8-K: Smart Sand provides Q2 2025 earnings update (SND)

Rhea-AI Filing Summary

Smart Sand, Inc. furnished a press release that provides information regarding earnings for the quarter ended June 30, 2025, and attached that press release as Exhibit 99.1 to this Form 8-K. The company states the information is being furnished, not filed, under the Securities Exchange Act and will not be incorporated by reference into other filings unless expressly stated. The registrant's common stock trades under the symbol SND on NASDAQ.

This Form 8-K does not include the earnings figures themselves; readers must consult Exhibit 99.1 for the detailed financial results.

Insights

Financial Analyst

TL;DR: Routine earnings press release furnished; the 8-K contains no financial figures so immediate market impact is likely limited.

The filing notifies investors that Smart Sand has furnished a press release with results for the quarter ended June 30, 2025, but it does not present revenue, profit, or other metrics within the 8-K itself. Because the company expressly states the release is furnished rather than filed, the legal exposure under Section 18 is limited. Investors and analysts will need to review Exhibit 99.1 to evaluate performance; without those figures the notice alone provides no basis to change valuation or comparatives.

Corporate Governance Expert

TL;DR: Standard disclosure practice: furnishing a press release is procedural and carries limited regulatory risk.

From a governance and disclosure perspective, the company followed a common practice of furnishing an earnings press release via a Form 8-K and attaching it as Exhibit 99.1. The filing clarifies the information is furnished and not incorporated by reference, which is a routine legal distinction preserving certain liability protections. There are no governance changes, executive departures, or material agreements disclosed in this 8-K.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________

FORM 8-K

________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 12, 2025

SMART SAND, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-37936

45-2809926

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

1000 Floral Vale Boulevard, Suite 225

Yardley, Pennsylvania 19067

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (281) 231-2660

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of each exchange on which registered

Common Stock, $0.001 par value

SND

NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐ 

Item 2.02 Results of Operations and Financial Condition.

On August 12, 2025, Smart Sand, Inc. issued a press release providing information regarding earnings for the second quarter ended June 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1.

The information, including Exhibit 99.1, in this Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall otherwise be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits. The following exhibit is furnished herewith:

Exhibit Number						Description
99.1						Smart Sand, Inc. press release dated August 12, 2025
104.0						The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

SMART SAND, INC.

Dated:

August 12, 2025

By:

/s/ Lee E. Beckelman

Lee E. Beckelman

Chief Financial Officer

FAQ

What did Smart Sand (SND) disclose in this Form 8-K?

It furnished a press release providing earnings information for the quarter ended June 30, 2025 and attached the press release as Exhibit 99.1.

Does this 8-K include the Q2 2025 earnings numbers for SND?

No. The Form 8-K states the press release contains the earnings information; the 8-K itself does not include financial figures.

Is the press release included in this filing considered filed with the SEC?

The company states the information is being furnished, not filed, and therefore is not subject to Section 18 liability and is not incorporated by reference into other filings unless expressly stated.

Which exhibit contains the Smart Sand press release referenced in this 8-K?

Exhibit 99.1 contains the Smart Sand press release dated and referenced in the filing.

On which exchange is Smart Sand traded and what is the ticker?

NASDAQ is the exchange and the ticker is SND.