SEC Form 4 · accession 0000899243-16-034494
Smart Sand, Inc. · SND
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Behdad Eghbali
10% Owner
CCG Operations, LLC
10% Owner
Clearlake Capital Partners, LLC
10% Owner
Period of report
Nov 29, 2016
Accepted (ET)
Nov 29, 2016 · 4:43 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001529628
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001 per shareF1,F2,F3,F4,F5 | Nov 29, 2016 | S | 564,696 | $10.34 | D | 13,705,511 | I | See footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares sold by Clearlake Capital Partners II (Master), L.P. ("CCPII") upon the underwriters' exercise of their overallotment option in connection with the initial public offering of Smart Sand, Inc.
- F2Represents the offering price per share to the public, net of the underwriters' discount of $0.66.
- F3Prior to the closing of the initial public offering of Smart Sand, Inc. on November 9, 2016, its common stock split 2,200-for-1, resulting in the reporting persons' ownership of 14,263,720.452 additional shares of common stock prior to the sale described in Footnote (1).
- F4The shares are owned of record by CCPII. CCPII's general partner is Clearlake Capital Partners II GP, L.P. ("CCPII GP"). CCPII GP's general partner is Clearlake Capital Partners, LLC ("CCP"). CCP's managing member is CCG Operations, LLC ("CCG Ops"). Jose E. Feliciano and Behdad Eghbali are managers of CCG Ops. As a result, each of Mr. Feliciano, Mr. Eghbali, CCG Ops, CCPII GP and CCP may be deemed to share beneficial ownership of the reported shares.
- F5Each of the reporting persons expressly disclaims beneficial ownership of the reported shares except to the extent of his or its pecuniary interest therein.