In re ProPetro Holding Corp.

 
 UNITED STATES OF AMERICA 
 Before the 
 SECURITIES AND EXCHANGE COMMISSION 
 
SECURITIES ACT OF 1933 
Release No. 11008 / November 22, 2021 
 
SECURITIES EXCHANGE ACT OF 1934 
Release No. 93645 / November 22, 2021 
 
ACCOUNTING AND AUDITING ENFORCEMENT  
Release No. 4268 / November 22, 2021 
 
ADMINISTRATIVE PROCEEDING 
File No. 3-20661 
 
 
In the Matter of 
 
ProPetro Holding Corp. 
            and Dale Redman, 
 
Respondents. 
 
 
 
ORDER INSTITUTING CEASE-AND-
DESIST PROCEEDINGS PURSUANT TO 
SECTION 8A OF THE SECURITIES ACT 
OF 1933 AND SECTION 21C OF THE 
SECURITIES EXCHANGE ACT OF 1934, 
MAKING FINDINGS AND IMPOSING A 
CEASE-AND-DESIST ORDER  
   
I. 
 
 The Securities and Exchange Commission (“Commission”) deems it appropriate and in the 
public interest  that  public  cease-and-desist  proceedings  be,  and  hereby  are,  instituted  pursuant  to 
Section 8A of the Securities Act of 1933 (“Securities Act”) and Section 21C  of  the  Securities 
Exchange Act of 1934 (“Exchange Act”) against ProPetro  Holding  Corp. (“ProPetro”) and Dale 
Redman (“Redman”) (collectively, “Respondents”).   
 
II. 
 
 In anticipation of the institution of these proceedings, Respondents have submitted Offers of 
Settlement (the “Offers”) which the Commission has determined to accept.  Solely for the purpose 
of these proceedings and any other proceedings brought by or on behalf of the Commission, or to 
which the Commission is a party, and without admitting or denying the findings herein, except as to 
the Commission’s jurisdiction over them and  the  subject  matter  of  these  proceedings,  which  are 
admitted, and except as provided herein in Section V, Respondents consent to the entry of this Order 
Instituting Cease-and-Desist Proceedings pursuant to Section 8A of the Securities Act of 1933 and 
Section 21C of the Securities Exchange Act of 1934, Making Findings and Imposing a Cease-and-
Desist Order (“Order”), as set forth below.   

 2 
III. 
 
 On the basis of this Order and Respondents’ Offers, the Commission finds
1
 that 
 
Summary 
 
1. These proceedings arise from: (a) ProPetro’s failure to disclose certain perquisites and 
stock  pledges concerning  its  co-founder  and  former  CEO  Dale  Redman in  its  definitive  proxy 
statements  and  annual  reports  for  the  fiscal  years  ended December  31,  2017  and  2018;  and  (b) 
Redman’s role in ProPetro’s failure to disclose the perquisites paid to him and his pledges of ProPetro 
stock while he was CEO and a member of ProPetro’s Board of Directors.  
2. From January 2017  to December  2018,  Redman:  (a)  caused  ProPetro  to  incur 
approximately $252,896 in charges relating to travel on his personal aircraft for trips that were not 
directly related to the performance of his duties as CEO; (b) used ProPetro credit cards to charge 
$127,698 of personal expenses; and (c) pledged all of his personal stock in ProPetro in two real estate 
transactions in violation of the company’s shareholder agreement and insider trading policy.  During 
the same period, ProPetro failed to properly disclose $47,591 in additional perquisites for Redman 
that were authorized and paid for directly by the company.  
3. From January 2017 to January 2019, Redman failed to provide information required 
by ProPetro policies to enable ProPetro to adequately disclose these perquisites and stock pledges. As 
a result, ProPetro made material misstatements regarding executive perquisites and stock ownership 
in  its annual  reports, definitive  proxy  statements,  and  a  registration  statement.   Additionally, 
ProPetro’s deficient internal accounting controls resulted in the company’s failure to accurately 
record Redman’s perquisites in its books and records. 
4. As  a  result  of  the  conduct  described  herein,  ProPetro  violated Sections  13(a), 
13(b)(2)(A), 13(b)(2)(B), and 14(a) of the Exchange Act and Rules 12b-20, 13a-1, 14a-3, and 14a-9 
thereunder. Redman violated Section  17(a)(3)  of  the  Securities  Act  and  Section  14(a)  of  the 
Exchange Act and Rules 13b2-1, 14a-3, and 14a-9 thereunder and caused ProPetro’s violations of  
Sections  13(a),  13(b)(2)(A),  and 13(b)(2)(B)  of  the  Exchange  Act  and  Rules  12b-20  and  13a-1 
thereunder. 
Respondents 
5. ProPetro Holding Corp., a Delaware corporation headquartered in Midland, Texas, is 
an oilfield services company.  ProPetro was founded as a private entity in September 2005 by former 
CEO Redman and another individual.  Beginning in March 2017, ProPetro’s common stock became 
registered with the Commission pursuant to Section 12(b) of the Exchange Act and began trading 
on the New York Stock Exchange under the ticker PUMP.     
6. Dale Redman, age 60, is a resident of Midland, Texas.  Redman co-founded ProPetro 
in September 2005 and became CEO in August 2006, a position he held until he resigned on March 
                                                 
1
  The findings herein are made pursuant to Respondents’ Offers of Settlement and are not binding on any other 
person or entity in this or any other proceeding.  

 3 
13, 2020.  Redman was a member of ProPetro’s Board of Directors from September 2005 until his 
resignation in March 2020.  
 
Background on Perquisite Disclosures 
 
7. Section 14(a) of the Exchange Act makes it unlawful to solicit any proxy in respect of 
any security (other than an exempted security) registered pursuant to Section 12 of the Exchange Act 
in contravention of such rules and regulations as the Commission may prescribe.  Rule 14a-3 prohibits 
the solicitation  of  a  proxy  without  furnishing  information  specified  by  Schedule  14A,  including 
executive  compensation pursuant to  Item  402  of Regulation S-K.  Rule  14a-9  prohibits  the  use  of 
proxy statements containing any statement that is false or misleading with respect to any material fact, 
or omitting to state any material fact necessary in order to make the statements therein not false or 
misleading. Misstatements and omissions are material under Rule 14a-9 if they would alter the “total 
mix of information” considered by a shareholder in making a voting decision.  TSC Indus., Inc. v. 
Northway, Inc., 426 U.S. 438, 449 (1976). 
 
8. Item 402 of Regulation S-K requires disclosure of the total value of all perquisites and 
other personal benefits provided to named executive officers who receive at least $10,000 worth of 
such items in a given year. Item 402 of Regulation S-K also requires identification of all perquisites 
and personal benefits by type, and quantification of any perquisite or personal benefit that exceeds 
the greater of $25,000 or 10% of total perquisites. 
 
