SEI / Solaris Energy Infrastructure, Inc. - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

Amended and Restated Master Equipment Rental Agreement, dated April 28, 2025, by and between Mobile Energy Rentals, LLC and CTC Property LLC.

Exhibit 10.4 **Portions of this exhibit have been redacted in accordance with Item 601(b)(10) of Regulation S-K. The information is not material and would cause competitive harm to the registrant if publicly disclosed. [***] indicates that information has been redacted. ** AMENDED AND RESTATED MASTER EQUIPMENT RENTAL AGREEMENT THIS AMENDED AND RESTATED MASTER EQUIPMENT RENTAL AGREEMENT (this “Agre

AMENDMENT NO. 1 TO TAX RECEIVABLE AGREEMENT

AMENDMENT NO. 1 TO TAX RECEIVABLE AGREEMENT This AMENDMENT NO. 1 (this “Amendment”), dated as of June 27, 2023, to that certain Tax Receivable Agreement, dated as of May 17, 2017 (the “Agreement”), by and among Solaris Oilfield Infrastructure, Inc., a Delaware corporation (the “Corporate Taxpayer”), the TRA Holders and the Agents. Capitalized terms used but not defined herein have the meanings giv

Amended and Restated Limited Liability Company Agreement of Stateline Power, LLC, dated April 28, 2025.

Certain identified information in this Agreement denoted with “[***]” has been excluded from this exhibit pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both not material and of the type that the registrant treats as private and confidential.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Solaris Energy Infrastructure, Inc. (Exact name

8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Solaris Energy Infrastructure, Inc. (Exact name of registrant as specified in its charter) Delaware 81-5223109 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2025 SOLARIS ENERGY INFR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2025 SOLARIS ENERGY INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation) (

Solaris Energy Infrastructure Announces Second Quarter 2025 Results, Updated Earnings Guidance and Continued Shareholder Returns

Exhibit 99.1 Solaris Energy Infrastructure Announces Second Quarter 2025 Results, Updated Earnings Guidance and Continued Shareholder Returns HOUSTON, Texas, July 23, 2025 — (BUSINESS WIRE) — Solaris Energy Infrastructure, Inc. (NYSE:SEI) (“Solaris” or the “Company”), today announced second quarter 2025 financial and operational results and updated earnings guidance. Second Quarter 2025 Summary Re

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2025 SOLARIS ENERGY INFRA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2025 SOLARIS ENERGY INFRASTRUCTURE, INC. (Exact name of registrant as specified in charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation) (Commi

Loan and Security Agreement, dated May 23, 2025.

EX-10.1 2 d87632dex101.htm EX-10.1 Exhibit 10.1 EXECUTION VERSION LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT, dated as of May 23, 2025 (this “Agreement”), is among STATELINE POWER, LLC (the “Borrower”), a limited liability company duly organized and existing under the laws of the State of Texas and having its principal place of business and chief executive office at 9651 Katy Fre

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 SOLARIS ENERGY INFRA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 SOLARIS ENERGY INFRASTRUCTURE, INC. (Exact name of registrant as specified in charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation) (Commi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 1, 2025 Solaris Energy Infrastructure, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation) (Co

Indenture, dated May 2, 2025, by and between Solaris Energy Infrastructure, Inc. and U.S. Bank national Association, as Trustee.

Exhibit 4.1 SOLARIS ENERGY INFRASTRUCTURE, INC. to U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION Trustee INDENTURE Dated as of May 2, 2025 SENIOR DEBT SECURITIES SOLARIS ENERGY INFRASTRUCTURE, INC. Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939, as amended Trust Indenture Act Section Indenture Section Section 310(a)(1) 609 (a)

First Supplemental Indenture, dated as of May 2, 2025, between Solaris Energy Infrastructure, Inc. and U.S. Bank Trust Company, National Association, as trustee.

