KTR Management Company, LLC - Sep 11, 2024 Form 3 Insider Report for Solaris Energy Infrastructure, Inc. (SEI)

Role: 10%+ Owner
Signature: KTR Management Company, LLC By: /s/ Christopher M. Powell, Attorney-in-Fact
Stock symbol: SEI
Transactions as of: Sep 11, 2024
Transactions value $: $0
Form type: 3
Date filed: 9/13/2024, 07:44 PM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	SEI	Class B Common Stock						8.11M	Sep 11, 2024	Direct	F1, F2, F3

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	SEI	Solaris Energy Infrastructure, LLC Units							Sep 11, 2024	Class A Common Stock	8.11M	$0.00	Direct	F2, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each share of Class B common stock, par value $0.00 per share ("Class B common stock") of Solaris Energy Infrastructure, Inc., a Delaware corporation (f/k/a Solaris Oilfield 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.
F2	Includes securities received in connection with transactions contemplated by the Contribution Agreement, dated July 9, 2024, by and among the Issuer, Solaris Energy Infrastructure, LLC (f/k/a Solaris Oilfield Infrastructure, LLC) ("Solaris LLC"), a Delaware limited liability company and a subsidiary of the Issuer, John A. Johnson, John Tuma, J Turbines, Inc. ("J Turbines"), a Delaware corporation, 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 Class B common stock, together with a corresponding number of units in Solaris LLC ("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 KTR on September 13, 2024.
F3	Represents securities held directly by KTR. John Tuma owns all of the issued and outstanding equity interests of KTR and has the sole authority to vote or dispose of the shares held by KTR in his sole discretion. Mr. Tuma may therefore be deemed to beneficially own the securities of the Issuer held directly by KTR.
F4	Subject to the terms of the Second Amended and Restated Limited Liability Company Agreement of Solaris LLC, dated as of May 11, 2017, as amended form time to time, included as Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed May 17, 2017, 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, par value $0.01 per share, of the Issuer.