9. Item 403 of Regulation S-K requires disclosure of the security ownership of certain 
beneficial owners and management.  Item 403(b) details the categories of information required for 
each class of equities offered by the registrant that must be furnished in substantially tabular form to 
reflect the equity ownership of all directors and nominees and each named executive officer.  Item 
403(b) directs issuers to disclose, by footnote or otherwise, the number of shares beneficially owned 
that are pledged as security.  A negative pledge is subject to this disclosure. 
 
ProPetro’s Undisclosed Perquisites Related to  
Redman’s Use of Private Aircraft 
 
10.  From at least 2014 through 2019, Redman owned a 50% interest in a private aviation 
company (“Aviation Co.”), which owned a 2008 Learjet 45XR.  Redman principally used the Learjet 
for  business-related  travel,  and Aviation  Co. invoiced  ProPetro  for  its  expenses  associated  with 
Redman’s use of the aircraft.  Additionally, because Redman frequently used his personal plane for 
business travel, ProPetro employed two pilots to fly the Learjet in 2017 and 2018. 
 
11. ProPetro did not have a formal policy regarding approval and use of non-
commercial aircraft or a process for reimbursement of private aviation expenses.  Even without a 
formal policy or process, Aviation Co. had a practice of sending monthly invoices to ProPetro for 
Redman’s flights.  Redman initialed the invoices to signify his approval and then passed them on 
to the accounts payable supervisor who processed them in the same manner as all other vendor 
invoices.     
 

 4 
12. From January  2017  through December  2018,  approximately  10%  of  Redman’s 
Aviation  Co.-invoiced  travel  was  for  personal  trips ($42,519  in  2017  and  $117,279  in  2018).  
Additionally, the pilots on ProPetro’s payroll flew Aviation Co.’s plane for both Redman’s personal 
and business flights.  Redman’s personal trips cost the company $52,665 in 2017 and $40,433 in 
2018  for  pilot-related  expenses.   In  total,  ProPetro  paid approximately  $252,896 in Aviation  Co. 
invoices and pilot flight time for Redman’s travel that was not integrally and directly related to the 
performance of his duties as CEO. 
 
ProPetro’s Undisclosed Perquisites Related to  
Redman’s Use of the Corporate Credit Card 
 
13. ProPetro authorized Redman to use company credit cards for work-related expenses.  
From January 2017 to December 2018, ProPetro’s Employee Handbook included written policies 
regarding the use of  company credit cards.   According to ProPetro’s Employee  Handbook Policy 
No. 518, “Credit Card Policy,” credit card holders were “required to turn in a Credit Card Expense 
Form” and “detailed receipts.”  The policy included a list of examples of authorized and unauthorized 
purchases, and added that “the card is not to be used for any product, service or with any merchant 
considered to be inappropriate for company funds.”   
 
14. Despite this policy, Redman and his family members used his company credit cards 
for personal purchases that were not integrally and directly related to the performance of his duties 
as CEO of ProPetro. 
 
15. In  total,  from  January  2017  through December  2018, Redman and  his  family 
members used  his  ProPetro  corporate  cards  for  approximately  $127,698 in undocumented  and/or 
personal expenses ($27,247 in 2017 and $100,451 in 2018).  The company paid for all these charges 
by paying the bills for Redman’s corporate cards.  ProPetro failed to timely disclose the 2017 and 
2018 charges as additional executive compensation in the form of perquisites.   
 
ProPetro’s Additional Undisclosed Perquisites Related to Redman 
 
16. Between  January  2017  and December  2018, ProPetro spent $47,591 on additional 
perquisites for Redman, which the company failed to disclose as additional executive compensation.  
These  expenses  were  appropriately  incurred  as  perquisites  and  were  paid  for  directly  by  the 
company.  However, failures in the company’s internal accounting controls caused them to not be 
recorded and disclosed properly. 
 
17. These expenses consisted of charitable donations and event tickets ($20,139 in 2017 
and $27,452 in 2018). 
 
 
 
 
 
 

 5 
18. In total, ProPetro failed to disclose the following perquisites for Redman: 
 
 
2017 2018 
Aviation Expenses 
$95,184 
 
$157,712 
Personal Credit Card 
Charges 
$27,247 $100,451 
Authorized, Undisclosed 
Perquisites 
$20,139 $27,452 
Total $142,570 
 
$285,615 
 
Redman’s Undisclosed Stock Pledges 
 
19. In January 2017, Redman borrowed money from a bank to purchase real estate.  As 
a condition of the loan, Redman pledged all of his ProPetro stock as collateral to secure the debt.  
However,  the  Shareholders  Agreement  in  place  at  the  time,  which  Redman  signed,  stated  that 
stockholders may not “pledge or otherwise dispose  of  or  encumber  [their  shares]  without  prior 
written consent of the Company.”  Redman did not obtain prior written consent or inform company 
counsel or the Board of Directors.  The company never disclosed the pledge to investors as required 
by Item 403(b) of Regulation S-K under the Exchange Act.     
 
20. In  March  2017,  in  preparation  to  go  public,  ProPetro  adopted  an  Insider  Trading 
Compliance Policy, which provided in relevant part that “[p]ledging the Company’s securities as 
collateral to secure loans is also prohibited.” 
 
21. In January 2018, Redman purchased additional real estate, borrowing funds from a 
second bank.  Redman again agreed to pledge his ProPetro shares as collateral.  The second bank 
took  steps  to  perfect  its  security  interest  and  reached  out to  ProPetro’s General  Counsel,  who 
informed the Board about the pledge.  While the Board considered its options to deal with the pledge, 
Redman and the second bank agreed to execute a “negative pledge” whereby Redman agreed not to 
sell his shares in ProPetro for as long as he owes the bank for the loan.  The Board agreed to allow 
the negative pledge, and Redman executed his Amended Loan Agreements and a Negative Pledge 
Agreement on September 14, 2018.   During  this  time,  Redman  did  not  inform  the  Board  of  the 
original stock pledge in place with the first bank and the company did not disclose either the 2017 
pledge or the 2018 negative pledge in its SEC filings until 2020. 
D&O Questionnaires 
22. ProPetro  did  not  have  a  formal  written  policy  for  the  completion  of its  annual 
Directors  &  Officers  Questionnaire  (“D&O  Questionnaire”). Rather,  the  company’s  General 
Counsel  was  responsible  for  ensuring that directors  and  officers  completed  their  annual  D&O 
Questionnaire and then used the information provided to complete the company’s disclosures on, 
among other things, perquisites and beneficial ownership disclosures. 