Exhibit 4.2 EXECUTION VERSION SOLARIS ENERGY INFRASTRUCTURE, INC. and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of May 2, 2025 4.75% Convertible Senior Notes due 2030 CROSS REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310 (a)(1) 10.09 (a)(2) 10.09 (a)(3) N/A (a)(4) N/A (a)(5) N/A (b) 10.09, 10.03 (c) N/A 311 (a) 10.03 (b) 10.03

Calculation of Fling Fee Tables Form S-3 (Form Type) Solaris Energy Infrastructure, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation

EX-FILING FEES Exhibit 107 Calculation of Fling Fee Tables Form S-3 (Form Type) Solaris Energy Infrastructure, Inc.

Underwriting Agreement, dated as of May 1, 2025, by and between Solaris Energy Infrastructure, Inc. and Morgan Stanley & Co. LLC, as representative of the underwriters named therein (Concurrent Delta Offering).

Exhibit 1.2 Solaris Energy Infrastructure, Inc. Class A common stock, par value $0.01 per share UNDERWRITING AGREEMENT May 1, 2025 May 1, 2025 To the Representative named in Schedule I hereto for the Underwriters named in Schedule II hereto Ladies and Gentlemen: Solaris Energy Infrastructure, Inc., a Delaware corporation (the “Company”), is entering into this Agreement with the several underwriter

1,193,521 Shares Solaris Energy Infrastructure, Inc. Class A Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-283308 PROSPECTUS SUPPLEMENT (To Prospectus dated November 25, 2024) 1,193,521 Shares Solaris Energy Infrastructure, Inc. Class A Common Stock This prospectus supplement relates to the offer and short sale of 1,193,521 shares of our Class A common stock, par value $0.01 per share (“Class A common stock”), by Morgan Stanley & C

$135,000,000 4.75% Convertible Senior Notes due 2030

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-286868 PROSPECTUS SUPPLEMENT (To Prospectus dated April 30, 2025) $135,000,000 4.75% Convertible Senior Notes due 2030 We are offering $135,000,000 aggregate principal amount of our 4.75% convertible senior notes due 2030 (the “notes”). In addition, we have granted the underwriters an option, which is exercisable within 30 day

Underwriting Agreement, dated as of May 1, 2025, by and between Solaris Energy Infrastructure, Inc. and Morgan Stanley & Co. LLC, as representative of the underwriters named therein (Notes Offering).

Exhibit 1.1 $135,000,000 SOLARIS ENERGY INFRASTRUCTURE, INC. 4.75% CONVERTIBLE SENIOR NOTES DUE 2030 UNDERWRITING AGREEMENT May 1, 2025 May 1, 2025 Morgan Stanley & Co. LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 As Representative of the several Underwriters named in Schedule I hereto Ladies and Gentlemen: Solaris Energy Infrastructure, Inc., a Delaware corporation (the

PRICING TERM SHEET April 30, 2025 Solaris Energy Infrastructure, Inc. Offering of $135,000,000 Aggregate Principal Amount of 4.75% Convertible Senior Notes due 2030

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement No.

SUBJECT TO COMPLETION DATED APRIL 30, 2025

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-283308 This preliminary prospectus supplement relates to an effective registration statement filed with the U.S. Securities and Exchange Commission but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell the securities described herein and ar

PRICING TERM SHEET April 30, 2025 Solaris Energy Infrastructure, Inc. Offering of 1,193,521 shares of Class A Common Stock

FWP Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement No.

Subject to Completion, dated April 30, 2025

Table of Contents The information in this preliminary prospectus supplement is not complete and may be changed.

Form of Indenture for Senior Debt Securities.

Exhibit 4.1 SOLARIS ENERGY INFRASTRUCTURE, INC. to U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION Trustee INDENTURE Dated as of [    ] [ ], 20[ ] SENIOR DEBT SECURITIES SOLARIS ENERGY INFRASTRUCTURE, INC. Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939, as amended Trust Indenture Act Section Indenture Section Section 310(a)(1) 6

As filed with the U.S. Securities and Exchange Commission on April 30, 2025

Table of Contents As filed with the U.S. Securities and Exchange Commission on April 30, 2025 Registration No. 333-      UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 Solaris Energy Infrastructure, Inc. (Exact name of registrant as specified in its charter) Delaware 81-5223109 (State or other jurisdiction of

Filing Fees Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Solaris Energy Infrastructure, Inc.

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 28, 2025 Solaris Energy Infrastructure, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

Form T-1 Statement of Eligibility and Qualification respecting the Senior Indenture.

Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E

Revolver Amendment, dated April 28, 2025.

Exhibit 10.2 SECOND AMENDMENT TO LOAN, SECURITY AND GUARANTY AGREEMENT SECOND AMENDMENT TO LOAN, SECURITY AND GUARANTY AGREEMENT (this “Amendment”), dated as of April 28, 2025, to the Loan, Security and Guaranty Agreement, dated as of October 2, 2024 (as amended, supplemented or otherwise modified from time to time prior to the date hereof, the “Loan Agreement”), among SOLARIS ENERGY INFRASTRUCTUR

Second Amendment to Credit Agreement, dated April 28, 2025, by and among the lenders signatory thereto, Solaris Energy Infrastructure, LLC, Solaris Energy Infrastructure, Inc., the other guarantors under the Credit Agreement and Silver Point Finance LLC, as Collateral Agent (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on April 30, 2025).

Exhibit 10.1 Certain identified information in this Agreement denoted with “[***]” has been excluded from this exhibit pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both not material and of the type that the registrant treats as private and confidential. SECOND AMENDMENT TO AGREEMENT This SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of April 28, 2025 (this “Second Amendment”),

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2025 SOLARIS ENERGY INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

Solaris Energy Infrastructure Announces First Quarter 2025 Results, Signing of Joint Venture, Power Solutions Contract and Fleet Growth

Exhibit 99.1 Solaris Energy Infrastructure Announces First Quarter 2025 Results, Signing of Joint Venture, Power Solutions Contract and Fleet Growth HOUSTON, Texas, April 28, 2025 — (BUSINESS WIRE) — Solaris Energy Infrastructure, Inc. (NYSE:SEI) (“Solaris” or the “Company”), today announced significant continued momentum within its business, along with first quarter 2025 financial and operational

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.    )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934   (Amendment No.    ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 3, 2025 Solaris Energy Infrastructure, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation) (

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

EX-99.1 Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS On September 11, 2024 (the “Closing Date”), Solaris Energy Infrastructure, Inc. (“Solaris, Inc.”), and Solaris Energy Infrastructure, LLC (“Solaris, LLC” and collectively with Solaris, Inc., “Solaris”), completed its acquisition of Mobile Energy Rental LLC (“MER”) in accordance with the Contribution Agreement dated Ju

Solaris Energy Infrastructure, Inc.’s Insider Trading Policy.

Exhibit 19.1 SOLARIS ENERGY INFRASTRUCTURE, INC. insider Trading Policy (Adopted May 11, 2017, Amended as of June 2018 and August 2024) This Insider Trading Policy (this “Policy”) is designed to provide guidance to directors, officers, employees and consultants of Solaris Energy Infrastructure, Inc. (the “Company”) with respect to transactions in the Company’s securities (such as common stock, opt

First Amendment, Consent and Waiver to Loan, Security and Guaranty Agreement, dated as of December 19, 2024, by and among Solaris Energy Infrastructure, LLC, Solaris Oilfield Site Services Operating, LLC, Solaris Oilfield Early Property, LLC, Solaris Oilfield Site Services Personnel LLC, Solaris Logistics, LLC, Solaris Oilfield Technologies, LLC, Solaris Transportation, LLC and Mobile Energy Rentals LLC, as Borrowers, Solaris Energy Infrastructure, Inc., as Parent, the guarantors party thereto, the Lenders party thereto and Bank of America, N.A., as Agent for the Lenders.

EXHIBIT 10.36 First Amendment, CONSENT and waiver TO LOAN, SECURITY AND GUARANTY AGREEMENT First Amendment, CONSENT and waiver TO LOAN, SECURITY AND GUARANTY AGREEMENT (this “Amendment”), dated as of December 19, 2024, to the Loan, Security and Guaranty Agreement, dated as of October 2, 2024 (the “Loan Agreement”), among SOLARIS ENERGY INFRASTRUCTURE, LLC, a Delaware limited liability company (“In

Transition Agreement (Kelly L. Price).

