X0306 4 2016-05-27 0 0001506401 InfraREIT, Inc. HIFR 0001630928 Nelson Benjamin D. 1807 ROSS AVENUE, 4TH FLOOR DALLAS TX 75201 0 1 0 0 SVP & General Counsel common stock, $0.01 par value per share 2016-05-27 4 J 0 5500 A 11769 D common units common stock 34215 34215 I By Electricity Participant Partnership, LLC Represents the receipt of a grant of common stock by Mr. Nelson from Hunt Transmission Services, LLC, a subsidiary of Hunt Consolidated, Inc. ("HCI"), as incentive compensation. The stock is restricted and subject to vesting. The shares will vest one-third on January 1, 2017, one-third on January 1, 2018 and the balance of shares will vest on January 1, 2019, subject to continual service by Mr. Nelson with HCI or an affiliate thereof on such dates. In the aggregate, Mr. Nelson beneficially owns 45,984 shares of common stock, consisting of the 11,769 shares of common stock shown in Table I and the 34,215 shares underlying the common units shown in Table II. Represents common units of InfraREIT Partners, LP. Pursuant to the Third Amended and Restated Agreement of Limited Partnership of InfraREIT Partners, LP, common units are redeemable for cash or, at InfraREIT, Inc.'s election, shares of InfraREIT, Inc.'s common stock on a one-for-one basis. The right to redeem common units does not have an expiration date. The 34,215 common units beneficially owned by Mr. Nelson are held by Electricity Participant Partnership, LLC, a subsidiary of Hunt Consolidated, Inc. /s/ Gregory S. Imhoff, as Attorney-In-Fact for Benjamin D. Nelson 2016-05-31