 6 
23. Redman  was  responsible  for  completing  three  D&O  Questionnaires  in  connection 
with  the  company’s  preparation  of  the  following  SEC  filings,  all of  which  contained  material 
misstatements or omissions: 
Filing Date SEC Filing 
Feb. 8, 2017 Form S-1 
Mar. 27, 2018 Form 10-K 
Apr. 26, 2018 Definitive Proxy Statement 
Mar. 1, 2019 Form 10-K 
Apr. 23, 2019 Definitive Proxy Statement 
 
24. On January 27, 2017, approximately one week after the close on the loan for his first 
ranch  with  its  associated  stock  pledge,  Redman  completed  his  “D&O  Questionnaire”  for  the 
disclosures in the company’s Form S-1 Registration Statement.  Redman completed and signed the 
2017 D&O Questionnaire, but left the line item for pledged shares blank.  In 2018, Redman did not 
complete  a  D&O  Questionnaire  at  all.   On January  21, 2019,  Redman  completed  the  D&O 
Questionnaire but did not submit Schedule B, “Security Ownership  and  Recent  Transactions  in 
Company Securities,” which should have described his ProPetro equity ownership including  his 
stock pledges.   
25. Redman also did not identify in his D&O Questionnaires any of his personal trips on 
the Aviation Co. Learjet, the personal charges he made on the corporate credit card, or the additional 
perquisites authorized by the company.  In his 2017 D&O Questionnaire, Redman included some 
perquisites  for  his  company  car,  but  failed  to  include  any  of  the  additional  perquisites  detailed 
above.  In 2018, Redman failed to complete a D&O Questionnaire.  On January 21, 2019, although 
Redman included some perquisites in his D&O Questionnaire, he did not disclose the personal air 
travel, any of the personal credit card charges reimbursed by the company that year or the various 
previously authorized perquisites detailed above.   
ProPetro’s Proxy Statements Contained Material Misstatements  
Regarding Redman’s Perquisites and Stock Ownership 
26. ProPetro did not properly disclose perquisites related to Redman’s use of his private 
aircraft, company   credit   cards and   other   previously   authorized   benefits in   the   Summary 
Compensation  Table of  its Definitive  Proxy  Statements  filed  in  2018  and  2019  (the  “Proxy 
Statements”).  As a result, Redman’s perquisites were understated in the Proxy Statements by 
$142,570 (identifying $10,800 instead  of $153,370) for  the  2017  fiscal  year  and  $285,615 
(identifying $19,248 instead of $304,863) for the 2018 fiscal  year.
2
  In the same filings, ProPetro 
also did not accurately disclose Redman’s stock ownership in its Principal Stockholders table in its 
Form S-1 filed on February 8, 2017 or the Proxy Statements due to the undisclosed stock pledges.  
                                                 
2
 Redman repaid the 2019 expenses during the year he incurred them.  As such, the company properly did not 
disclose these charges as perquisites in the Summary Compensation Table. 

 7 
27. ProPetro and Redman used the Proxy Statements to solicit annual shareholder votes 
to elect directors, including Redman.  The 2019 Proxy Statement also solicited non-binding advisory 
votes from shareholders on executive compensation, including Redman’s compensation.   
28. ProPetro’s Annual Reports filed on Form 10-K incorporated the Proxy Statements 
by   reference,   which  included executive  compensation  and  management’s  stock  ownership.  
Consequently,  those  annual  reports  also  materially  understated  Redman’s  compensation  and 
perquisites, and failed to accurately disclose his ownership of ProPetro stock. 
29. Between  February  2017  and  August  2019,  ProPetro  offered  and  sold  securities, 
including in March 2017 as part of its initial public offering, and through grants of restricted stock 
units and exercises by employees of stock options. 
ProPetro’s Internal Investigation, Self Reporting and Remediation 
30. In  May  2019, the  Audit  Committee  of  the  Board  of  Directors  hired  independent 
outside counsel and accounting advisors to conduct an internal investigation focused on a different 
matter than the issues detailed above.  Although the review did not reveal anything of substance with 
respect   to   that   matter, counsel   uncovered   other   issues,   including   the   improper   expense 
reimbursements and undisclosed stock pledges for Redman described herein 
31. On  August  8,  2019,  ProPetro  filed  a  Form  8-K  announcing  certain  preliminary 
findings  of  the  investigation.    The  company  disclosed  that  due  to  inadequate  documentation 
associated  with  the  company’s  expense  reimbursement  practices,  approximately  $370,000  of 
expenses  had  been  incorrectly  reimbursed  to  members  of  senior  management  for  non-business 
purchases, including approximately $345,636 to Redman.  Redman reimbursed the company for the 
$345,636 preliminary total in August 2019.   
32. Around  this  same  time,  the  company  filed  multiple  Forms 8-K  announcing  the 
resignation of several senior executives and Board members and the appointment of a new Executive 
Chairman and principal executive officer, interim CFO, General Counsel, Chief Accounting Officer, 
and new Board members.  Finally, on March 13, 2020, the company self-reported its discovery that 
Redman had entered into the two stock pledge agreements described above.  The same Form 8-K 
announced Redman’s resignation as CEO and a member of the Board. 
33. On June 22, 2020, ProPetro filed its Form 10-K for the fiscal year ended December 
31, 2019 with an introductory note summarizing all the findings of the expanded Audit Committee 
Internal  Review,  including  details  on  the  improper  expense  reimbursements  to  Redman  and 
Redman’s  undisclosed  stock  pledges.   The  company  updated  the  compensation, disclosed  as 
provided to Redman for the fiscal years ended December 31, 2019, 2018, and 2017 in its 2019 Form 
10-K, with an explanatory footnote to describe the increases in each category. 
Violations 
34. Section  17(a)(3)  of  the  Securities  Act  makes  it  unlawful,  in  the  offer  or  sale  of 
securities,  to  engage  in  any  transaction,  practice,  or  course  of  business  which  operates  or  would 
operate  as  a  fraud  or deceit  upon  the  purchaser.  Negligence  is  sufficient  to  establish  violations  of 

