Keenan W Howard JR 4
4 · Solaris Energy Infrastructure, Inc. · Filed May 7, 2026
Research Summary
AI-generated summary of this filing
Solaris Energy (SEI) Director Keenan W. Howard Jr. Sells $149M Shares
What Happened
- Keenan W. Howard Jr., a Solaris Energy Infrastructure, Inc. (SEI) director acting in connection with Yorktown Energy Partners X, L.P., reported a set of related transactions on May 6, 2026. The filing shows a conversion of derivative securities (Solaris LLC units / related Class B shares) into 2,000,000 shares of Class A common stock (reported as acquired at $0.00), followed the same day by an open-market/private sale of 2,000,000 Class A shares at $74.50 per share, for total proceeds of $149,000,000. The filing also records cancellation/disposition entries related to Class B shares and the converted derivative interest.
Key Details
- Transaction date: May 6, 2026. Filing date: May 7, 2026 (timely).
- Sale: 2,000,000 Class A shares sold at $74.50 each — proceeds $149,000,000.
- Conversion: 2,000,000 Solaris LLC units / related Class B shares converted/exchanged into Class A shares (reported at $0.00), with corresponding cancellation of Class B shares per the Solaris LLC Agreement.
- Ownership after transaction: the filing does not state total post-transaction holdings for the reporting person; the securities are owned directly by Yorktown Energy Partners X, L.P. (see footnotes).
- Reporting notes: F1–F5 clarify that (a) Class B shares carried voting but no economic rights, (b) Solaris LLC Units are exchangeable for Class A stock under the Solaris LLC Agreement, (c) the reported securities are owned by Yorktown X, and (d) Mr. Howard disclaims beneficial ownership except for any pecuniary interest.
Context
- This was effectively a conversion of private LLC units/Class B shares into Class A shares followed by an immediate sale of those Class A shares. The derivative/conversion entries reflect the mechanics of exchanging Solaris LLC Units (and cancelling Class B shares) for Class A stock before the disposition.
- The filing indicates the transactions were made by/for Yorktown Energy Partners X, L.P.; Mr. Howard is a manager/member of entities that control Yorktown X, and he disclaims direct beneficial ownership except to the extent of any personal economic interest.
Insider Transaction Report
Form 4
Keenan W Howard JR
Director
Transactions
- Other
Class B Common Stock
[F1][F2][F3][F4]2026-05-06−2,000,000→ 5,079,234 total(indirect: See Footnote) - Conversion
Class A Common Stock
[F2][F4]2026-05-06+2,000,000→ 2,000,000 total(indirect: See footnote) - Sale
Class A Common Stock
[F4]2026-05-06$74.50/sh−2,000,000$149,000,000→ 0 total(indirect: See footnote) - Conversion
Solaris Energy Infrastructure, LLC Units
[F5][F4]2026-05-06−2,000,000→ 5,079,234 total(indirect: See Footnote)→ Class A Common Stock (2,000,000 underlying)
Footnotes (5)
- [F1]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.
- [F2]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.
- [F3]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.
- [F4]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.
- [F5]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.
Signature
/s/ Christopher M. Powell, Attorney-in-Fact|2026-05-07