STOCK TITAN

Yorktown X converts and sells 2M Solaris Energy (SEI) Class A shares

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

Rhea-AI Filing Summary

Solaris Energy Infrastructure, Inc. director-related entity Yorktown Energy Partners X, L.P. converted 2,000,000 Solaris Energy Infrastructure, LLC units and corresponding Class B shares into 2,000,000 shares of Class A common stock, then sold all 2,000,000 Class A shares in open-market transactions at $74.50 per share.

After these transactions, Yorktown X continues to hold 5,079,234 Solaris LLC units and 5,079,234 shares of Class B common stock, which carry voting but no economic rights. Keenan W. Howard Jr. reports these positions indirectly and disclaims beneficial ownership beyond his pecuniary interest.

Positive

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Negative

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Insights

Yorktown X converted 2M units into Class A shares and sold them, while retaining over 5M LLC units and Class B shares.

The transactions show Yorktown Energy Partners X, L.P. redeeming 2,000,000 Solaris LLC units paired with Class B common stock for 2,000,000 Class A shares, then selling those Class A shares at $74.50 each. This is a classic conversion-and-sale pattern moving exposure from private LLC units into publicly traded stock and then into cash.

Post-transaction, Yorktown X still holds 5,079,234 Solaris LLC units and 5,079,234 Class B shares, preserving a sizeable indirect stake with voting rights tied to the LLC units. Keenan W. Howard Jr. reports these holdings indirectly and disclaims beneficial ownership beyond his pecuniary interest, so the economic exposure is primarily at the fund level rather than personal.

Insider Keenan W Howard JR
Role null
Sold 2,000,000 shs ($149.00M)
Type Security Shares Price Value
Conversion Solaris Energy Infrastructure, LLC Units 2,000,000 $0.00 --
Other Class B Common Stock 2,000,000 $0.00 --
Conversion Class A Common Stock 2,000,000 $0.00 --
Sale Class A Common Stock 2,000,000 $74.50 $149.00M
Holdings After Transaction: Solaris Energy Infrastructure, LLC Units — 5,079,234 shares (Indirect, See Footnote); Class B Common Stock — 5,079,234 shares (Indirect, See Footnote); Class A Common Stock — 2,000,000 shares (Indirect, See footnote)
Footnotes (1)
  1. 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. Pursuant to the Second Amended and Restated Limited Liability Company Agreement of Solaris Energy Infrastructure, LLC ("Solaris LLC"), dated as of May 11, 2017, included as Exhibit 10.4 to Solaris Energy Infrastructure, Inc.'s (the "Issuer") Annual Report on Form 10-K for the year ended December 31, 2023 (as amended, the "Solaris LLC Agreement"), the shares of the Issuer's Class B common stock reported herein were cancelled for no consideration on a one-for-one basis upon the redemption by Yorktown Energy Partners X, L.P., a Delaware limited partnership ("Yorktown X"), of units in Solaris LLC ("Solaris LLC Units") (together with a corresponding number of shares of the Issuer's Class B common stock, par value $0.00 per share ("Class B common stock")) for shares of the Issuer's Class A common stock, par value $0.01 per share ("Class A common stock") reported herein. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for Section 16 or any other purpose. These securities are owned directly by Yorktown Energy Partners X, L.P., a Delaware limited partnership ("Yorktown X"). The reporting person is a member and manager of Yorktown X Associates LLC, the general partner of Yorktown X Company LP, the general partner of Yorktown X. Subject to the terms of the Solaris LLC Agreement, the 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.
Class A shares sold 2,000,000 shares Open-market sale on 2026-05-06
Sale price $74.50 per share Class A common stock sale
Class A shares after sale 0 shares Indirect holdings via Yorktown X
Solaris LLC units remaining 5,079,234 units Indirectly held by Yorktown X after conversion
Class B shares remaining 5,079,234 shares Voting-only Class B common stock after transactions
Units converted 2,000,000 units Solaris LLC units converted into Class A shares
Class B common stock financial
"Each share of Class B common stock has no economic rights but entitles its holder to one vote"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
Solaris LLC Units financial
"redemption by Yorktown Energy Partners X, L.P. of units in Solaris LLC ("Solaris LLC Units")"
derivative conversion financial
"transaction_action": "derivative conversion""
pecuniary interest financial
"disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein"
Section 16 regulatory
"beneficial owner of the securities for Section 16 or any other purpose"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
SEC Form 4
FORM 4UNITED 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*
Keenan W Howard JR

