Form 4 for SEI Solaris Energy Infrastructure, Inc.
Accepted 2025-07-30 00:00:00 ET · period of report 2025-07-28 · accession 0001415889-25-020603 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2025-07-30 | 2025-07-28 | SEI | J Turbines, Inc. | 10% | J - Other | $0.00 | -4.00M | 2.11M | -65% | $0 |
| D | 2025-07-30 | 2025-07-28 | SEI | J Turbines, Inc. | 10% | C - Cnv Deriv | $0.00 | +4.00M | 4.00M | New | $0 |
| D | 2025-07-30 | 2025-07-28 | SEI | J Turbines, Inc. | 10% | S - Sale | $30.30 | -4.00M | 0 | -100% | -$121.20M |
| D | 2025-07-30 | 2025-07-28 | SEI | J Turbines, Inc. | 10% | C - Cnv Deriv | $0.00 | -4.00M | 2.11M | -65% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class B Common Stock | 2025-07-28 | J | D | 4,000,000 | $0.00 | 2,114,783 | D | — | — | (F1) 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. (F2) 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. (F3) 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. (F4) 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. |
| 2 | Common | Class A Common Stock | 2025-07-28 | C | A | 4,000,000 | $0.00 | 4,000,000 | D | — | — | (F2) 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. (F4) 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. |
| 3 | Common | Class A Common Stock | 2025-07-28 | S | D | 4,000,000 | $30.30 | 0 | D | — | — | |
| 4 | Derivative | Solaris Energy Infrastructure, LLC Units | 2025-07-28 | C | D | 4,000,000 | $0.00 | 2,114,783 | D | — · — to — | 4,000,000 Class A Common Stock | (F2) 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. (F5) After giving effect to the disposition reported herein, the Reporting Persons ceased to be a 10% Owner and are no longer subject to Section 16 of the Securities Exchange Act of 1934, as amended. (F4) 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. |