.S. Federal Reserve and other central banks to keep previously raised increase benchmark interest rates, unchanged, and to the extent elevated inflation remains, we may experience further cost increases for our operations, including interest rates, labor costs and equipment. We cannot predict any future trends in the rate of inflation and crude oil prices. A significant increase in or continued high levels of inflation, to the extent we are unable to timely pass-through the cost increases to our customers, further volatility in crude oil prices, or potential changes in the United States trade policy, including the imposition of tariffs and the resulting consequences, would negatively impact our business, financial condition and results of operations.

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Related to our PROPWR business line, U.S. power demand estimates continue to accelerate. despite constrained electrical grid infrastructure. This is due to a number of factors including, but not limited to, the growth in data center construction, aging transmission and distribution networks, extreme weather, unavailability of electricity in remote locations and long lead times for various electric infrastructure equipment. This increase in demand may be has been met by a fundamental shift in the commercial landscape whereby data centers and other large power customers are expected have begun to increasingly rely on distributed power service providers like PROPWR. The sustainability of this favorable supply-demand dynamic in the power sector will depend on multiple factors, including continued demand growth for generative AI computing applications, supply chain availability for electrical equipment, potential regulatory changes, local opposition to data center development and the response by state and local governments, overall economic activity levels, the level and pace at which the power industry can invest in power infrastructure, and the pace of continued electrification-driven demand growth.

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Three Months Ended June September 30, 2026

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Service revenue $ 207,249 $ 57,542 $ 32,027 $ 9,317 $ (324) $ 305,811

Adjusted EBITDA $ 44,199 $ 11,441 $ 5,475 $ (742) $ (15,608) $ 44,765

Depreciation and amortization $ 34,002 $ 4,953 $ 2,148 $ 2,346 $ 14 $ 43,463

Service revenue $ 235,155 $ 60,652 $ 37,422 $ 22,287 $ (132) $ 355,384

Adjusted EBITDA $ 45,434 $ 13,292 $ 7,053 $ 7,578 $ (13,745) $ 59,612

Depreciation and amortization $ 33,868 $ 4,845 $ 2,106 $ 3,558 $ 14 $ 44,391

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Capital expenditures incurred $ 16,279 $ 4,217 $ 3,186 $ 46,953 $ 9 $ 70,644

Capital expenditures incurred $ 39,120 $ 2,214 $ 2,117 $ 128,020 $ $ 171,471

Total assets June September 30, 2026 (2)

Three Months Ended June September 30, 2025

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Service revenue $ 245,741 $ 47,995 $ 32,443 $ $ (28) $ 326,151

Adjusted EBITDA $ 51,983 $ 7,855 $ 4,651 $ (2,231) $ (12,651) $ 49,607

Depreciation and amortization $ 35,634 $ 5,608 $ 2,030 $ 17 $ 20 $ 43,309

Service revenue $ 210,190 $ 52,172 $ 31,637 $ 157 $ (240) $ 293,916

Adjusted EBITDA $ 35,393 $ 10,892 $ 5,591 $ (4,147) $ (12,565) $ 35,164

Depreciation and amortization $ 33,640 $ 5,774 $ 2,064 $ 167 $ 15 $ 41,660

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Capital expenditures incurred $ 25,064 $ 2,331 $ 3,083 $ 42,614 $ $ 73,092

Capital expenditures incurred $ 17,608 $ 1,763 $ 231 $ 78,751 $ $ 98,353

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Six Months Ended June 30, 2026

Nine Months Ended September 30, 2026

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Service revenue $ 386,579 $ 119,342 $ 59,827 $ 11,530 $ (782) $ 576,496

Adjusted EBITDA $ 81,243 $ 25,092 $ 7,593 $ (6,047) $ (26,723) $ 81,158

Depreciation and amortization $ 66,473 $ 9,893 $ 4,181 $ 3,502 $ 28 $ 84,077

Service revenue $ 621,734 $ 179,994 $ 97,249 $ 33,817 $ (914) $ 931,880

Adjusted EBITDA $ 126,677 $ 38,384 $ 14,646 $ 1,531 $ (40,468) $ 140,770

Depreciation and amortization $ 100,341 $ 14,737 $ 6,287 $ 7,061 $ 42 $ 128,468

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Capital expenditures incurred $ 27,541 $ 6,202 $ 3,481 $ 118,439 $ 9 $ 155,672

Six Months Ended June 30, 2025

Capital expenditures incurred $ 66,661 $ 8,416 $ 5,598 $ 246,459 $ 9 $ 327,143

Total assets June September 30, 2026 (2)

Nine Months Ended September 30, 2025

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Service revenue $ 515,140 $ 101,437 $ 69,076 $ $ (86) $ 685,567

