SEC Form 4 · accession 0000899243-17-026449

Solaris Energy Infrastructure, Inc. · SEI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Yorktown X Associates LLC

10% Owner

Period of report

Nov 13, 2017

Accepted (ET)

Nov 15, 2017 · 9:23 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001697500

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1,F2,F3	Nov 13, 2017	C	2,107,089	—	A	2,107,089	I	See Footnote
Class A Common Stock^F3	Nov 14, 2017	S	2,107,089	$15.0412	D	0	I	See Footnote
Class B Common Stock^F4,F1,F2,F3	Nov 13, 2017	J	2,107,089	—	D	12,915,734	I	See Footnote
Class A Common Stock^F1,F2,F3	Nov 14, 2017	C	553,112	—	A	553,112	I	See Footnote
Class A Common Stock^F3	Nov 15, 2017	S	553,112	$15.0412	D	0	I	See Footnote
Class B Common Stock^F4,F1,F2,F3	Nov 14, 2017	J	553,112	—	D	12,362,622	I	See Footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Solaris Oilfield Infrastructure, LLC Units^F5,F3	—	Nov 13, 2017	C	2,107,089	D	—	—	Class A Common Stock	2,107,089	12,915,734	I
Solaris Oilfield Infrastructure, LLC Units^F5,F3	—	Nov 14, 2017	C	553,112	D	—	—	Class A Common Stock	553,112	12,362,622	I

Explanation of responses

F1Pursuant to the Second Amended and Restated Limited Liability Company Agreement of Solaris Oilfield Infrastructure, LLC ("Solaris LLC"), dated as of May 11, 2017, included as Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed May 17, 2017 (the "Solaris LLC Agreement"), the shares of the Issuer's Class B common stock reported herein were cancelled for no consideration on a one-for-one basis upon the redemption by Yorktown Energy Partners X, L.P., a Delaware limited partnership ("Yorktown X"), of units in Solaris LLC ("Solaris LLC Units") (together with a corresponding number of shares of Class B common stock) for the shares of the Issuer's Class A common stock reported herein.
F2The reporting person disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for Section 16 or any other purpose.
F3These securities are owned directly by Yorktown X. The reporting person is the general partner of Yorktown X Company LP, the general partner of Yorktown X.
F4Each 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.
F5Subject to the terms of the Solaris LLC Agreement, the Solaris 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.