0000950170-23-049507.txt : 20230922 0000950170-23-049507.hdr.sgml : 20230922 20230922213405 ACCESSION NUMBER: 0000950170-23-049507 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230913 FILED AS OF DATE: 20230922 DATE AS OF CHANGE: 20230922 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schmidt Richard W CENTRAL INDEX KEY: 0001993246 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41640 FILM NUMBER: 231272897 MAIL ADDRESS: STREET 1: 5410 BEE CAVE ROAD CITY: AUSTIN STATE: TX ZIP: 78746 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Atlas Energy Solutions Inc. CENTRAL INDEX KEY: 0001910950 STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400] IRS NUMBER: 880523830 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5918 W. COURTYARD DRIVE STREET 2: SUITE 500 CITY: AUSTIN STATE: TX ZIP: 78730 BUSINESS PHONE: (512) 220-1200 MAIL ADDRESS: STREET 1: 5918 W. COURTYARD DRIVE STREET 2: SUITE 500 CITY: AUSTIN STATE: TX ZIP: 78730 3 1 ownership.xml 3 X0206 3 2023-09-13 0 0001910950 Atlas Energy Solutions Inc. AESI 0001993246 Schmidt Richard W 5918 W. COURTYARD DRIVE SUITE 500 AUSTIN TX 78730 false false false true Member of 10% Owner Group. Class A Common Stock 145900 D Class A Common Stock 87476 I See Footnote Class B Common Stock 162139 D Class B Common Stock 1662045 I See Footnote Atlas Sand Operating, LLC Units Class A Common Stock 162139 D Atlas Sand Operating, LLC Units Class A Common Stock 1662045 I See Footnote Includes securities held by Schmidt Atlas LLC ("Schmidt LLC"), of which the reporting person is the sole manager. The reporting person disclaims beneficial ownership of the shares held by Schmidt LLC except to the extent of his pecuniary interest therein, if any. 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. At the request of the holder, each unit ("Unit") representing ownership interests in Atlas Sand Operating, LLC ("Atlas Operating") may be coupled with a share of Class B Common Stock and redeemed for, at the Issuer's election and subject to certain restrictions in the amended and restated limited liability company agreement of Atlas Operating (the "Atlas Operating LLC Agreement"), newly issued shares of Class A Common Stock of the Issuer on a one-for-one basis or for a cash payment to be determined pursuant to the Atlas Operating LLC Agreement for each Unit redeemed. The Units do not expire. See attached for Exhibit 24 - Power of Attorney. /s/ Dathan C. Voelter, as attorney-in-fact for Richard William Schmidt 2023-09-22 EX-24 2 aesi-ex24.htm EX-24 EX-24

 

POWER OF ATTORNEY
For Executing FORM ID, PASSPHRASE UPDATE REQUESTS,

Forms 3, FORMS 4 and FORMS 5,
Form 144 and Schedule 13D and 13G

The undersigned hereby constitutes and appoints John Turner and Dathan C. Voelter, or any of them acting without the other, with full power of substitution, as the undersigned’s true and lawful attorney-in-fact to:

1.
Execute for and on behalf of the undersigned (a) a Form ID and/or Passphrase Update Request Form (including amendments thereto), or any other forms prescribed by the United States Securities and Exchange Commission (the “SEC”), and thereafter request, and have access to, filing codes for the SEC’s Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) system (b) any Form 3, Form 4 and Form 5 (including amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), (c) Form 144 and (d) Schedule 13D and Schedule 13G (including amendments thereto) in accordance with Sections 13(d) and 13(g) of the Exchange Act, but only to the extent each Form 3, Form 4, Form 5, Form 144, Schedule 13D or Schedule 13G (including amendments thereto) relates to the undersigned’s beneficial ownership of securities of Atlas Energy Solutions Inc. (the “Company”) or any of its subsidiaries;
2.
Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute and file such Form ID, Passphrase Update Request Form with the SEC, any Form 3, Form 4, Form 5, Form 144, Schedule 13D or Schedule 13G (including amendments thereto) and timely file the forms or schedules with the SEC and any stock exchange or quotation system, self-regulatory association or any other authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and
3.
Take any other action in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in the form and shall contain the terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.

 

The undersigned hereby grants to the attorney-in-fact full power and authority to do and perform all and every act requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that the attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers granted herein. The undersigned acknowledges that the attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming (nor is the Company assuming) any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.

 

 

 

The undersigned agrees that the attorney-in-fact may rely entirely on information furnished orally or in writing by or at the direction of the undersigned to the attorney-in-fact. The undersigned also agrees to indemnify and hold harmless the Company and the attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omissions of necessary facts in the information provided by or at the direction of the undersigned, or upon the lack of timeliness in the delivery of information by or at the direction of the undersigned, to the attorney-in fact for purposes of executing, acknowledging, delivering or filing a Form ID (including amendments thereto), Form 3, Form 4, Form 5, Form 144, Schedule 13D or Schedule 13G (including amendments thereto) and agrees to reimburse the Company and the attorney-in-fact on demand for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file a Form ID (including amendments thereto), Form 3, Form 4, Form 5, Form 144, Schedule 13D and Schedule 13G (including amendments thereto) with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the attorney-in-fact. This Power of Attorney does not revoke any other power of attorney that the undersigned has previously granted.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

Richard Schmidt

By:

/s/ Richard Schmidt

Name: Richard Schmidt

Title: Investor

Date: September 8, 2023