Amended Statement of Ownership (sc 13g/a)
February 14 2019 - 6:18AM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE 13G
(RULE 13d - 102)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2
(Amendment No. 2)
*
Solaris Oilfield Infrastructure, Inc.
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
83418M103
(CUSIP Number)
December 31, 2018
(Date of Event which Requires Filing of
this Statement)
Check the appropriate box
to designate the rule pursuant to which this Schedule is filed:
*The remainder of this cover
page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required
on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject
to all other provisions of the Act (however, see the Notes).
(Page
1 of 5 Pages)
CUSIP No.
83418M103
1
|
NAME OF REPORTING PERSON
Gilder, Gagnon, Howe & Co.
LLC
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE
VOTING POWER
0
|
6
|
SHARED
VOTING POWER
0
|
7
|
SOLE
DISPOSITIVE POWER
0
|
8
|
SHARED
DISPOSITIVE POWER
681,082
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
681,082
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.49%
|
12
|
TYPE OF REPORTING PERSON
BD
|
|
ITEM 1(a).
|
Name
of Issuer:
|
Solaris Oilfield Infrastructure, Inc.
|
Item 1(b).
|
Address
of Issuer's Principal Executive Offices:
|
9811 Katy Freeway,
Suite 900
Houston, TX 77024
|
Item 2(a).
|
Name
of Persons Filing:
|
Gilder,
Gagnon, Howe & Co. LLC
|
Item 2(b).
|
Address
of Principal Business Office or, if None, Residence:
|
475
10th Avenue
New
York, NY 10018
New
York
|
Item 2(d).
|
Title
of Class of Securities
|
Common Stock
83418M103
|
ITEM
3.
|
IF
THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER
THE PERSON FILING IS A:
|
|
(a)
|
x
|
Broker or dealer registered
under Section 15 of the Act (15 U.S.C. 78o)
|
|
|
|
|
|
(b)
|
¨
|
Bank as defined in Section 3(a)(6) of the Act
(15 U.S.C. 78c).
|
|
|
|
|
|
(c)
|
¨
|
Insurance company defined in Section 3(a)(19)
of the Act (15 U.S.C. 78c).
|
|
|
|
|
|
(d)
|
¨
|
Investment company registered under Section
8 of the Investment Company Act of 1940 (15 U.S.C 80a–8).
|
|
|
|
|
|
(e)
|
¨
|
An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E).
|
|
|
|
|
|
(f)
|
¨
|
An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F).
|
|
|
|
|
|
(g)
|
¨
|
A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G).
|
|
|
|
|
|
(h)
|
¨
|
A savings association as defined in Section
3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
|
|
|
|
|
|
(i)
|
¨
|
A church plan that is excluded from the definition
of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a–3);
|
|
|
|
|
|
(j)
|
¨
|
A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J)
|
|
|
|
|
|
(k)
|
¨
|
Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
|
Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in
Item 1.
|
(a)
|
Amount
beneficially owned: 681,082
|
|
(b)
|
Percent
of class: 2.49%
|
|
(c)
|
Number
of shares of Common Stock as to which such person has:
|
|
(i)
|
Sole
power to vote or direct the vote: 0
|
|
(ii)
|
Shared
power to vote or direct the vote: 0
|
|
(iii)
|
Sole
power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared
power to dispose or direct the disposition: 681,082
|
The shares reported include 646,837 shares held in
customer accounts over which partners and/or employees of the Reporting Person have discretionary authority to dispose of or direct
the disposition of the shares and 34,245 shares held in accounts owned by the partners of the Reporting Person and their families.
|
Item 5.
|
Ownership
of Five Percent or Less of a Class.
|
If
this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial
owner of more than five percent of the class of securities, check the following
x
.
|
Item 6.
|
Ownership
of More than Five Percent on Behalf of Another Person.
|
Not
applicable.
|
Item 7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on by
the Parent Holding Company.
|
Not
applicable.
|
Item 8.
|
Identification
and Classification of Members of the Group.
|
Not
applicable.
|
Item 9.
|
Notice
of Dissolution of Group.
|
Not
applicable.
By
signing below the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were acquired
and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with
or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination
under §240.14a–11.
SIGNATURES
After
reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information
set forth in this statement is true, complete and correct.
Dated: February 13, 2019
|
GILDER,
GAGNON, HOWE & CO. LLC
|
|
|
|
|
|
|
|
By:
|
/s/
Bonnie Haupt
|
|
Name:
Bonnie Haupt
|
|
Title: Chief Compliance Officer
& Branch Manager
|
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