HOUSTON, March 20 — Flowco Holdings Inc. (“Flowco”) (NYSE: FLOC) announced today the pricing of an underwritten public offering (the “Offering”) by certain affiliates of GEC Advisors LLC (the “Selling Stockholders”) of an aggregate of 7,800,000 shares of Flowco’s Class A common stock at a public offering price of $22.00 per share. The Selling Stockholders have also granted the underwriters a 30-day option to purchase up to an additional aggregate 1,170,000 shares at the public offering price, less underwriting discounts and commissions. The Offering is expected to close on March 23, 2026, subject to customary closing conditions.
Flowco is not issuing or selling any shares of Class A common stock in the offering and will not receive any proceeds from the shares of Class A common stock sold by the Selling Stockholder, except as set forth in the prospectus supplement relating to the offering.
Flowco also announced that it intends to purchase from the underwriters 780,000 shares of Flowco’s Class A common stock that are the subject of the Offering at the price per share to be received by the Selling Stockholders in the Offering (the “Share Repurchase”). The Offering is not conditioned upon the closing of the Share Repurchase, but the Share Repurchase is conditioned upon the closing of the Offering. The Share Repurchase will be conducted pursuant to Flowco’s existing share repurchase program.
J.P. Morgan and Jefferies are acting as the joint lead bookrunning managers for the offering.
The registration statement relating to these securities have been filed with, and declared effective by, the Securities and Exchange Commission (“SEC”) (SEC File No. 333-293202). The offering is being made only by means of a prospectus supplement and accompanying prospectus. Before you invest, you should read the prospectus filed with the SEC on March 19, 2026 pursuant to the registration statement, the preliminary prospectus supplement and other documents Flowco has filed with the SEC and incorporated by reference into the registration statement for more complete information about Flowco, its Class A common stock and this offering. You may obtain a copy of the preliminary prospectus supplement and the accompanying prospectus related to the offering for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, copies of the preliminary prospectus supplement and the accompanying prospectus may be obtained, when available, from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866) 803-9204, or by email at prospectus-eq_fi@jpmchase.com; or Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022; by phone at (877) 821-7388; or by email at Prospectus_Department@Jefferies.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.
