0000899243-19-007787.txt : 20190314 0000899243-19-007787.hdr.sgml : 20190314 20190314195438 ACCESSION NUMBER: 0000899243-19-007787 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190312 FILED AS OF DATE: 20190314 DATE AS OF CHANGE: 20190314 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Yorktown Energy Partners X, L.P. CENTRAL INDEX KEY: 0001577919 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38090 FILM NUMBER: 19682554 BUSINESS ADDRESS: STREET 1: 410 PARK AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-515-2115 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: 9811 KATY FREEWAY STREET 2: SUITE 700 CITY: HOUSTON STATE: TX ZIP: 77024 BUSINESS PHONE: (281)501-3070 MAIL ADDRESS: STREET 1: 9811 KATY FREEWAY STREET 2: SUITE 700 CITY: HOUSTON STATE: TX ZIP: 77024 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-03-12 0 0001697500 Solaris Oilfield Infrastructure, Inc. SOI 0001577919 Yorktown Energy Partners X, L.P. 410 PARK AVENUE 19TH FLOOR NEW YORK NY 10022 0 0 1 0 Class A Common Stock 2019-03-12 4 C 0 1000000 A 1000000 D Class A Common Stock 2019-03-12 4 S 0 1000000 15.50 D 0 D Class B Common Stock 2019-03-12 4 J 0 1000000 D 9954234 D Class A Common Stock 2019-03-14 4 C 0 1000000 A 1000000 D Class A Common Stock 2019-03-14 4 S 0 1000000 15.65 D 0 D Class B Common Stock 2019-03-14 4 J 0 1000000 D 8954234 D Solaris Oilfield Infrastructure, LLC Units 2019-03-12 4 C 0 1000000 D Class A Common Stock 1000000 9954234 D Solaris Oilfield Infrastructure, LLC Units 2019-03-14 4 C 0 1000000 D Class A Common Stock 1000000 8954234 D 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. 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. Yorktown Energy Partners X, L.P., By: Yorktown X Company LP, its general partner, By: Yorktown X Associates LLC, its general partner, /s/ W. Howard Keenan, Jr, Manager 2019-03-14