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Solaris Energy (SEI) co-CEO receives 265,656 Class A share awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Zartler William A reported acquisition or exercise transactions in this Form 4 filing.

Solaris Energy Infrastructure, Inc. chairman and co-CEO William A. Zartler reported equity awards in Class A common stock. He received a 150,000-share restricted stock award that vests in three equal installments over three years, plus 115,656 shares delivered upon vesting of prior performance-based restricted stock units.

After these transactions, his directly held Class A stake increased, which includes 387,755 unvested restricted shares. The filing also lists his direct and indirect holdings of Solaris Energy Infrastructure, LLC units and associated Class B common stock, which carry voting but no economic rights.

Positive

  • None.

Negative

  • None.

Insights

SEI’s co-CEO reported sizable stock awards tied to time-based and performance-based vesting.

The filing shows William A. Zartler receiving 150,000 time-vested restricted shares and 115,656 shares from vested performance-based RSUs under Solaris Energy Infrastructure’s long-term incentive plan. These are equity compensation events, not open-market purchases or sales.

The restricted stock vests in three equal installments on the first three anniversaries of the grant date, aligning part of his compensation with future service. The performance-based units vested based on the company’s achievement of specified goals, linking realized value to prior performance rather than current trading activity.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Zartler William A

(Last) (First) (Middle)
9651 KATY FREEWAY
SUITE 300

(Street)
HOUSTON TX 77024

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Solaris Energy Infrastructure, Inc. [ SEI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman and Co-CEO
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 03/01/2026 A 150,000(1) A $0 1,199,227 D
Class A Common Stock 03/01/2026 A 115,656(2) A $0 1,314,883(3) D
Class B Common Stock(4) 726,819 D
Class B Common Stock(4) 3,513,496 I See Footnote(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Solaris Energy Infrastructure, LLC Units (6) (6) (6) Class A Common Stock 726,819 726,819 D
Solaris Energy Infrastructure, LLC Units (6) (6) (6) Class A Common Stock 3,513,496 3,513,496 I See Footnote(5)
Explanation of Responses:
1. Restricted Stock Award granted pursuant to the Solaris Energy Infrastructure, Inc. Long Term Incentive Plan on the date indicated. The award vests in three equal installments on the first three anniversaries of the grant date.
2. Reflects the vesting and settlement of shares that relate to multiple Performance-Based Restricted Stock Unit (PSU) awards granted pursuant to the Solaris Energy Infrastructure, Inc. Long Term Incentive Plan. The PSUs which were originally granted on March 1, 2023, March 1, 2024 and March 1, 2025 vested and were settled based on the Issuer's level of achievement with respect to the applicable performance goals
3. Includes 387,755 shares of Class A common stock subject to previously granted Restricted Stock Awards that remain subject to vesting.
4. Each share of Class B common stock has no economic rights but entitles the holder to one vote on all matters to be voted on by the stockholders generally.
5. 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.
6. Subject to 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.
Remarks:
/s/ Christopher M. Powell, Attorney-in-Fact 03/03/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did SEI’s William A. Zartler acquire in this Form 4 filing?

William A. Zartler reported acquiring 150,000 shares of Class A common stock as a restricted stock award and 115,656 Class A shares from vested performance-based restricted stock units, all under Solaris Energy Infrastructure’s long-term incentive plan, with no purchase price per share disclosed.

How do William A. Zartler’s new restricted stock awards at SEI vest?

The 150,000-share restricted stock award vests in three equal installments on the first three anniversaries of the March 1, 2026 grant date. This schedule means one-third of the award becomes unrestricted each year over three years, subject to the plan’s conditions and continued service.

What performance-based awards vested for SEI’s William A. Zartler?

115,656 shares of Class A common stock were delivered upon vesting and settlement of multiple performance-based restricted stock unit awards originally granted in 2023, 2024, and 2025. Vesting depended on Solaris Energy Infrastructure’s achievement of specified performance goals under its long-term incentive plan.

What ongoing unvested equity does William A. Zartler hold in SEI?

His direct Class A holdings include 387,755 shares subject to previously granted restricted stock awards that remain unvested. These shares continue to be governed by their original vesting conditions, so their economic benefit depends on future vesting under Solaris Energy Infrastructure’s long-term incentive arrangements.

What is the role of SEI Class B common stock in Zartler’s holdings?

Class B common stock carries no economic rights but provides one vote per share on stockholder matters. Zartler holds Class B shares directly and indirectly alongside Solaris Energy Infrastructure, LLC units, which are exchangeable into Class A shares under the Solaris LLC Agreement, pairing governance rights with underlying LLC interests.

How are Solaris Energy Infrastructure, LLC units related to SEI Class A stock?

Under the Solaris LLC Agreement, Solaris Energy Infrastructure, LLC units, together with a corresponding number of Class B shares, are exchangeable from time to time for shares of SEI Class A common stock. This structure allows holders to convert LLC interests into publicly traded equity while adjusting their voting arrangements.

What indirect holdings are attributed to Solaris Energy Capital in SEI’s filing?

Some shares are held by Solaris Energy Capital, where William A. Zartler is the sole member and can vote or dispose of shares. He disclaims beneficial ownership beyond his pecuniary interest, meaning only the portion reflecting his economic stake is attributed to him for ownership calculations in the disclosure.
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