0001104659-17-068917.txt : 20171115
0001104659-17-068917.hdr.sgml : 20171115
20171115185252
ACCESSION NUMBER: 0001104659-17-068917
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20171113
FILED AS OF DATE: 20171115
DATE AS OF CHANGE: 20171115
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Keenan W Howard JR
CENTRAL INDEX KEY: 0001370287
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38090
FILM NUMBER: 171206344
MAIL ADDRESS:
STREET 1: 410 PARK AVENUE
STREET 2: 19TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
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: 8901 GAYLORD DRIVE
STREET 2: SUITE 210
CITY: HOUSTON
STATE: TX
ZIP: 77024
BUSINESS PHONE: (281)501-3070
MAIL ADDRESS:
STREET 1: 8901 GAYLORD DRIVE
STREET 2: SUITE 210
CITY: HOUSTON
STATE: TX
ZIP: 77024
4
1
a4.xml
4
X0306
4
2017-11-13
0
0001697500
Solaris Oilfield Infrastructure, Inc.
SOI
0001370287
Keenan W Howard JR
410 PARK AVENUE, 19TH FLOOR
NEW YORK
NY
10022
1
0
0
0
Class A Common Stock
7170
D
Class A Common Stock
2017-11-13
4
C
0
2107089
A
2107089
I
See Footnote
Class A Common Stock
2017-11-14
4
S
0
2107089
15.0412
D
0
I
See Footnote
Class B Common Stock
2017-11-13
4
J
0
2107089
D
12915734
I
See Footnote
Class A Common Stock
2017-11-14
4
C
0
553112
A
553112
I
See Footnote
Class A Common Stock
2017-11-15
4
S
0
553112
15.0412
D
0
I
See Footnote
Class B Common Stock
2017-11-14
4
J
0
553112
D
12362622
I
See Footnote
Solaris Oilfield Infrastructure, LLC Units
2017-11-13
4
C
0
2107089
D
Class A Common Stock
2107089
12915734
I
See Footnote
Solaris Oilfield Infrastructure, LLC Units
2017-11-14
4
C
0
553112
D
Class A Common Stock
553112
12362622
I
See Footnote
Shares of Class A common stock subject to previously granted Restricted Stock Awards that remain subject to vesting.
Pursuant 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 (except the shares of Class A common stock described in footnote 1 above).
The reporting person disclaims beneficial ownership of these securities except to the extent of his 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.
These securities are owned directly by Yorktown X. The reporting person is a member and manager of Yorktown X Associates LLC, the general partner of Yorktown X Company LP, the general partner of Yorktown X.
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 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.
/s/ Cynthia M. Durrett, as attorney-in-fact for W. Howard Keenan, Jr.
2017-11-15