0000899243-17-013927.txt : 20170519 0000899243-17-013927.hdr.sgml : 20170519 20170519172411 ACCESSION NUMBER: 0000899243-17-013927 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170517 FILED AS OF DATE: 20170519 DATE AS OF CHANGE: 20170519 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Durrett Cynthia M. CENTRAL INDEX KEY: 0001705383 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38090 FILM NUMBER: 17858952 MAIL ADDRESS: STREET 1: 9811 KATY FREEWAY STREET 2: SUITE 900 CITY: HOUSTON STATE: TX ZIP: 77024 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-05-17 0 0001697500 Solaris Oilfield Infrastructure, Inc. SOI 0001705383 Durrett Cynthia M. 9811 KATY FREEWAY, SUITE 900 HOUSTON TX 77027 0 1 0 0 Chief Administrative Officer Class A Common Stock 2017-05-17 4 A 0 6870 0.00 A 6870 D Class B Common Stock 2017-05-17 4 A 0 6182 0.00 A 6182 D Solaris Oilfield Infrastructure, LLC Units 0.00 2017-05-17 4 A 0 6182 0.00 A Class A Common Stock 6182 6182 D Options to purchase Class A Common Stock, par value $0.01 2.87 2017-05-17 4 A 0 69745 0.00 A 2025-11-20 Class A Common Stock 69745 69745 D Restricted Stock Award pursuant to the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan (the "LTIP"). The award vests in full on the first anniversary of the grant date. 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. Upon closing of the Issuer's initial public offering (the "Offering"), (i) the First Amended and Restated Limited Liability Company Agreement of Solaris Oilfield Infrastructure, LLC ("Solaris LLC"), of which the Issuer is the managing member, was amended and restated (as amended and restated, the "Solaris LLC Agreement") to, among other things, convert all of the membership interests in Solaris LLC held by its existing owners, into a single class of units in Solaris LLC referred to as Solaris LLC Units and (ii) Solaris LLC distributed to its members, including the Reporting Person, one share of Class B common stock for each Solaris LLC Unit held by such members. 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. Represents options to purchase Class A common stock which became exercisable immediately following the completion of the Offering, and which were granted in 2015 pursuant to the Solaris LLC 2015 Membership Unit Option Plan. In connection with the consummation of the offering, these options were converted into options under the LTIP. 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 Offering to an exercise price of $2.87 per share. A number of shares of Class B common stock and Solaris LLC Units will be issued to the Reporting Person after the closing of the Offering based on (i) the Reporting Person's equity ownership in Loadcraft Site Services LLC, an entity which intends to distribute the shares of Class B common stock and Solaris LLC Units it received in connection with the Offering on a pro rata basis to its members, and (ii) the 10-day volume weighted average price of the Issuer's Class A common stock following date of its listing on the New York Stock Exchange. /s/ Cynthia M. Durrett 2017-05-19