Adjusted EBITDA $ 120,324 $ 18,328 $ 12,716 $ (2,941) $ (26,134) $ 122,293

Depreciation and amortization $ 76,935 $ 11,035 $ 3,960 $ 17 $ 43 $ 91,990

Service revenue $ 725,330 $ 153,609 $ 100,713 $ 157 $ (326) $ 979,483

Adjusted EBITDA $ 155,717 $ 29,220 $ 18,307 $ (7,088) $ (38,699) $ 157,457

Depreciation and amortization $ 110,575 $ 16,809 $ 6,024 $ 184 $ 58 $ 133,650

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Capital expenditures incurred $ 41,402 $ 4,515 $ 4,914 $ 60,914 $ $ 111,745

Capital expenditures incurred $ 59,010 $ 6,278 $ 5,145 $ 139,665 $ $ 210,098

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(2) Total assets under Reconciling Items comprise cash on hand unallocated to segments, certain property, equipment and operating lease right-of-use assets pertaining to our corporate administrative activities.

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Three Months Ended June 30, Six Months Ended June 30,

Net (loss) income $ (8,113) $ (7,155) $ (11,756) $ 2,447

Depreciation and amortization 43,463 43,309 84,077 91,990

Interest expense 3,007 1,811 5,671 3,541

Income tax expense 5,931 2,372 259 3,484

Loss (gain) on disposal of assets (1,590) 4,346 (2,330) 14,092

Stock-based compensation 5,950 4,733 10,621 8,070

Business acquisition contingent consideration adjustments (100) (500) (400)

Three Months Ended September 30, Nine Months Ended September 30,

Net income (loss) $ 13,018 $ (2,365) $ 1,262 $ 82

Depreciation and amortization 44,391 41,660 128,468 133,650

Interest expense 4,263 2,110 9,934 5,651

Income tax (benefit) expense (1,446) (704) (1,187) 2,780

Loss (gain) on disposal of assets (611) (674) (2,941) 13,418

Stock-based compensation 6,021 4,625 16,642 12,695

Business acquisition contingent consideration adjustments (1,700) (4,600) (2,200) (5,000)

1 unchanged paragraph

Retention bonus and severance expense 126 327 511 2,042

Adjusted EBITDA $ 44,765 $ 49,607 $ 81,158 $ 122,293

Other general and administrative expense, net 159 165 19 184

Retention bonus and severance expense 494 200 1,005 2,242

Adjusted EBITDA $ 59,612 $ 35,164 $ 140,770 $ 157,457

(1) Other income for the three months ended June September 30, 2026 is primarily comprised of interest income of $3.8 million and legal settlement income of $0.3 $5.8 million, partially offset by $0.1 a $0.8 million loss incurred due to a cementing job failure and approximately $0.2 million of other expense. expenses. Other income for the six nine months ended June September 30, 2026 is primarily comprised of interest income of $4.9 $10.7 million, and approximately $0.3 million of other income, partially offset by a $0.8 million loss incurred due to a cementing job failure. Other income for the three months ended September 30, 2025 is primarily comprised of a $2.0 million unrealized gain on short-term investment, tax refunds (net of advisory fees) totaling $0.2 $1.9 million, insurance reimbursements of $0.8 million and legal settlement other income of $0.3 $0.4 million. Other income for the six nine months ended June September 30, 2025 is primarily comprised of a $2.3 million unrealized gain on short-term investment, tax refunds (net of advisory fees) totaling $2.3 million , adjustments to workers' compensation and general liability insurance premiums of $1.0 million tax refunds (net of advisory fees) totaling $0.4 million, , interest income from note receivable from sale of business of $0.6 $0.9 million a $0.3 , insurance reimbursements of $0.8 million unrealized gain on short-term investment and $0.8 $0.9 million of other income.

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As of June September 30, 2026, we conducted our business through four operating segments: Hydraulic Fracturing, Wireline, Cementing, and Power Generation.

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Hydraulic Fracturing $ 207,249 $ 245,741 $ (38,492) (15.7) %

Wireline 57,542 47,995 9,547 19.9 %

Cementing 32,027 32,443 (416) (1.3) %

Power Generation 9,317 9,317 100.0 %

Elimination of intersegment service revenue (324) (28) (296) (1,057.1) %

Total revenue 305,811 326,151 (20,340) (6.2) %

(in thousands, except for percentages) Three Months Ended June September 30, Change

Hydraulic Fracturing $ 235,155 $ 210,190 $ 24,965 11.9 %

Wireline 60,652 52,172 8,480 16.3 %

Cementing 37,422 31,637 5,785 18.3 %

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and 165 more changes in the filing

Market risk 1 change

As of June September 30, 2026, there have been no material changes in market risk from the information provided in "Management s Discussion and Analysis of Financial Condition and Results of Operations" or "Quantitative and Qualitative Disclosures of Market Risk" in our Form 10-K.

