Smart Sand Inc SEC Filings

Smart Sand, Inc. announced that it has adopted a Rule 10b5-1 trading plan to support its previously disclosed $10 million share repurchase program. Under this new plan, a broker will be authorized to buy back up to $2.5 million of Smart Sand common stock, including commissions, following preset instructions.

Purchases under the plan will begin no earlier than December 8, 2025 and will end when either the full $2.5 million is used or on March 2, 2026, whichever occurs first. The daily buybacks will be limited to the maximum volume allowed under Rule 10b-18. The company notes that the plan does not require any minimum number of shares to be repurchased and that future 10b5-1 plans may be adopted after this plan expires.

Smart Sand, Inc. furnished a Form 8-K to announce it issued a press release with earnings information for the third quarter ended September 30, 2025. The press release is attached as Exhibit 99.1.

The company states the information in the item, including Exhibit 99.1, is being furnished and not deemed “filed” under Section 18 of the Exchange Act, and will not be incorporated by reference into Securities Act filings unless specifically referenced.

Smart Sand, Inc. reported third‑quarter 2025 results showing stronger activity and a return to profitability. Revenue rose to $92.8 million from $63.2 million a year ago, driven by higher sand volumes and delivery‑mix pricing, while sand revenue included $4.4 million in contractual charges recognized under ASC 606. Gross profit increased to $14.9 million and operating expenses fell to $9.6 million, producing net income of $3.0 million (diluted EPS $0.08) versus a slight loss last year.

For the first nine months, revenue was $244.1 million and net income was $0.2 million. Operating cash flow reached $21.7 million, funding capital expenditures of $9.6 million. The company ended the quarter with $5.1 million in cash, long‑term debt of $8.3 million, and $30.0 million available on its ABL facility with no borrowings. Q3 sand volumes were about 1.472 million tons. Shares outstanding were 38,897,415 at September 30, 2025; 43,543,792 were outstanding as of November 4, 2025.

Smart Sand, Inc. announced the mutual termination of its 2021 Master Product Purchase Agreement with EQT Production Company, effective December 31, 2025. The original pact was a take‑or‑pay agreement with a monthly capacity reservation charge.

On the same date, the parties entered into a new take‑or‑pay product purchase agreement in the ordinary course of business for Smart Sand to supply frac sand to EQT through 2027.

Tontine Asset Associates, LLC, Tontine Capital Overseas Master Fund II, L.P. and Jeffrey L. Gendell filed a Schedule 13G reporting shared beneficial ownership of 2,212,223 shares of Smart Sand, Inc. common stock, representing 5.1% of the 43,559,223 shares outstanding as of August 5, 2025. The filing shows no sole voting or dispositive power; all voting and disposition rights over these shares are shared. The reporting persons state the holdings were not acquired to change or influence control of the issuer. The filing includes a joint filing agreement as Exhibit 99.1.

Charles Edwin Young, CEO, Director and 10% owner of Smart Sand, Inc. (SND) reported multiple open-market purchases of the issuer's common stock in early September 2025. On 09/03/2025 he purchased 10,630 shares at a weighted-average price of $1.89; on 09/04/2025 he purchased 8,401 shares at $1.92; and on 09/05/2025 he purchased 20,000 shares at $1.91. Following these transactions, Mr. Young reports beneficial ownership of 1,477,628 shares directly. He also reports indirect beneficial ownership of 5,842,700 shares through Keystone Cranberry, LLC, of which he holds 67% membership interests and sole voting and investment power, while disclaiming beneficial ownership except to the extent of any pecuniary interest. The Form 4 is signed and dated 09/05/2025.

Insider sale by Smart Sand, Inc. officer — The filing reports that Christopher M. Green, identified as Vice President of Accounting, sold 11,500 shares of Smart Sand, Inc. (SND) common stock on 08/28/2025 at a weighted average price of $1.95 per share. After the reported disposition, the filing shows the reporting person beneficially owns 53,959 shares. The form is filed individually and signed by an attorney-in-fact on behalf of the reporting person.

Insider purchases totaling 50,000 shares were reported by Charles Edwin Young, Smart Sand, Inc. (SND) director, CEO and 10% owner. Between 08/15/2025 and 08/19/2025 Mr. Young purchased 29,592, 11,498 and 8,910 shares at weighted-average prices of $1.92, $1.87 and $1.96 respectively, representing aggregate purchases at prices around $1.9 per share. After these transactions Mr. Young directly beneficially owned 1,438,597 shares and, indirectly through Keystone Cranberry, LLC, beneficially owned 5,842,700 shares; he holds 67% of Keystone and is sole manager with voting and investment power over those LLC-held shares. The form is a Section 16 filing reporting routine insider purchases and disclosing ownership details.

Smart Sand, Inc. (SND) reported quarterly revenue of $85.8 million for Q2 2025, up from $73.8 million a year earlier, driven by higher sand volumes (approximately 1,424,000 tons) and higher average selling prices due largely to delivery location mix. Gross profit for the quarter was $8.96 million and contribution margin was $15.8 million, or $11.08 per ton. The company recorded net income of $21.4 million for the quarter, largely reflecting a significant income tax benefit recorded in the period. Adjusted EBITDA was $7.8 million for Q2 2025.

For the six months ended June 30, 2025, revenue was $151.3 million with a net loss of $2.8 million and adjusted EBITDA of $9.2 million. Free cash flow was negative: $(7.8) million for the quarter and $(2.6) million year-to-date. At June 30, 2025, cash was $4.3 million and the company had $21.0 million of undrawn availability under its FCB ABL Credit Facility with $9.0 million outstanding. Total long-term debt was $17.6 million, VFI Equipment Financing outstanding was $7.5 million, and asset retirement obligations were $21.85 million. Customer concentration remains material: three customers represent 50% of accounts and unbilled receivables. A subsequent special dividend of $0.10 per share was declared to be paid August 14, 2025, totaling approximately $4.35 million.