SEC Form 4 · accession 0000899243-17-009157
Smart Sand, Inc. · SND
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Behdad Eghbali
Director · 10% Owner
CCG Operations, LLC
Director · 10% Owner
Clearlake Capital Partners, LLC
Director · 10% Owner
CLEARLAKE CAPITAL PARTNERS II (MASTER), L.P.
Director · 10% Owner
Clearlake Capital Partners II GP, L.P.
Director · 10% Owner
Period of report
Feb 15, 2017
Accepted (ET)
Apr 3, 2017 · 8:43 pm EDT
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 | Feb 15, 2017 | S | 483,531 | $16.58 | D | 10,811,097 | I | See footnote |
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 exercise of the underwriters' exercise of their overallotment option in connection with an underwritten offering of Smart Sand, Inc.
- F2Represents the offering price per share to the public, net of the underwriters' discount of $0.92.
- F3The 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. Each of the reporting persons expressly disclaims beneficial ownership of the reported shares except to the extent of his or its pecuniary interest therein.
Remarks
Mr. Feliciano and Mr. Leonard, as representatives of the reporting persons, are directors of Smart Sand, Inc. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons are deemed directors by deputization by virtue of their representation on the Board of Directors of Smart Sand, Inc.