0001104659-19-013412.txt : 20190307 0001104659-19-013412.hdr.sgml : 20190307 20190307170916 ACCESSION NUMBER: 0001104659-19-013412 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190305 FILED AS OF DATE: 20190307 DATE AS OF CHANGE: 20190307 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BURKE JAMES R CENTRAL INDEX KEY: 0001227489 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38090 FILM NUMBER: 19666642 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Solaris Oilfield Infrastructure, Inc. CENTRAL INDEX KEY: 0001697500 STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9811 KATY FREEWAY STREET 2: SUITE 900 CITY: HOUSTON STATE: TX ZIP: 77024 BUSINESS PHONE: (281)501-3070 MAIL ADDRESS: STREET 1: 9811 KATY FREEWAY STREET 2: SUITE 900 CITY: HOUSTON STATE: TX ZIP: 77024 4 1 a4.xml 4 X0306 4 2019-03-05 0 0001697500 Solaris Oilfield Infrastructure, Inc. SOI 0001227489 BURKE JAMES R 9811 KATY FREEWAY, SUITE 700 HOUSTON TX 77024 1 0 0 0 Class A Common Stock 2019-03-05 4 M 0 10629 2.87 A 16270 D Class A Common Stock 2019-03-05 4 F 0 1820 16.7634 D 14450 D Class A Common Stock 2019-03-05 4 S 0 8809 16.7634 D 5641 D Class B Common Stock 92734 D Options to purchase Class A Common Stock, par value $0.01 2.87 2019-03-05 4 M 0 10629 0.00 D 2025-11-20 Class A Common Stock 10629 0 D Solaris Oilfield Infrastructure, LLC Units Class A Common Stock 92734 92734 D Represents options to purchase Class A common stock which become 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. Includes Class A common stock subject to previously granted Restricted Stock Awards that remain subject to vesting. Reflects 1,820 shares withheld by the Issuer at the market price of $16.7634 per share, less an exercise price of $2.87 per share, to fund the cashless exercise of 10,629 options. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.645 to $16.90 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, information regarding the number of shares sold at each separate price within the range set forth above. Each 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. Subject 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 the 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. /s/ Cynthia M. Durrett, as attorney-in-fact for James R. Burke 2019-03-07