William A. Zartler - Mar 1, 2024 Form 4 Insider Report for Solaris Oilfield Infrastructure, Inc. (SOI)

Role
CHAIRMAN AND CEO, Director, 10%+ Owner
Signature
/s/ Christopher M. Powell, Attorney-in-Fact
Stock symbol
SOI
Transactions as of
Mar 1, 2024
Transactions value $
-$445,420
Form type
4
Date filed
3/5/2024, 06:34 PM
Previous filing
Dec 19, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % Price $ Shares After Date Ownership Footnotes
transaction SOI Class A Common Stock Award $0 +267 K +41.13% $0.00 918 K Mar 1, 2024 Direct F1, F2
transaction SOI Class A Common Stock Tax liability -$445 K -52.6 K -5.73% $8.47 865 K Mar 1, 2024 Direct F3, F4
holding SOI Class B Common Stock 727 K Mar 1, 2024 Direct
holding SOI Class B Common Stock 3.51 M Mar 1, 2024 See Footnote F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding SOI Solaris Oilfield Infrastructure, LLC Units 727 K Mar 1, 2024 Class A Common Stock 727 K Direct F6
holding SOI Solaris Oilfield Infrastructure, LLC Units 3.51 M Mar 1, 2024 Class A Common Stock 3.51 M See Footnote F5, F6

Explanation of Responses:

Id Content
F1 Includes 262,500 shares from Restricted Stock Award granted pursuant to the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan on the date indicated. The award vests in three equal annual installments on the first three anniversaries of the grant date.
F2 Includes 4,911 shares vested from Performance-Based Restricted Stock Unit (PSU) Agreement pursuant to the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan. The PSUs, which were originally granted on March 1, 2023, vested based on the issuer's level of achievement with respect to relative total stockholder return during the applicable performance period (which began on January 1, 2023 and ended on December 31, 2023).
F3 Represents shares withheld by the Company to satisfy tax withholding obligations upon the vesting of previously granted Restricted Stock Awards and Performance-Based Restricted Stock Awards.
F4 Includes 436,717 shares of Class A common stock subject to previously granted Restricted Stock Awards that remain subject to vesting.
F5 Represents shares held by Solaris Energy Capital. The Reporting Person is the sole member of Solaris Energy Capital and has the authority to vote or dispose of the shares held by Solaris Energy Capital in his sole discretion. The Reporting Person disclaims beneficial ownership of the shares held by Solaris Energy Capital in excess of his pecuniary interest therein.
F6 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.