[Form 4] Smart Sand, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Smart Sand, Inc. (SND) filed a Form 4 on 24 Jul 2025 disclosing that Vice President of Accounting Christopher M. Green received 24,390 shares of restricted common stock on 23 Jul 2025 under the 2016 Long-Term Incentive Award Plan. The shares were acquired at $0 and will vest in four equal annual tranches on the next four anniversaries of the grant date, contingent on Mr. Green’s continued employment. After the award his direct beneficial ownership increased to 66,367 shares. No derivative securities, sales, or dispositions were reported. The grant represents an insider acquisition that aligns management incentives; potential dilution is immaterial given Smart Sand’s multi-million-share float.

Insights

Financial Analyst

TL;DR – Small insider award; neutral market impact.

The filing shows a routine equity incentive: 24,390 restricted shares to the VP of Accounting, boosting his holding to 66,367 shares. Because the award vests over four years and equates to well under 1 % of shares outstanding, dilution is negligible and there is no cash component. Insider is accumulating rather than selling, a modestly positive governance signal, but the size is too small to alter valuation or liquidity. I rate the market impact neutral.

Corporate Governance Specialist

TL;DR – Standard LTIP grant encourages retention; low investor significance.

The grant falls under the 2016 LTIP, featuring four-year ratable vesting that incentivizes tenure. Such structures are common and viewed favorably by proxy advisors. No acceleration or unusual terms are noted. As only one officer is involved and the stake remains minor, shareholder voting dynamics and pay-for-performance assessments are unaffected. Overall governance impact is neutral-to-slightly positive, but not material for portfolio decisions.

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).

1. Name and Address of Reporting Person^*

Green Christopher M.

(Last) (First) (Middle)

C/O SMART SAND, INC.

1000 FLORAL VALE BOULEVARD, SUITE 225

(Street)

YARDLEY PA 19067

(City) (State) (Zip)

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)
	Vice President of Accounting

3. Date of Earliest Transaction (Month/Day/Year)
07/23/2025

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
Common Stock, par value $0.001 per share	07/23/2025		A		24,390(1)	A	$0	66,367	D

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 of Restricted Stock granted to the Reporting Person on July 23, 2025 under the Issuer's 2016 Long Term Incentive Award Plan, which vest in four equal annual installments on each of the next four anniversaries of the grant date, subject to the Reporting Person's continued employment with or service to the Issuer through the applicable vesting date

Remarks:

	/s/ Lee E. Beckelman as Attorney-in-Fact for Christopher Green	07/24/2025
	** 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

How many Smart Sand (SND) shares did Christopher Green acquire?

He received 24,390 restricted shares.

What type of security was granted to the insider?

The award consisted of restricted common stock under the 2016 LTIP.

When will the restricted stock vest?

It vests in four equal annual installments on each anniversary of 23 Jul 2025.

What is Christopher Green’s total ownership after the grant?

His direct beneficial holding is now 66,367 shares.

Was the transaction a purchase or a sale?

It was an acquisition; no sales were reported.

What was the transaction date on the Form 4?

The grant occurred on 23 Jul 2025.

Does the award materially dilute existing shareholders?

Dilution is minimal relative to Smart Sand’s total share count.