0000950170-24-089436.txt : 20240801 0000950170-24-089436.hdr.sgml : 20240801 20240801171506 ACCESSION NUMBER: 0000950170-24-089436 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240731 FILED AS OF DATE: 20240801 DATE AS OF CHANGE: 20240801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bates Simon CENTRAL INDEX KEY: 0001654218 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35416 FILM NUMBER: 241167864 MAIL ADDRESS: STREET 1: 62 WHITTEMORE AVE CITY: CAMBRIDGE STATE: MA ZIP: 02140 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: U.S. SILICA HOLDINGS, INC. CENTRAL INDEX KEY: 0001524741 STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400] ORGANIZATION NAME: 01 Energy & Transportation IRS NUMBER: 263718801 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 24275 KATY FREEWAY STREET 2: SUITE 600 CITY: KATY STATE: TX ZIP: 77494 BUSINESS PHONE: (281) 258-2170 MAIL ADDRESS: STREET 1: 24275 KATY FREEWAY STREET 2: SUITE 600 CITY: KATY STATE: TX ZIP: 77494 FORMER COMPANY: FORMER CONFORMED NAME: GGC USS HOLDINGS, INC. DATE OF NAME CHANGE: 20110630 4 1 ownership.xml 4 X0508 4 2024-07-31 true 0001524741 U.S. SILICA HOLDINGS, INC. SLCA 0001654218 Bates Simon C/O US SILICA HOLDINGS INC. 24275 KATY FREEWAY, SUITE 600 KATY TX 77494 true false false false false Common Stock 2024-07-31 4 D false 9413 15.50 D 8710 D Common Stock 2024-07-31 4 D false 8710 15.50 D 0 D Represents shares of U.S. Silica Holdings, Inc. (the "Issuer") common stock, par value $0.01 per share (the "Shares"), disposed of in connection with the Agreement and Plan of Merger, dated as of April 26, 2024 (the "Merger Agreement"), by and among the Issuer, Star Holding LLC and Star Merger Co. In accordance with the Merger Agreement, at the effective time (the "Effective Time") of the merger contemplated thereby (the "Merger"), each Share held by the reporting person was converted into the right to receive $15.50 per share in cash (the "Merger Consideration"), without interest and subject to any required withholding taxes. In accordance with the Merger Agreement, at the Effective Time, each restricted stock unit award (excluding any performance share unit award) issued pursuant to the U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan, as amended and restated from time to time (the "Company Equity Plan") (each an "RSU"), that was outstanding as of immediately prior to the Effective Time vested in full and was cancelled in exchange for the right to receive an amount in cash, without interest, equal to the product of (x) the number of Shares subject to such RSU immediately prior to the Effective Time multiplied by (y) the Merger Consideration less (z) any applicable taxes required to be withheld with respect to such payment. /s/ Stacy Russell, as Attorney-in-Fact 2024-08-01