Statement of Changes in Beneficial Ownership (4)
February 18 2020 - 9:27AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
YOUNG WILLIAM JOHN |
2. Issuer Name and Ticker or Trading Symbol
Smart Sand, Inc.
[
SND
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Operating Officer |
(Last)
(First)
(Middle)
C/O SMART SAND, INC., 1725 HUGHES LANDING BLVD, SUITE 800 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/14/2020 |
(Street)
THE WOODLANDS, TX 77380
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 2/14/2020 | | A | | 3060 (1) | A | $0 | 235204 | D | |
Common Stock | 2/14/2020 | | F | | 1004 (2) | D | $2.52 | 234200 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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) | Reflects the number of shares earned in respect of TSR-based performance shares originally granted on March 30, 2017. On February 14, 2020, the Issuer confirmed the achievement of the applicable performance metric, which measured total shareholder return (TSR) of the Issuer over the three year period from January 1, 2017 through December 31, 2019 relative to the TSR of each of a peer group of companies. |
(2) | Represents the number of shares withheld for tax purposes upon the vesting of TSR-based performance shares originally granted to the Reporting Person on March 30, 2017. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
YOUNG WILLIAM JOHN C/O SMART SAND, INC. 1725 HUGHES LANDING BLVD, SUITE 800 THE WOODLANDS, TX 77380 |
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| Chief Operating Officer |
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Signatures
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/s/ Lee E. Beckelman as Attorney-in-Fact for William John Young | | 2/18/2020 |
**Signature of Reporting Person | Date |
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