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
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Durrett Cynthia M. 		2. Issuer Name and Ticker or Trading Symbol

Solaris Oilfield Infrastructure, Inc. [ SOI ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Administrative Officer
(Last)          (First)          (Middle)

9811 KATY FREEWAY, SUITE 700 		3. Date of Earliest Transaction (MM/DD/YYYY)

3/7/2019
(Street)

HOUSTON, TX 77024
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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
Class A common stock   3/7/2019     M    69745   A $2.87   (1) 125757   (2) D    
Class A Common Stock   3/7/2019     F    27578   (3) D $15.48   (4) 98179   (2) D    
Class B Common Stock   (5)                165038   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
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
Options to purchase Class A Common Stock, par value $0.01   $2.87   (1) 3/7/2019     M         69745      (1) 11/20/2025   Class A Common Stock   69745   $0.00   0   D    
Solaris Oilfield Infrastructure, LLC Units     (6)                    (6)   (6) Class A Common Stock   165038     165038   D    

Explanation of Responses:
(1)  Represents options to purchase Class A common stock which became exercisable immediately following the completion of the IPO, and which were granted in 2015 pursuant to the Solaris LLC 2015 Membership Unit Option Plan. In connection with the consummation of the IPO, these options were converted into options under the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan. The options granted under the Solaris LLC 2015 Membership Unit Option Plan had an exercise price of $135.00 per unit, which exercise price was proportionately adjusted in connection with the IPO to an exercise price of $2.87 per share.
(2)  Includes 45,095 shares of Class A common stock subject to previously granted Restricted Stock Awards that remain subject to vesting.
(3)  Reflects 25,578 shares withheld by the Issuer at the fair market price of $15.48 per share, less an exercise price of $2.87 per share, in order to satisfy the reporting person's tax withholding obligations and to fund the cashless exercise of 69,745 options.
(4)  The reported stock price was based on "fair market value" determined in accordance with the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan as the closing trading price of Solaris Oilfield Infrastructure, Inc.'s common stock price on the NYSE on March 7, 2019.
(5)  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.
(6)  Subject to the terms of the Second Amended and Restated Limited Liability Company Agreement of Solaris Oilfield Infrastructure, LLC ("Solaris LLC"), dated as of May 11, 2017, included as Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed May 17, 2017, the units in Solaris LLC (together with a corresponding number of shares of Class B common stock) are exchangeable from time to time for shares of Class A common stock of the Issuer.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Durrett Cynthia M.
9811 KATY FREEWAY
SUITE 700
HOUSTON, TX 77024

Chief Administrative Officer

Signatures
/s/ Cynthia M. Durrett 3/11/2019
** 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 control number.
Solaris Oilfield Infrast... (NYSE:SOI)
Historical Stock Chart
From Jun 2024 to Jul 2024 Click Here for more Solaris Oilfield Infrast... Charts.
Solaris Oilfield Infrast... (NYSE:SOI)
Historical Stock Chart
From Jul 2023 to Jul 2024 Click Here for more Solaris Oilfield Infrast... Charts.