 8 
Section 17(a)(3); no finding of scienter is required.  Aaron v. SEC, 446 U.S. 680, 696-97 (1980).  As 
a result of the conduct described above, Redman violated Section 17(a)(3) of the Securities Act.  
35. In addition, as a result of the conduct described above, including the solicitations for 
Redman’s election as a director and advisory approval of his compensation by means of proxy 
statements that materially misrepresented and misstated his compensation by failing to report certain 
perquisites, ProPetro and Redman violated Section 14(a) of the Exchange Act and Rules 14a-3 and 
14a-9 thereunder.  No showing of scienter is required to establish a violation of Section 14(a) of the 
Exchange Act and Rules 14a-3 and 14a-9 thereunder.  See, e.g., Gerstle v. Gamble-Skogmo, Inc., 478 
F.2d 1281, 1299-1300 (2d Cir. 1973).  A showing of negligence is sufficient.  See Dekalb County 
Pension Fund v. Transocean Ltd, 817 F.3d 393, 408 (2d Cir. 2016). 
36. In addition, as a result of the conduct described above, ProPetro violated, and Redman 
caused ProPetro’s violations of, Section 13(a) of the Exchange Act and Rule 13a-1 thereunder, which 
require  reporting  companies  to  file  with  the  Commission  complete  and  accurate  annual  reports.  
ProPetro also  violated,  and Redman caused ProPetro’s violations  of,  Exchange  Act  Rule  12b-20, 
which requires an issuer to include in a statement or report filed with the Commission any information 
necessary to make the required statements in the filing not materially misleading. 
37. In  addition,  as  a  result  of  the  conduct  described  above, ProPetro violated,  and 
Redman caused ProPetro’s violations of, Section 13(b)(2)(A) of the Exchange Act, which requires 
issuers such as ProPetro to make and keep books, records, and accounts which, in reasonable detail, 
accurately and fairly reflect their transactions and dispositions of their assets, including perquisites 
and executive compensation.   
38. In addition, as a result of the conduct described above, ProPetro violated, and Redman 
caused ProPetro’s violations of, Section 13(b)(2)(B) of the Exchange Act which requires reporting 
companies to devise and maintain a system of internal accounting controls sufficient to, among other 
things, provide   reasonable   assurances   that   transactions   are executed   in   accordance   with 
management’s  general  or  specific  authorization  and  are  recorded  as  necessary  to  maintain 
accountability for assets, and that access to assets is permitted only in accordance with management’s 
general or specific authorization.   
39. In addition, as a result of the conduct described above, Redman violated Exchange 
Act Rule 13b2-1 which prohibits any person from, directly or indirectly, falsifying or causing to be 
falsified, any book, record, or account subject to Section 13(b)(2)(A) of the Exchange Act. 
 
ProPetro’s Remedial Efforts 
 
In determining to accept ProPetro’s Offer, the Commission considered the remedial acts 
promptly undertaken by  ProPetro and cooperation afforded the Commission staff.  Specifically, 
ProPetro (i) hired a new management team and additional finance department personnel, all with 
significant public company experience; (ii) installed several new directors, including new Audit 
Committee members, and created a new Disclosure Committee with its own disclosure counsel; 
(iii) developed several new internal controls regarding internal auditing matters, credit card and 

 9 
expense reimbursement, and travel; (iv) created and implemented new training requirements for 
employees; (v) enhanced the D&O Questionnaire process; and (vi) retained an investigative firm 
to do background checks on all senior executives and executive disclosures. 
IV. 
 In  view  of  the  foregoing,  the  Commission  deems  it  appropriate to  impose  the  sanctions 
agreed to in Respondents’ Offers. 
 Accordingly, pursuant to Section 8A of the Securities Act and Section 21C of the Exchange 
Act, it is hereby ORDERED that: 
 
 A. Respondent ProPetro cease and desist from committing or causing any violations and 
any future violations of Sections 13(a), 13(b)(2)(A), 13(b)(2)(B), and 14(a) of the Exchange Act and 
Rules 12b-20, 13a-1, 14a-3, and 14a-9 thereunder. 
 
 B. Respondent Redman cease and desist from committing or causing any violations and 
any  future  violations  of Section  17(a)(3)  of  the  Securities  Act  and  Sections 13(a),  13(b)(2)(A), 
13(b)(2)(B),  and  14(a) of  the  Exchange  Act  and  Rules 12b-20,  13a-1,  13b2-1,  14a-3, and 14a-9 
thereunder. 
 
C. Respondent  Redman  shall,  within  30  days  of  the  entry  of  this  Order,  pay  a  civil 
money penalty in the amount of $195,046 to the Securities and Exchange Commission for transfer 
to the  general  fund  of the United States Treasury, subject to Exchange  Act Section 21F(g)(3).  If 
timely payment is not made, additional interest shall accrue pursuant to 31 U.S.C. § 3717.   
 
Payment must be made in one of the following ways:   
 
(1) Respondents may transmit payment electronically to the Commission, which 
will provide detailed ACH transfer/Fedwire instructions upon request;  
 
(2) Respondents may  make  direct  payment  from  a  bank  account  via  Pay.gov 
through the SEC website at http://www.sec.gov/about/offices/ofm.htm; or  
 
(3) Respondents may pay by certified check, bank cashier’s check, or United 
States  postal  money  order,  made  payable  to  the  Securities  and  Exchange 
Commission and hand-delivered or mailed to:  
 
Enterprise Services Center 
Accounts Receivable Branch 
HQ Bldg., Room 181, AMZ-341 
6500 South MacArthur Boulevard 
Oklahoma City, OK 73169 
 
Payments by check or money order must be accompanied by a cover letter identifying Dale 
Redman as a Respondent in these proceedings, and the file number of these proceedings; a copy of 

 10 
the cover letter and check or money order must be sent to Eric Werner, Division of Enforcement, 
Securities and Exchange Commission, 801 Cherry Street, Suite 1900, Fort Worth, Texas 76102.   
 
 D. Amounts ordered to be paid as civil money penalties pursuant to this Order shall be 
treated as penalties paid to the government for all purposes, including all tax purposes.  To 
preserve the deterrent effect of the civil penalty, Respondent Redman agrees that in any Related 
Investor Action, he shall not argue that he is entitled to, nor shall he benefit by, offset or reduction 
of any award of compensatory damages by the amount of any part of his payment of a civil penalty 
in this action (“Penalty Offset”).  If the court in any Related Investor Action grants such a Penalty 
Offset, Respondent Redman agrees that he shall, within 30 days after entry of a final order granting 
the Penalty Offset, notify the Commission's counsel in this action and pay the amount of the 
Penalty Offset to the Securities and Exchange Commission.  Such a payment shall not be deemed 
an additional civil penalty and shall not be deemed to change the amount of the civil penalty 
imposed in this proceeding.  For purposes of this paragraph, a “Related Investor Action” means a 
private damages action brought against Respondent Redman by or on behalf of one or more 
investors based on substantially the same facts as alleged in the Order instituted by the 
Commission in this proceeding  
 
 E. Respondent ProPetro acknowledges  that  the  Commission  is  not  imposing  a  civil 
penalty based upon its cooperation in a Commission investigation.  If at any time following the entry 
of  the Order,  the  Division  of  Enforcement  (“Division”)  obtains  information  indicating  that 
Respondent ProPetro knowingly provided materially false or misleading information or materials to 
the Commission, or in a related proceeding, the Division may, at its sole discretion and with prior 
notice  to  Respondent  ProPetro,  petition  the  Commission  to  reopen  this  matter  and  seek  an  order 
directing that Respondent ProPetro pay a civil money penalty.  Respondent ProPetro may contest by 
way of defense in any resulting administrative proceeding whether it knowingly provided materially 
false or misleading information, but may not:  (1) contest the findings in the Order; or (2) assert any 
defense to liability or remedy, including, but not limited to, any statute of limitations defense. 
V. 
It is further Ordered that, solely for purposes of exceptions to discharge set forth in Section 
523 of the Bankruptcy Code, 11 U.S.C. §523, the findings in this Order are true and admitted by 
Respondent Redman, and further, any debt for disgorgement, prejudgment interest, civil penalty or 
other amounts due by Respondent Redman under this Order or any other judgment, order, consent 
order, decree or settlement agreement entered in connection with this proceeding, is a debt for the 
violation  by  Respondent Redman of  the  federal  securities  laws  or  any  regulation  or  order  issued 
under such laws, as set forth in Section 523(a)(19) of the Bankruptcy Code, 11 U.S.C. §523(a)(19). 
 By the Commission. 
 
