William A. Zartler - Mar 1, 2024 Form 4 Insider Report for Solaris Oilfield Infrastructure, Inc. (SOI)

Role: CHAIRMAN AND CEO, Director, 10%+ Owner
Signature: /s/ Christopher M. Powell, Attorney-in-Fact
Stock symbol: SOI
Transactions as of: Mar 1, 2024
Transactions value $: -$445,420
Form type: 4
Date filed: 3/5/2024, 06:34 PM
Previous filing: Dec 19, 2023
Next filing: Oct 24, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SOI	Class A Common Stock	Award	$0	+267K	+41.13%	$0.00	918K	Mar 1, 2024	Direct	F1, F2
transaction	SOI	Class A Common Stock	Tax liability	-$445K	-52.6K	-5.73%	$8.47	865K	Mar 1, 2024	Direct	F3, F4
holding	SOI	Class B Common Stock						727K	Mar 1, 2024	Direct
holding	SOI	Class B Common Stock						3.51M	Mar 1, 2024	See Footnote	F5

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	SOI	Solaris Oilfield Infrastructure, LLC Units						727K	Mar 1, 2024	Class A Common Stock	727K		Direct	F6
holding	SOI	Solaris Oilfield Infrastructure, LLC Units						3.51M	Mar 1, 2024	Class A Common Stock	3.51M		See Footnote	F5, F6

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

Explanation of Responses:

Id	Content
F1	Includes 262,500 shares from Restricted Stock Award granted pursuant to the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan on the date indicated. The award vests in three equal annual installments on the first three anniversaries of the grant date.
F2	Includes 4,911 shares vested from Performance-Based Restricted Stock Unit (PSU) Agreement pursuant to the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan. The PSUs, which were originally granted on March 1, 2023, vested based on the issuer's level of achievement with respect to relative total stockholder return during the applicable performance period (which began on January 1, 2023 and ended on December 31, 2023).
F3	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.
F4	Includes 436,717 shares of Class A common stock subject to previously granted Restricted Stock Awards that remain subject to vesting.
F5	Represents shares held by Solaris Energy Capital. The Reporting Person is the sole member of Solaris Energy Capital and has the authority to vote or dispose of the shares held by Solaris Energy Capital in his sole discretion. The Reporting Person disclaims beneficial ownership of the shares held by Solaris Energy Capital in excess of his pecuniary interest therein.
F6	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.