Smart Sand EVP has shares withheld for RSU taxes

Smart Sand, Inc. Executive VP of Operations Robert Kiszka reported routine equity compensation activity.

Rhea-AI Filing Summary

Smart Sand, Inc. Executive VP of Operations Robert Kiszka reported routine equity compensation activity. On the vesting of restricted stock, 2,591 shares of common stock were withheld at $5.45 per share to cover tax obligations, a non‑market transaction coded as a tax-withholding disposition.

Following this event, Kiszka directly holds 539,600 shares of Smart Sand common stock. An additional 448,738 shares are held indirectly through a limited liability company for which he is the sole member with sole voting and investment control, while he disclaims beneficial ownership beyond his pecuniary interest.

Insider Trade Summary

Exercise Price or Tax Liability: 2,591 shares

Exercise Price or Tax Liability 2 txns

Insider KISZKA ROBERT

Role Executive VP of Operations

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	2,591	$5.45	$14K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 539,600 shares (Direct); Common Stock — 448,738 shares (Indirect, BY LLC)

Footnotes (2)

1. F1. Represents shares withheld for tax purposes upon the vesting of restricted stock granted to the Reporting Person, the vesting of which is based on the Reporting Person's continued employment with or service to the Issuer on the applicable vesting date.
2. F2. Held by a limited liability company ("LLC") of which the Reporting Person serves as the sole member with sole voting and investment control over the securities held thereby. The Reporting Person disclaims beneficial ownership of the securities held by the LLC except to the extent of his pecuniary interest therein.

Key Figures

Tax-withheld shares: 2,591 shares Tax-withholding price: $5.45 per share Direct holdings after transaction: 539,600 shares +1 more

4 metrics

Tax-withheld shares 2,591 shares Withheld for taxes on restricted stock vesting

Tax-withholding price $5.45 per share Value used for 2,591 withheld shares

Direct holdings after transaction 539,600 shares Common stock held directly by Robert Kiszka

Indirect LLC holdings 448,738 shares Common stock held by LLC controlled by Kiszka

Key Terms

restricted stock, tax-withholding disposition, beneficial ownership, pecuniary interest

4 terms

restricted stock financial

"Represents shares withheld for tax purposes upon the vesting of restricted stock granted to the Reporting Person"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

beneficial ownership financial

"The Reporting Person disclaims beneficial ownership of the securities held by the LLC"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"except to the extent of his pecuniary interest therein"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Smart Sand (SND) report for Robert Kiszka?

Smart Sand reported that Executive VP of Operations Robert Kiszka had 2,591 shares of common stock withheld to cover taxes upon the vesting of restricted stock. This was a compensation-related tax-withholding disposition, not an open-market purchase or sale of shares.

How many Smart Sand (SND) shares were withheld for taxes in this Form 4?

The Form 4 shows that 2,591 shares of Smart Sand common stock were withheld at $5.45 per share. These shares satisfied tax obligations arising from the vesting of restricted stock granted as part of Robert Kiszka’s compensation.

How many Smart Sand (SND) shares does Robert Kiszka hold after this filing?

After the reported transaction, Robert Kiszka directly holds 539,600 shares of Smart Sand common stock. The filing also shows 448,738 additional shares held indirectly through an LLC he controls, with beneficial ownership disclaimed beyond his pecuniary interest.

Was the Smart Sand (SND) Form 4 an open-market sale by Robert Kiszka?

No, the Form 4 describes a tax-withholding disposition, not an open-market sale. Shares were withheld by the issuer to cover tax liabilities when Kiszka’s restricted stock vested, a common feature of stock-based compensation programs.

What does the LLC holding in the Smart Sand (SND) Form 4 mean?

The Form 4 notes that 448,738 Smart Sand shares are held by an LLC where Kiszka is sole member with voting and investment control. He disclaims beneficial ownership of those shares except to the extent of his pecuniary interest in the LLC.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/09/2026 - 07:26 AM EDT Learn about SEC filing dates

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^*

KISZKA ROBERT

(Last) (First) (Middle)

C/O SMART SAND, INC.

1000 FLORAL VALE BOULEVARD, SUITE 225

(Street)

YARDLEY PENNSYLVANIA 19067

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Smart Sand, Inc. [ SND ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP of Operations

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/05/2026		F		2,591(1)	D	$5.45	539,600	D
Common Stock								448,738	I	BY LLC(2)

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

Explanation of Responses:

1. Represents shares withheld for tax purposes upon the vesting of restricted stock granted to the Reporting Person, the vesting of which is based on the Reporting Person's continued employment with or service to the Issuer on the applicable vesting date.

2. Held by a limited liability company ("LLC") of which the Reporting Person serves as the sole member with sole voting and investment control over the securities held thereby. The Reporting Person disclaims beneficial ownership of the securities held by the LLC except to the extent of his pecuniary interest therein.

Remarks:

	/s/ Lee E. Beckelman, as Attorney-in-Fact for Robert Kiszka	06/09/2026
	** 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.
* Form 4: SEC 1474 (03-26)