(Last)(First)(Middle)
410 PARK AVENUE, 20TH FLOOR

(Street)
NEW YORK NEW YORK 10022

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Solaris Energy Infrastructure, Inc. [ SEI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class B Common Stock(1)05/06/2026J(2)2,000,000D$0(2)5,079,234(3)ISee Footnote(4)
Class A Common Stock05/06/2026C(2)2,000,000A$0(2)2,000,000ISee footnote(4)
Class A Common Stock05/06/2026S2,000,000D$74.50ISee footnote(4)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Solaris Energy Infrastructure, LLC Units(5)05/06/2026C2,000,000 (5) (5)Class A Common Stock2,000,000(5)5,079,234ISee Footnote(4)
Explanation of Responses:
1. 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.
2. Pursuant to the Second Amended and Restated Limited Liability Company Agreement of Solaris Energy Infrastructure, LLC ("Solaris LLC"), dated as of May 11, 2017, included as Exhibit 10.4 to Solaris Energy Infrastructure, Inc.'s (the "Issuer") Annual Report on Form 10-K for the year ended December 31, 2023 (as amended, the "Solaris LLC Agreement"), the shares of the Issuer's Class B common stock reported herein were cancelled for no consideration on a one-for-one basis upon the redemption by Yorktown Energy Partners X, L.P., a Delaware limited partnership ("Yorktown X"), of units in Solaris LLC ("Solaris LLC Units") (together with a corresponding number of shares of the Issuer's Class B common stock, par value $0.00 per share ("Class B common stock")) for shares of the Issuer's Class A common stock, par value $0.01 per share ("Class A common stock") reported herein.
3. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for Section 16 or any other purpose.
4. These securities are owned directly by Yorktown Energy Partners X, L.P., a Delaware limited partnership ("Yorktown X"). The reporting person is a member and manager of Yorktown X Associates LLC, the general partner of Yorktown X Company LP, the general partner of Yorktown X.
5. Subject to the terms of the Solaris LLC Agreement, the 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.
Remarks:
/s/ Christopher M. Powell, Attorney-in-Fact05/07/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

Who actually sold the 2,000,000 Solaris Energy Infrastructure (SEI) Class A shares?

The 2,000,000 Class A shares were sold by Yorktown Energy Partners X, L.P., not directly by Keenan W. Howard Jr. Howard reports the transactions because of his roles with Yorktown X’s general partner entities but disclaims beneficial ownership beyond his pecuniary interest.

At what price were Solaris Energy Infrastructure (SEI) shares sold in this Form 4 event?

The 2,000,000 shares of Class A common stock were sold at $74.50 per share. The sale followed a conversion where Solaris LLC units and corresponding Class B shares were exchanged one-for-one into the same number of Class A shares.

What holdings remain after the Solaris Energy Infrastructure (SEI) transactions?

After these transactions, Yorktown X holds 5,079,234 Solaris LLC units and 5,079,234 Class B shares. Each Class B share carries one vote but no economic rights, while economic exposure is tied to the associated Solaris LLC units held by Yorktown X.

How are Solaris Energy Infrastructure (SEI) Class B shares described in these transactions?

Each Class B common share carries one vote but has no economic rights. In the reported transactions, 2,000,000 Class B shares were cancelled one-for-one when the matching Solaris LLC units were redeemed and converted into 2,000,000 Class A shares for Yorktown X.

What does Keenan W. Howard Jr. disclose about beneficial ownership in Solaris Energy Infrastructure (SEI)?

Keenan W. Howard Jr. discloses that the securities are owned directly by Yorktown X, where he serves in management roles at general partner entities. He expressly disclaims beneficial ownership of these securities except for his pecuniary interest in Yorktown X.