SEC Form 4 · accession 0001104659-17-065764
Select Water Solutions, Inc. · WTTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
SES Legacy Holdings, LLC
10% Owner
Period of report
Oct 31, 2017
Accepted (ET)
Nov 2, 2017 · 6:22 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001693256
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1 | Oct 31, 2017 | J | 2,487,029 | $0.00 | D | 35,975,512 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| SES Holdings LLC UnitF3 | — | Oct 31, 2017 | J | 2,487,029 | D | — | — | Class A Common Stock | 2,487,029 | 35,975,512 | D |
Explanation of responses
- F1Each share of Class B common stock has no economic rights but entitles its holder to one vote on all matters to be voted on by stockholders generally.
- F2Reflects the distribution of 2,487,029 SES Holdings LLC units and 2,487,029 shares of Class B common stock by SES Legacy Holdings, LLC to unitholders of SES Legacy Holdings, LLC.
- F3Subject to the terms of the limited liability company agreement of SES Holdings, LLC, by and among SES Legacy Holdings, LLC and the other members thereof, the SES Holdings LLC Units (together with a corresponding number of shares of Class B common stock) are exchangeable from time to time for shares of Class A common stock of the Issuer. The Issuer has the option to deliver cash in lieu of shares of Class A common stock upon the exercise by SES Legacy Holdings, LLC (or any transferee) of its exchange right.