 
 
 
Vanessa A. Countryman 
        Secretary 

UNITED STATES OF AMERICA 

 Before the 

 SECURITIES AND EXCHANGE COMMISSION 

 

SECURITIES ACT OF 1933 

Release No. 11008 / November 22, 2021 

 

SECURITIES EXCHANGE ACT OF 1934 

Release No. 93645 / November 22, 2021 

 

ACCOUNTING AND AUDITING ENFORCEMENT  

Release No. 4268 / November 22, 2021 

 

ADMINISTRATIVE PROCEEDING 

File No. 3-20661 

 

 

In the Matter of 

 

ProPetro Holding Corp. 

            and Dale Redman, 

 

Respondents. 

 

 

 

ORDER INSTITUTING CEASE-AND-

DESIST PROCEEDINGS PURSUANT TO 

SECTION 8A OF THE SECURITIES ACT 

OF 1933 AND SECTION 21C OF THE 

SECURITIES EXCHANGE ACT OF 1934, 

MAKING FINDINGS AND IMPOSING A 

CEASE-AND-DESIST ORDER  

   

I. 
 

 The Securities and Exchange Commission (“Commission”) deems it appropriate and in the 

public interest that public cease-and-desist proceedings be, and hereby are, instituted pursuant to 

Section 8A of the Securities Act of 1933 (“Securities Act”) and Section 21C of the Securities 

Exchange Act of 1934 (“Exchange Act”) against ProPetro Holding Corp. (“ProPetro”) and Dale 

Redman (“Redman”) (collectively, “Respondents”).   

 

II. 
 

 In anticipation of the institution of these proceedings, Respondents have submitted Offers of 

Settlement (the “Offers”) which the Commission has determined to accept.  Solely for the purpose 

of these proceedings and any other proceedings brought by or on behalf of the Commission, or to 

which the Commission is a party, and without admitting or denying the findings herein, except as to 

the Commission’s jurisdiction over them and the subject matter of these proceedings, which are 

admitted, and except as provided herein in Section V, Respondents consent to the entry of this Order 

Instituting Cease-and-Desist Proceedings pursuant to Section 8A of the Securities Act of 1933 and 

Section 21C of the Securities Exchange Act of 1934, Making Findings and Imposing a Cease-and-

Desist Order (“Order”), as set forth below.   



 2 

III. 
 

 On the basis of this Order and Respondents’ Offers, the Commission finds1 that 

 

Summary 
 

1. These proceedings arise from: (a) ProPetro’s failure to disclose certain perquisites and 

stock pledges concerning its co-founder and former CEO Dale Redman in its definitive proxy 

statements and annual reports for the fiscal years ended December 31, 2017 and 2018; and (b) 

Redman’s role in ProPetro’s failure to disclose the perquisites paid to him and his pledges of ProPetro 

stock while he was CEO and a member of ProPetro’s Board of Directors.  

2. From January 2017 to December 2018, Redman: (a) caused ProPetro to incur 

approximately $252,896 in charges relating to travel on his personal aircraft for trips that were not 

directly related to the performance of his duties as CEO; (b) used ProPetro credit cards to charge 

$127,698 of personal expenses; and (c) pledged all of his personal stock in ProPetro in two real estate 

transactions in violation of the company’s shareholder agreement and insider trading policy.  During 

the same period, ProPetro failed to properly disclose $47,591 in additional perquisites for Redman 

that were authorized and paid for directly by the company.  

3. From January 2017 to January 2019, Redman failed to provide information required 

by ProPetro policies to enable ProPetro to adequately disclose these perquisites and stock pledges. As 

a result, ProPetro made material misstatements regarding executive perquisites and stock ownership 

in its annual reports, definitive proxy statements, and a registration statement.  Additionally, 

ProPetro’s deficient internal accounting controls resulted in the company’s failure to accurately 

record Redman’s perquisites in its books and records. 

4. As a result of the conduct described herein, ProPetro violated Sections 13(a), 

13(b)(2)(A), 13(b)(2)(B), and 14(a) of the Exchange Act and Rules 12b-20, 13a-1, 14a-3, and 14a-9 

thereunder. Redman violated Section 17(a)(3) of the Securities Act and Section 14(a) of the 

Exchange Act and Rules 13b2-1, 14a-3, and 14a-9 thereunder and caused ProPetro’s violations of  

Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Exchange Act and Rules 12b-20 and 13a-1 

thereunder. 

Respondents 

5. ProPetro Holding Corp., a Delaware corporation headquartered in Midland, Texas, is 

an oilfield services company.  ProPetro was founded as a private entity in September 2005 by former 

CEO Redman and another individual.  Beginning in March 2017, ProPetro’s common stock became 

registered with the Commission pursuant to Section 12(b) of the Exchange Act and began trading 

on the New York Stock Exchange under the ticker PUMP.     

6. Dale Redman, age 60, is a resident of Midland, Texas.  Redman co-founded ProPetro 

in September 2005 and became CEO in August 2006, a position he held until he resigned on March 

                                                 
1  The findings herein are made pursuant to Respondents’ Offers of Settlement and are not binding on any other 

person or entity in this or any other proceeding.  



 3 

13, 2020.  Redman was a member of ProPetro’s Board of Directors from September 2005 until his 

resignation in March 2020.  

 

Background on Perquisite Disclosures 

 

7. Section 14(a) of the Exchange Act makes it unlawful to solicit any proxy in respect of 

any security (other than an exempted security) registered pursuant to Section 12 of the Exchange Act 

in contravention of such rules and regulations as the Commission may prescribe.  Rule 14a-3 prohibits 

the solicitation of a proxy without furnishing information specified by Schedule 14A, including 

executive compensation pursuant to Item 402 of Regulation S-K.  Rule 14a-9 prohibits the use of 

proxy statements containing any statement that is false or misleading with respect to any material fact, 

or omitting to state any material fact necessary in order to make the statements therein not false or 

misleading. Misstatements and omissions are material under Rule 14a-9 if they would alter the “total 

mix of information” considered by a shareholder in making a voting decision.  TSC Indus., Inc. v. 