Controls and procedures 2 changes

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As required by Rule 13a-15(b) under the Exchange Act, we have evaluated, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Form 10-Q. Based upon that evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of June September 30, 2026.

1 unchanged paragraph

There were no changes in our system of internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the quarter ended June September 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Risk factors 1 change

5 unchanged paragraphs

Furthermore, if any of the conditions to the convertibility of the Convertible Notes is satisfied, then we may be required under applicable accounting standards to reclassify the liability carrying value of the Convertible Notes as a current, rather than a long-term, liability. This reclassification could be required even if no noteholders convert their Convertible Notes and could materially reduce our reported working capital.

4 unchanged paragraphs

Unregistered sales of stock 9 changes

Share Repurchase Program

The following sets forth information with respect to our repurchases of shares of common stock during the three months ended September 30, 2026:

Period Total number of shares purchased Average price paid per share Total number of shares purchased as part of publicly announced plans or programs (1)

Approximate dollar value of shares that may yet be purchased under the plans or programs (1)

July 1, 2026 to July 31, 2026 $ $ 89,152,858

August 1, 2026 to August 31, 2026 $ $ 89,152,858

September 1, 2026 to September 30, 2026 $ $ 89,152,858

Total $ $ 89,152,858

(1) In May 2025, the Board approved a further extension of the share repurchase program initially authorized on May 17, 2023. As so extended, the share repurchase program permits the repurchase of up to $200 million of the Company's common stock through December 31, 2026. The shares may be repurchased from time to time in open market transactions, block trades, accelerated share repurchases, privately negotiated transactions, derivative transactions or otherwise, certain of which may be made pursuant to a trading plan meeting the requirements of Rule 10b5-1 under the Exchange Act, as amended, in compliance with applicable state and federal securities laws.

Other information 1 change

During the three months ended June September 30, 2026, no director or officer of the Company adopted , modified or terminated any "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" within the meaning of Item 408 of Regulation S-K.

Exhibits 17 changes

4 unchanged paragraphs

4.1 Indenture, dated as of May 7, 2026, between ProPetro Holding Corp. and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company s Current Report on Form 8-K, dated May 7, 2026).

4.2 Form of 0.00% Convertible Senior Notes due 2031 (incorporated by reference to Exhibit 4.2 to the Company s Current Report on Form 8-K, dated May 7, 2026).

10.1*+ Global Framework Agreement, dated April 28, 2026, by and between ProPetro Energy Solutions, LLC and Caterpillar Inc.

10.2 Form of Capped Call Confirmation (incorporated by reference to Exhibit 10.1 to the Company s Current Report on Form 8-K, dated May 7, 2026).

10.3+ Amendment No. 4 to Amended and Restated Credit Agreement, dated May 4, 2026 (incorporated by reference to Exhibit 10.2 to the Company s Current Report on Form 8-K, dated May 7, 2026).

10.4# Third Amended and Restated ProPetro Holding Corp. 2020 Long Term Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company s Current Report on Form 8-K, dated May 22, 2026).

10.5*# Cash Retention Bonus Agreement, effective May 1, 2026, by and between William Michael Wood and ProPetro Services, Inc.

10.6*+ 10.1+ Amended and Restated Master Loan and Security Agreement, dated July 27, 2026, by and among ProPetro Energy Solutions, LLC, Caterpillar Financial Services Corporation and the guarantor parties thereto. (incorporated by reference to Exhibit 10.6 to the Company's Quarterly Report on Form 10 - Q , dated July 30, 2026).

10.2*+ Amendment No. 5 to Amended and Restated Credit Agreement, dated August 10, 2026, by and among ProPetro Holding Corp., ProPetro Services, Inc., each lender party thereto, each letter of credit issuer party thereto and Barclays Bank PLC, as administrative agent.

4 unchanged paragraphs

101.INS* Inline XBRL Instance Document

101.SCH* Inline XBRL Taxonomy Extension Schema Document

101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB* Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document

101.DEF* Inline XBRL Taxonomy Extension Definition Linkbase Document

2 unchanged paragraphs

# Compensatory plan, contract or arrangement.

3 unchanged paragraphs

Date: July 30, October 29, 2026 By: /s/ Samuel D. Sledge

8 unchanged paragraphs

Unchanged: Note 1: Basis of Presentation, Note 2: Recently Issued Accounting Standards, Note 12: Equity, Legal proceedings, Defaults on senior securities, Mine Safety Disclosures

Only in this filing: Note 14: Variable Interest Entity (Continued)

Only in the earlier filing: Note 8: Share Repurchase Program (Continued), Unregistered Sales or Purchases of Equity Securities and Use of Proceeds

Compared by code from the two filings' text and XBRL. Not advice.

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