Filing Details

Accession Number:
0000950170-25-066193
Form Type:
4
Zero Holdings:
No
Publication Time:
2025-05-07 20:33:49
Reporting Period:
2025-05-05
Filing Date:
2025-05-07
Accepted Time:
2025-05-07 20:33:49
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1697500 Solaris Energy Infrastructure Inc. SEI Oil & Gas Field Machinery & Equipment (3533) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
2036326 J Turbines, Inc. 2929 Buffalo Speedway, A1204
Houston TX 77098
No No No No
2036656 Abraham John Johnson 2929 Buffalo Speedway, A1204
Houston TX 77098
No No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class B Common Stock Disposition 2025-05-05 1,850,000 $0.00 6,264,783 No 4 J Direct
Class A Common Stock Acquisiton 2025-05-05 1,850,000 $0.00 1,850,000 No 4 C Direct
Class A Common Stock Disposition 2025-05-05 1,850,000 $20.60 0 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 J Direct
No 4 C Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Solaris Energy Infrastructure, LLC Units Disposition 2025-05-05 1,850,000 $0.00 1,850,000 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
6,264,783 No 4 C Direct
Footnotes
  1. Each share of Class B common stock, par value $0.00 per share ("Class B common stock") of Solaris Energy Infrastructure, Inc. (the "Issuer") has no economic rights but entitles the holder to one vote on all matters to be voted on by the stockholders generally.
  2. Subject to the terms of the Second Amended and Restated Limited Liability Company Agreement of Solaris Energy Infrastructure, LLC ("Solaris LLC"), dated as of May 11, 2017, as amended from time to time, included as Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the "SEC") on May 17, 2017, units of Solaris LLC ("Solaris LLC Units") (together with a corresponding number of shares of the Issuer's Class B common stock) are exchangeable from time to time for shares of the Issuer's Class A common stock, par value $0.01 per share ("Class A common stock"). The shares of Class B common stock reported herein were cancelled for no consideration on a one-for-one basis upon the redemption by the reporting persons of its Solaris LLC Units (together with a corresponding number of shares of Class B common stock) for the shares of Class A common stock reported herein.
  3. In connection with the sale on May 5, 2025, J Turbines, Inc. ("J Turbines") (i) converted 1,850,000 shares of the Issuer's Class B common stock and an equal number of Solaris LLC Units into 1,850,000 shares of the Issuer's Class A common stock and (ii) sold 1,850,000 shares of the Issuer's Class A common stock at a price per share of $20.60.
  4. Includes securities received in connection with transactions contemplated by the Contribution Agreement, dated July 9, 2024, by and among the Issuer, Solaris LLC, John A. Johnson, John Tuma, J Turbines and KTR Management Company, LLC ("KTR"), a Texas limited liability company. On September 11, 2024, J Turbines and KTR each received, among other things, 8,114,783 shares of the Issuer's Class B common stock, together with a corresponding number of Solaris LLC Units in exchange for all of the issued and outstanding equity interests of Mobile Energy Rentals LLC, a Texas limited liability company, as more fully described in the Schedule 13D filed by the reporting persons with the SEC on September 13, 2024.
  5. Represents securities held directly by J Turbines. John A. Johnson owns all of the issued and outstanding equity interests of J Turbines and has the sole authority to vote or dispose of the shares held by J Turbines in his sole discretion. Mr. Johnson may therefore be deemed to beneficially own the securities of the Issuer held directly by J Turbines.