Northway, Inc., 426 U.S. 438, 449 (1976). 

 

8. Item 402 of Regulation S-K requires disclosure of the total value of all perquisites and 

other personal benefits provided to named executive officers who receive at least $10,000 worth of 

such items in a given year. Item 402 of Regulation S-K also requires identification of all perquisites 

and personal benefits by type, and quantification of any perquisite or personal benefit that exceeds 

the greater of $25,000 or 10% of total perquisites. 

 

9. Item 403 of Regulation S-K requires disclosure of the security ownership of certain 

beneficial owners and management.  Item 403(b) details the categories of information required for 

each class of equities offered by the registrant that must be furnished in substantially tabular form to 

reflect the equity ownership of all directors and nominees and each named executive officer.  Item 

403(b) directs issuers to disclose, by footnote or otherwise, the number of shares beneficially owned 

that are pledged as security.  A negative pledge is subject to this disclosure. 

 

ProPetro’s Undisclosed Perquisites Related to  

Redman’s Use of Private Aircraft 

 

10.  From at least 2014 through 2019, Redman owned a 50% interest in a private aviation 

company (“Aviation Co.”), which owned a 2008 Learjet 45XR.  Redman principally used the Learjet 

for business-related travel, and Aviation Co. invoiced ProPetro for its expenses associated with 

Redman’s use of the aircraft.  Additionally, because Redman frequently used his personal plane for 

business travel, ProPetro employed two pilots to fly the Learjet in 2017 and 2018. 

 

11. ProPetro did not have a formal policy regarding approval and use of non-

commercial aircraft or a process for reimbursement of private aviation expenses.  Even without a 

formal policy or process, Aviation Co. had a practice of sending monthly invoices to ProPetro for 

Redman’s flights.  Redman initialed the invoices to signify his approval and then passed them on 

to the accounts payable supervisor who processed them in the same manner as all other vendor 

invoices.     

 



 4 

12. From January 2017 through December 2018, approximately 10% of Redman’s 

Aviation Co.-invoiced travel was for personal trips ($42,519 in 2017 and $117,279 in 2018).  

Additionally, the pilots on ProPetro’s payroll flew Aviation Co.’s plane for both Redman’s personal 

and business flights.  Redman’s personal trips cost the company $52,665 in 2017 and $40,433 in 

2018 for pilot-related expenses.  In total, ProPetro paid approximately $252,896 in Aviation Co. 

invoices and pilot flight time for Redman’s travel that was not integrally and directly related to the 

performance of his duties as CEO. 

 

ProPetro’s Undisclosed Perquisites Related to  

Redman’s Use of the Corporate Credit Card 

 

13. ProPetro authorized Redman to use company credit cards for work-related expenses.  

From January 2017 to December 2018, ProPetro’s Employee Handbook included written policies 

regarding the use of company credit cards.  According to ProPetro’s Employee Handbook Policy 

No. 518, “Credit Card Policy,” credit card holders were “required to turn in a Credit Card Expense 

Form” and “detailed receipts.”  The policy included a list of examples of authorized and unauthorized 

purchases, and added that “the card is not to be used for any product, service or with any merchant 

considered to be inappropriate for company funds.”   

 

14. Despite this policy, Redman and his family members used his company credit cards 

for personal purchases that were not integrally and directly related to the performance of his duties 

as CEO of ProPetro. 

 

15. In total, from January 2017 through December 2018, Redman and his family 

members used his ProPetro corporate cards for approximately $127,698 in undocumented and/or 

personal expenses ($27,247 in 2017 and $100,451 in 2018).  The company paid for all these charges 

by paying the bills for Redman’s corporate cards.  ProPetro failed to timely disclose the 2017 and 

2018 charges as additional executive compensation in the form of perquisites.   

 

ProPetro’s Additional Undisclosed Perquisites Related to Redman 

 

16. Between January 2017 and December 2018, ProPetro spent $47,591 on additional 

perquisites for Redman, which the company failed to disclose as additional executive compensation.  

These expenses were appropriately incurred as perquisites and were paid for directly by the 

company.  However, failures in the company’s internal accounting controls caused them to not be 

recorded and disclosed properly. 

 

17. These expenses consisted of charitable donations and event tickets ($20,139 in 2017 

and $27,452 in 2018). 

 

 

 

 

 

 



 5 

18. In total, ProPetro failed to disclose the following perquisites for Redman: 

 

 2017 2018 

Aviation Expenses $95,184 

 

$157,712 

Personal Credit Card 

Charges 

$27,247 $100,451 

Authorized, Undisclosed 

Perquisites 

$20,139 $27,452 

Total $142,570 

 

$285,615 

 

Redman’s Undisclosed Stock Pledges 
 

19. In January 2017, Redman borrowed money from a bank to purchase real estate.  As 

a condition of the loan, Redman pledged all of his ProPetro stock as collateral to secure the debt.  

However, the Shareholders Agreement in place at the time, which Redman signed, stated that 

stockholders may not “pledge or otherwise dispose of or encumber [their shares] without prior 

written consent of the Company.”  Redman did not obtain prior written consent or inform company 

counsel or the Board of Directors.  The company never disclosed the pledge to investors as required 

by Item 403(b) of Regulation S-K under the Exchange Act.     

 

20. In March 2017, in preparation to go public, ProPetro adopted an Insider Trading 

Compliance Policy, which provided in relevant part that “[p]ledging the Company’s securities as 

collateral to secure loans is also prohibited.” 

 

21. In January 2018, Redman purchased additional real estate, borrowing funds from a 

second bank.  Redman again agreed to pledge his ProPetro shares as collateral.  The second bank 

took steps to perfect its security interest and reached out to ProPetro’s General Counsel, who 

informed the Board about the pledge.  While the Board considered its options to deal with the pledge, 

Redman and the second bank agreed to execute a “negative pledge” whereby Redman agreed not to 

sell his shares in ProPetro for as long as he owes the bank for the loan.  The Board agreed to allow 

the negative pledge, and Redman executed his Amended Loan Agreements and a Negative Pledge 

Agreement on September 14, 2018.  During this time, Redman did not inform the Board of the 

original stock pledge in place with the first bank and the company did not disclose either the 2017 

pledge or the 2018 negative pledge in its SEC filings until 2020. 

D&O Questionnaires 

22. ProPetro did not have a formal written policy for the completion of its annual 

Directors & Officers Questionnaire (“D&O Questionnaire”). Rather, the company’s General 

Counsel was responsible for ensuring that directors and officers completed their annual D&O 

Questionnaire and then used the information provided to complete the company’s disclosures on, 

among other things, perquisites and beneficial ownership disclosures. 