EXHIBIT 10.38 Re: Transition Agreement Dear Kelly: This letter agreement (this “Agreement”) is entered into between Solaris Energy Infrastructure, Inc., a Delaware corporation (the “Company” and collectively with you, the “Parties”) and you to confirm certain understandings with respect to the terms of your continued employment with the Company following your announcement of your retirement from e

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38

First Amendment to Credit Agreement, dated as of December 9, 2024, by and among Solaris Energy Infrastructure, LLC, as Borrower, Solaris Energy Infrastructure, Inc., as Parent, the other Obligors party thereto, the Lenders party thereto and Silver Point Finance LLC, as Collateral Agent.

EXHIBIT 10.34 FIRST AMENDMENT TO AGREEMENT This FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of December 9, 2024 (this “First Amendment”), is by and among the lenders signatory hereto (collectively, the “Required Lenders”), Solaris Energy Infrastructure, LLC (f/k/a Solaris Oilfield Infrastructure, LLC), a Delaware limited liability company (“Borrower”), Solaris Energy Infrastructure, Inc. (f/k/a

List of Subsidiaries of Solaris Oilfield Infrastructure, Inc.

Exhibit 21.1 Solaris Oilfield Infrastructure, Inc. List of Subsidiaries Name Jurisdiction of Organization Mobile Energy Rentals LLC Texas Solaris Oilfield Infrastructure, LLC Delaware Solaris Oilfield Site Services Operating, LLC Texas Solaris Oilfield Early Property, LLC Texas Solaris Oilfield Site Services Personnel LLC Delaware Solaris Logistics, LLC Delaware Solaris Oilfield Technologies LLC D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2025 SOLARIS ENERGY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2025 SOLARIS ENERGY INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporatio

Solaris Energy Infrastructure Announces Fourth Quarter and Full Year 2024 Results, New Power Solutions Equipment Orders and Long-term Contract, and Continued Shareholder Returns for First Quarter 2025

Exhibit 99.1 Solaris Energy Infrastructure Announces Fourth Quarter and Full Year 2024 Results, New Power Solutions Equipment Orders and Long-term Contract, and Continued Shareholder Returns for First Quarter 2025 HOUSTON, Texas, February 20, 2025 — (BUSINESS WIRE) — Solaris Energy Infrastructure, Inc. (NYSE:SEI) (“Solaris” or the “Company”), today announced significant continued momentum within i

Indemnification Agreement (M. Max Yzaguirre) (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on February 5, 2025).

Exhibit 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of January 30, 2025 by and between Solaris Energy Infrastructure, Inc., a Delaware corporation (the “Company”), and M. Max Yzaguirre (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-consuming li

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2025 SOLARIS ENERGY INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation

Solaris Energy Infrastructure Announces the Addition of Max Yzaguirre to its Board of Directors

Exhibit 99.1 Solaris Energy Infrastructure Announces the Addition of Max Yzaguirre to its Board of Directors HOUSTON, January 30, 2025 (BUSINESS WIRE) – Solaris Energy Infrastructure, Inc. (NYSE:SEI) (“Solaris” or the “Company”) announced today that Mr. Max Yzaguirre has been named as an independent member of the Company’s Board of Directors (the “Board”), effective January 30, 2025. With the addi

As filed with the U.S. Securities and Exchange Commission on February 3, 2025

Table of Contents As filed with the U.S. Securities and Exchange Commission on February 3, 2025 Registration No. 333-    UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 Solaris Energy Infrastructure, Inc. (Exact name of registrant as specified in its charter) Delaware 81-5223109 (State or other jurisdiction of

Filing Fees Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3ASR (Form Type) Solaris Energy Infrastructure, Inc.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 31, 2024 Solaris Energy Infrastructure, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporatio

Underwriting Agreement, dated as of December 10, 2024, by and among Solaris Energy Infrastructure, Inc., Yorktown Energy Partners X, L.P. and Santander US Capital Markets LLC as representative of the several underwriters named in Schedule B thereto.

