Cactus, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Cactus, Inc. on December 30, 2025. The report details executive compensation arrangements and leadership appointments connected to the closing of a joint venture with Baker Hughes, named "Cactus International."
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. The document focuses exclusively on Item 5.02 regarding executive compensation and appointments.
Material Changes
The primary material change reported is the approval of one-time Restricted Stock Unit (RSU) grants to three Named Executive Officers to ensure retention following the joint venture closing. Additionally, Stephen Tadlock has been appointed as the Chief Executive Officer of Cactus International, effective January 1, 2026.
Guidance, Outlook, and Management Commentary
Management commentary indicates that the RSU grants are intended to retain key executives identified as critical to the Company. The grants are effective January 1, 2026, and vest ratably over 2 and 3-year periods. No financial guidance, risk factors, or contingencies are disclosed in this specific filing.
Executive Compensation Details
| Executive Name | Title | 2-Year Vesting Value | 3-Year Vesting Value |
|---|---|---|---|
| Stephen Tadlock | EVP, CEO of Spoolable Technologies & Cactus International | $500,000 | $500,000 |
| Jay A. Nutt | EVP and CFO | $500,000 | $400,000 |
| Steven Bender | COO | $300,000 | $300,000 |
Key Facts for Investor Verification
- Verify the operational status and financial terms of the newly formed "Cactus International" joint venture with Baker Hughes.
- Confirm the total equity dilution impact of the $2.5 million in aggregate RSU grants approved for the executive team.
- Monitor the transition of Stephen Tadlock to the CEO role of Cactus International effective January 1, 2026.
- Review the Company's Long Term Incentive Plan to understand the specific vesting conditions attached to these awards.