 6 

23. Redman was responsible for completing three D&O Questionnaires in connection 

with the company’s preparation of the following SEC filings, all of which contained material 

misstatements or omissions: 

Filing Date SEC Filing 

Feb. 8, 2017 Form S-1 

Mar. 27, 2018 Form 10-K 

Apr. 26, 2018 Definitive Proxy Statement 

Mar. 1, 2019 Form 10-K 

Apr. 23, 2019 Definitive Proxy Statement 

 

24. On January 27, 2017, approximately one week after the close on the loan for his first 

ranch with its associated stock pledge, Redman completed his “D&O Questionnaire” for the 

disclosures in the company’s Form S-1 Registration Statement.  Redman completed and signed the 

2017 D&O Questionnaire, but left the line item for pledged shares blank.  In 2018, Redman did not 

complete a D&O Questionnaire at all.  On January 21, 2019, Redman completed the D&O 

Questionnaire but did not submit Schedule B, “Security Ownership and Recent Transactions in 

Company Securities,” which should have described his ProPetro equity ownership including his 

stock pledges.   

25. Redman also did not identify in his D&O Questionnaires any of his personal trips on 

the Aviation Co. Learjet, the personal charges he made on the corporate credit card, or the additional 

perquisites authorized by the company.  In his 2017 D&O Questionnaire, Redman included some 

perquisites for his company car, but failed to include any of the additional perquisites detailed 

above.  In 2018, Redman failed to complete a D&O Questionnaire.  On January 21, 2019, although 

Redman included some perquisites in his D&O Questionnaire, he did not disclose the personal air 

travel, any of the personal credit card charges reimbursed by the company that year or the various 

previously authorized perquisites detailed above.   

ProPetro’s Proxy Statements Contained Material Misstatements  

Regarding Redman’s Perquisites and Stock Ownership 

26. ProPetro did not properly disclose perquisites related to Redman’s use of his private 

aircraft, company credit cards and other previously authorized benefits in the Summary 

Compensation Table of its Definitive Proxy Statements filed in 2018 and 2019 (the “Proxy 

Statements”).  As a result, Redman’s perquisites were understated in the Proxy Statements by 

$142,570 (identifying $10,800 instead of $153,370) for the 2017 fiscal year and $285,615 

(identifying $19,248 instead of $304,863) for the 2018 fiscal year.2  In the same filings, ProPetro 

also did not accurately disclose Redman’s stock ownership in its Principal Stockholders table in its 

Form S-1 filed on February 8, 2017 or the Proxy Statements due to the undisclosed stock pledges.  

                                                 
2 Redman repaid the 2019 expenses during the year he incurred them.  As such, the company properly did not 

disclose these charges as perquisites in the Summary Compensation Table. 



 7 

27. ProPetro and Redman used the Proxy Statements to solicit annual shareholder votes 

to elect directors, including Redman.  The 2019 Proxy Statement also solicited non-binding advisory 

votes from shareholders on executive compensation, including Redman’s compensation.   

28. ProPetro’s Annual Reports filed on Form 10-K incorporated the Proxy Statements 

by reference, which included executive compensation and management’s stock ownership.  

Consequently, those annual reports also materially understated Redman’s compensation and 

perquisites, and failed to accurately disclose his ownership of ProPetro stock. 

29. Between February 2017 and August 2019, ProPetro offered and sold securities, 

including in March 2017 as part of its initial public offering, and through grants of restricted stock 

units and exercises by employees of stock options. 

ProPetro’s Internal Investigation, Self Reporting and Remediation 

30. In May 2019, the Audit Committee of the Board of Directors hired independent 

outside counsel and accounting advisors to conduct an internal investigation focused on a different 

matter than the issues detailed above.  Although the review did not reveal anything of substance with 

respect to that matter, counsel uncovered other issues, including the improper expense 

reimbursements and undisclosed stock pledges for Redman described herein 

31. On August 8, 2019, ProPetro filed a Form 8-K announcing certain preliminary 

findings of the investigation.  The company disclosed that due to inadequate documentation 

associated with the company’s expense reimbursement practices, approximately $370,000 of 

expenses had been incorrectly reimbursed to members of senior management for non-business 

purchases, including approximately $345,636 to Redman.  Redman reimbursed the company for the 

$345,636 preliminary total in August 2019.   

32. Around this same time, the company filed multiple Forms 8-K announcing the 

resignation of several senior executives and Board members and the appointment of a new Executive 

Chairman and principal executive officer, interim CFO, General Counsel, Chief Accounting Officer, 

and new Board members.  Finally, on March 13, 2020, the company self-reported its discovery that 

Redman had entered into the two stock pledge agreements described above.  The same Form 8-K 

announced Redman’s resignation as CEO and a member of the Board. 

33. On June 22, 2020, ProPetro filed its Form 10-K for the fiscal year ended December 

31, 2019 with an introductory note summarizing all the findings of the expanded Audit Committee 

Internal Review, including details on the improper expense reimbursements to Redman and 

Redman’s undisclosed stock pledges.  The company updated the compensation, disclosed as 

provided to Redman for the fiscal years ended December 31, 2019, 2018, and 2017 in its 2019 Form 

10-K, with an explanatory footnote to describe the increases in each category. 

Violations 

34. Section 17(a)(3) of the Securities Act makes it unlawful, in the offer or sale of 

securities, to engage in any transaction, practice, or course of business which operates or would 

operate as a fraud or deceit upon the purchaser.  Negligence is sufficient to establish violations of 



 8 

Section 17(a)(3); no finding of scienter is required.  Aaron v. SEC, 446 U.S. 680, 696-97 (1980).  As 

a result of the conduct described above, Redman violated Section 17(a)(3) of the Securities Act.  

35. In addition, as a result of the conduct described above, including the solicitations for 

Redman’s election as a director and advisory approval of his compensation by means of proxy 

statements that materially misrepresented and misstated his compensation by failing to report certain 

perquisites, ProPetro and Redman violated Section 14(a) of the Exchange Act and Rules 14a-3 and 

14a-9 thereunder.  No showing of scienter is required to establish a violation of Section 14(a) of the 

Exchange Act and Rules 14a-3 and 14a-9 thereunder.  See, e.g., Gerstle v. Gamble-Skogmo, Inc., 478 

F.2d 1281, 1299-1300 (2d Cir. 1973).  A showing of negligence is sufficient.  See Dekalb County 

Pension Fund v. Transocean Ltd, 817 F.3d 393, 408 (2d Cir. 2016). 

36. In addition, as a result of the conduct described above, ProPetro violated, and Redman 

caused ProPetro’s violations of, Section 13(a) of the Exchange Act and Rule 13a-1 thereunder, which 

require reporting companies to file with the Commission complete and accurate annual reports.  

ProPetro also violated, and Redman caused ProPetro’s violations of, Exchange Act Rule 12b-20, 

which requires an issuer to include in a statement or report filed with the Commission any information 

necessary to make the required statements in the filing not materially misleading. 

