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Filing Details

Accession Number:: 0001104659-19-013412
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-03-07 17:09:16
Reporting Period:: 2019-03-05

Accepted Time:: 2019-03-07 17:09:16
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1697500	Solaris Oilfield Infrastructure Inc.	SOI	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1227489	R James Burke	9811 Katy Freeway, Suite 700 Houston TX 77024		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2019-03-05	10,629	$2.87	16,270	No	4	M	Direct
Class A Common Stock	Disposition	2019-03-05	1,820	$16.76	14,450	No	4	F	Direct
Class A Common Stock	Disposition	2019-03-05	8,809	$16.76	5,641	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	F	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Options to purchase Class A Common Stock, par value $0.01	Disposition	2019-03-05	10,629	$0.00	10,629	$2.87

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		2025-11-20	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class B Common Stock	92,734	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Solaris Oilfield Infrastructure, LLC Units	$0.00			92,734	92,734	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	92,734	92,734	Direct

Footnotes

Represents options to purchase Class A common stock which become exercisable immediately following the completion of the IPO, and which were granted in 2015 pursuant to the Solaris LLC 2015 Membership Unit Option Plan. In connection with the consummation of the IPO, these options were converted into options under the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan. The options granted under the Solaris LLC 2015 Membership Unit Option Plan had an exercise price of $135.00 per unit, which exercise price was proportionately adjusted in connection with the IPO to an exercise price of $2.87 per share.
Includes Class A common stock subject to previously granted Restricted Stock Awards that remain subject to vesting.
Reflects 1,820 shares withheld by the Issuer at the market price of $16.7634 per share, less an exercise price of $2.87 per share, to fund the cashless exercise of 10,629 options.
The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.645 to $16.90 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, information regarding the number of shares sold at each separate price within the range set forth above.
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 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 units in the Solaris LLC (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.