Ben M. Brigham - Mar 8, 2023 Form 3 Insider Report for Atlas Energy Solutions Inc. (AESI)

Role
Officer, Director, 10%+ Owner
Signature
/s/ Ben M. Brigham, by Dathan C. Voelter as Attorney-in-Fact
Stock symbol
AESI
Transactions as of
Mar 8, 2023
Transactions value $
$0
Form type
3
Date filed
3/8/2023, 08:14 PM
Previous filing
Jan 3, 2023
Next filing
Mar 15, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding AESI Class A Common Stock 2.26M Mar 8, 2023 See Footnote F1
holding AESI Class A Common Stock 36.9M Mar 8, 2023 See Footnote F2
holding AESI Class B Common Stock 42.9M Mar 8, 2023 See Footnote F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding AESI Atlas Sand Operating, LLC Units Mar 8, 2023 Class A Common Stock 42.9M See Footnote F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Includes 2,255,395 shares of Class A Common Stock held by Atlas Sand Holdings, LLC ("Holdings") of which Mr. Brigham may be deemed to share the right to direct the voting or disposition of the shares held thereby as the sole manager of Atlas Sand Management Company, LLC ("ASMC"), the managing member of Holdings. Mr. Brigham disclaims beneficial ownership of the shares held by Holdings except to the extent of his pecuniary interest therein, if any.
F2 Includes 36,892,106 shares of Class A Common Stock held by Atlas Sand Holdings II, LLC ("Holdings II") of which Mr. Brigham may be deemed to share the right to direct the voting or disposition of the shares held thereby as the sole manager of Atlas Sand Management Company II, LLC, the managing member of Holdings II. Mr. Brigham disclaims beneficial ownership of the shares held by Holdings II except to the extent of his pecuniary interest therein, if any.
F3 Includes 42,852,499 shares of Class B Common Stock held by Holdings of which Mr. Brigham may be deemed to share the right to direct the voting or disposition of the shares held thereby as the sole manager of ASMC, the managing member of Holdings. Mr. Brigham disclaims beneficial ownership of the shares held by Holdings except to the extent of his pecuniary interest therein, if any.
F4 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.
F5 Includes 42,852,499 Units held by Holdings of which Mr. Brigham may be deemed to share the right to direct the voting or disposition of the Units held thereby as the sole manager of ASMC, the managing member of Holdings. Mr. Brigham disclaims beneficial ownership of the Units held by Holdings except to the extent of his pecuniary interest therein, if any.

Remarks:

This Form 3 is being filed in connection with the effectiveness of the Registration Statement on Form S-1 (Registration No. 333-269488) of Atlas Energy Solutions Inc. See attached for Exhibit 24 - Power of Attorney. Executive Chairman and Chief Executive Officer