37. In addition, as a result of the conduct described above, ProPetro violated, and 

Redman caused ProPetro’s violations of, Section 13(b)(2)(A) of the Exchange Act, which requires 

issuers such as ProPetro to make and keep books, records, and accounts which, in reasonable detail, 

accurately and fairly reflect their transactions and dispositions of their assets, including perquisites 

and executive compensation.   

38. In addition, as a result of the conduct described above, ProPetro violated, and Redman 

caused ProPetro’s violations of, Section 13(b)(2)(B) of the Exchange Act which requires reporting 

companies to devise and maintain a system of internal accounting controls sufficient to, among other 

things, provide reasonable assurances that transactions are executed in accordance with 

management’s general or specific authorization and are recorded as necessary to maintain 

accountability for assets, and that access to assets is permitted only in accordance with management’s 

general or specific authorization.   

39. In addition, as a result of the conduct described above, Redman violated Exchange 

Act Rule 13b2-1 which prohibits any person from, directly or indirectly, falsifying or causing to be 

falsified, any book, record, or account subject to Section 13(b)(2)(A) of the Exchange Act. 

 

ProPetro’s Remedial Efforts 

 

In determining to accept ProPetro’s Offer, the Commission considered the remedial acts 

promptly undertaken by ProPetro and cooperation afforded the Commission staff.  Specifically, 

ProPetro (i) hired a new management team and additional finance department personnel, all with 

significant public company experience; (ii) installed several new directors, including new Audit 

Committee members, and created a new Disclosure Committee with its own disclosure counsel; 

(iii) developed several new internal controls regarding internal auditing matters, credit card and 



 9 

expense reimbursement, and travel; (iv) created and implemented new training requirements for 

employees; (v) enhanced the D&O Questionnaire process; and (vi) retained an investigative firm 

to do background checks on all senior executives and executive disclosures. 

IV. 

 In view of the foregoing, the Commission deems it appropriate to impose the sanctions 

agreed to in Respondents’ Offers. 

 Accordingly, pursuant to Section 8A of the Securities Act and Section 21C of the Exchange 

Act, it is hereby ORDERED that: 

 

 A. Respondent ProPetro cease and desist from committing or causing any violations and 

any future violations of Sections 13(a), 13(b)(2)(A), 13(b)(2)(B), and 14(a) of the Exchange Act and 

Rules 12b-20, 13a-1, 14a-3, and 14a-9 thereunder. 

 

 B. Respondent Redman cease and desist from committing or causing any violations and 

any future violations of Section 17(a)(3) of the Securities Act and Sections 13(a), 13(b)(2)(A), 

13(b)(2)(B), and 14(a) of the Exchange Act and Rules 12b-20, 13a-1, 13b2-1, 14a-3, and 14a-9 

thereunder. 

 

C. Respondent Redman shall, within 30 days of the entry of this Order, pay a civil 

money penalty in the amount of $195,046 to the Securities and Exchange Commission for transfer 

to the general fund of the United States Treasury, subject to Exchange Act Section 21F(g)(3).  If 

timely payment is not made, additional interest shall accrue pursuant to 31 U.S.C. § 3717.   

 

Payment must be made in one of the following ways:   

 

(1) Respondents may transmit payment electronically to the Commission, which 

will provide detailed ACH transfer/Fedwire instructions upon request;  

 

(2) Respondents may make direct payment from a bank account via Pay.gov 

through the SEC website at http://www.sec.gov/about/offices/ofm.htm; or  

 

(3) Respondents may pay by certified check, bank cashier’s check, or United 

States postal money order, made payable to the Securities and Exchange 

Commission and hand-delivered or mailed to:  

 

Enterprise Services Center 

Accounts Receivable Branch 

HQ Bldg., Room 181, AMZ-341 

6500 South MacArthur Boulevard 

Oklahoma City, OK 73169 

 

Payments by check or money order must be accompanied by a cover letter identifying Dale 

Redman as a Respondent in these proceedings, and the file number of these proceedings; a copy of 



 10 

the cover letter and check or money order must be sent to Eric Werner, Division of Enforcement, 

Securities and Exchange Commission, 801 Cherry Street, Suite 1900, Fort Worth, Texas 76102.   

 

 D. Amounts ordered to be paid as civil money penalties pursuant to this Order shall be 

treated as penalties paid to the government for all purposes, including all tax purposes.  To 

preserve the deterrent effect of the civil penalty, Respondent Redman agrees that in any Related 

Investor Action, he shall not argue that he is entitled to, nor shall he benefit by, offset or reduction 

of any award of compensatory damages by the amount of any part of his payment of a civil penalty 

in this action (“Penalty Offset”).  If the court in any Related Investor Action grants such a Penalty 

Offset, Respondent Redman agrees that he shall, within 30 days after entry of a final order granting 

the Penalty Offset, notify the Commission's counsel in this action and pay the amount of the 

Penalty Offset to the Securities and Exchange Commission.  Such a payment shall not be deemed 

an additional civil penalty and shall not be deemed to change the amount of the civil penalty 

imposed in this proceeding.  For purposes of this paragraph, a “Related Investor Action” means a 

private damages action brought against Respondent Redman by or on behalf of one or more 

investors based on substantially the same facts as alleged in the Order instituted by the 

Commission in this proceeding  

 

 E. Respondent ProPetro acknowledges that the Commission is not imposing a civil 

penalty based upon its cooperation in a Commission investigation.  If at any time following the entry 

of the Order, the Division of Enforcement (“Division”) obtains information indicating that 

Respondent ProPetro knowingly provided materially false or misleading information or materials to 

the Commission, or in a related proceeding, the Division may, at its sole discretion and with prior 

notice to Respondent ProPetro, petition the Commission to reopen this matter and seek an order 

directing that Respondent ProPetro pay a civil money penalty.  Respondent ProPetro may contest by 

way of defense in any resulting administrative proceeding whether it knowingly provided materially 

false or misleading information, but may not:  (1) contest the findings in the Order; or (2) assert any 

defense to liability or remedy, including, but not limited to, any statute of limitations defense. 

V. 

It is further Ordered that, solely for purposes of exceptions to discharge set forth in Section 

523 of the Bankruptcy Code, 11 U.S.C. §523, the findings in this Order are true and admitted by 

Respondent Redman, and further, any debt for disgorgement, prejudgment interest, civil penalty or 

other amounts due by Respondent Redman under this Order or any other judgment, order, consent 

order, decree or settlement agreement entered in connection with this proceeding, is a debt for the 

violation by Respondent Redman of the federal securities laws or any regulation or order issued 

under such laws, as set forth in Section 523(a)(19) of the Bankruptcy Code, 11 U.S.C. §523(a)(19). 

 By the Commission. 

 

 

 

 

Vanessa A. Countryman 

        Secretary