SEC Form 4 · accession 0001179110-18-010920
Solaris Energy Infrastructure, Inc. · SEI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Cynthia M. Durrett
Officer — Chief Administrative Officer
Period of report
Aug 23, 2018
Accepted (ET)
Aug 27, 2018 · 4:01 pm EDT
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 StockF1,F2 | Aug 23, 2018 | F | 1,838 | $17.03 | D | 26,012 | D | |
| Class B Common StockF3 | holding | — | — | — | 165,038 | D |
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 UnitsF4 | — | holding | — | — | — | — | — | Class A Common Stock | 165,038 | 165,038 | D |
| Options to purchase Class A Common Stock, par value $0.01F5 | $2.87 | holding | — | — | — | — | Nov 20, 2025 | Class A Common Stock | 69,745 | 69,745 | D |
Explanation of responses
- F1Represents shares withheld by the Company to satisfy tax withholding obligations upon the vesting of previously granted Restricted Stock Awards.
- F2Includes 15,095 shares of Class A common stock subject to previously granted Restricted Stock Awards that remain subject to vesting.
- F3Each 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.
- F4Subject to the terms of 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 units in Solaris LLC (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.
- F5Represents options to purchase Class A common stock which became exercisable immediately following the completion of the IPO, and which were granted in 2015 pursuant to the Solaris LLC 2015 Membership Unit Option Plan. In connection with the consummation of the IPO, these options were converted into options under the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan. The options granted under the Solaris LLC 2015 Membership Unit Option Plan had an exercise price of $135.00 per unit, which exercise price was proportionately adjusted in connection with the IPO to an exercise price of $2.87 per share.