03/03/2026 | Press release | Distributed by Public on 03/03/2026 16:51
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Solaris Energy Infrastructure, LLC Units | (6) | (6) | (6) | Class A Common Stock | 489,511 | 489,511 | D | ||||||||
| Solaris Energy Infrastructure, LLC Units | (6) | (6) | (6) | Class A Common Stock | 57,166 | 57,166 | I | 401(k) Plan | |||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Ramachandran Kyle S. 9651 KATY FREEWAY SUITE 300 HOUSTON, TX 77024 |
President | |||
| /s/ Christopher M. Powell, Attorney-in-Fact | 03/03/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Restricted Stock Award granted pursuant to the Solaris Energy Infrastructure, Inc. Long Term Incentive Plan on the date indicated. The award vests in three equal installments on the first three anniversaries of the grant date. |
| (2) | Reflects the vesting and settlement of shares that relate to multiple Performance-Based Restricted Stock Unit (PSU) awards granted pursuant to the Solaris Energy Infrastructure, Inc. Long Term Incentive Plan. The PSUs which were originally granted on March 1, 2023, March 1, 2024 and March 1, 2025 vested and were settled based on the Issuer's level of achievement with respect to the applicable performance goals. |
| (3) | Represents shares withheld by the Company to satisfy tax withholding obligations upon the vesting of previously granted Restricted Stock Awards and Performance-Based Restricted Stock Awards. |
| (4) | Includes 115,190 shares of Class A common stock subject to previously granted Restricted Stock Awards that remain subject to vesting. |
| (5) | 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. |
| (6) | 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. |