Exhibit 1.1 Execution Version 6,500,000 Shares SOLARIS ENERGY INFRASTRUCTURE, INC. Class A common stock UNDERWRITING AGREEMENT December 10, 2024 SANTANDER US CAPITAL MARKETS LLC,  As Representative of the Several Underwriters, c/o Santander US Capital Markets LLC 437 Madison Avenue New York, New York 10022 Ladies and Gentlemen: 1. Introductory. Solaris Energy Infrastructure, Inc., a Delaware corpo

6,500,000 Shares Solaris Energy Infrastructure, Inc. Class A Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-283308 PROSPECTUS SUPPLEMENT (To Prospectuses dated November 25, 2024) 6,500,000 Shares Solaris Energy Infrastructure, Inc. Class A Common Stock We are offering 6,500,000 shares of our Class A common stock, par value $0.01 per share (“Class A common stock”). Unless otherwise stated or the context otherwise indicates, all refer

Solaris Energy Infrastructure, Inc. Announces Pricing of Underwritten Public Offering of Class A Common Stock

Exhibit 99.1 Solaris Energy Infrastructure, Inc. Announces Pricing of Underwritten Public Offering of Class A Common Stock Houston, Texas, December 10, 2024 – Solaris Energy Infrastructure, Inc. (“Solaris” or the “Company”) (NYSE: SEI) today announced the pricing of its underwritten public offering of 6,500,000 shares of its Class A common stock, par value $0.01 per share (“Class A common stock”),

Regulation FD Disclosure, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OF 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 10, 2024 SOLARIS ENERGY INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporatio

SUBJECT TO COMPLETION DATED DECEMBER 9, 2024

Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-283308 This preliminary prospectus supplement relates to an effective registration statement filed with the U.S. Securities and Exchange Commission but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectuses are not an offer to sell the securities described herein and are no

Solaris Energy Infrastructure, Inc. 12,294,549 Shares of Class A Common Stock

424B4 1 d880001d424b4.htm 424B4 Filed Pursuant to Rule 424(b)(4) Registration No. 333-283308 PROSPECTUS Solaris Energy Infrastructure, Inc. 12,294,549 Shares of Class A Common Stock The securities to be offered and sold using this prospectus includes 12,294,549 shares of Class A common stock, par value $0.01 per share (the “Class A common stock”) issuable upon redemption of units in Solaris Energy

Solaris Energy Infrastructure, Inc. Class A Common Stock Preferred Stock

Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-283308 PROSPECTUS Solaris Energy Infrastructure, Inc. $500,000,000 Class A Common Stock Preferred Stock From time to time we may offer and sell the following securities: • Shares of Class A common stock, par value $0.01 per share (“Class A common stock”); and • Shares of preferred stock, par value $0.01 per share (“preferred s

9651 Katy Freeway, Suite 300 Houston, Texas 77024 (281) 501-3070

CORRESP 9651 Katy Freeway, Suite 300 Houston, Texas 77024 (281) 501-3070 November 21, 2024 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.

The accompanying notes are an integral part of these unaudited financial statements.

EX-99.2 Exhibit 99.2 Mobile Energy Rentals, LLC Condensed Interim Balance Sheets (Unaudited) As of June 30, 2024 and December 31, 2023 June 30, 2024 December 31, 2023 Assets Current assets: Cash $ 2,932,250 $ 943,275 Accounts receivable, net 2,090,763 591,158 Unbilled receivables 1,643,679 355,585 Prepaid expenses and other current assets 72,607 4,441 Total current assets 6,739,299 1,894,459 Noncu

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

EX-99.3 Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS On September 11, 2024, Solaris Energy Infrastructure, Inc. (“Solaris, Inc.” or “Acquiror Parent”), the managing member of Solaris Energy Infrastructure, LLC (“Solaris, LLC”) (hereinafter, collectively “Solaris”), together with Solaris, LLC, completed its acquisition of Mobile Energy Rentals, LLC (“MER”) in accordance

Filing Fees Table.

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Solaris Energy Infrastructure, Inc.

Mobile Energy Rentals, LLC Financial Statements As of December 31, 2023 and 2022, for the Year Ended December 31, 2023, and the Period from February 23, 2022 (Inception) to December 31, 2022

EX-99.1 Exhibit 99.1 Mobile Energy Rentals, LLC Financial Statements As of December 31, 2023 and 2022, for the Year Ended December 31, 2023, and the Period from February 23, 2022 (Inception) to December 31, 2022 Independent Auditor’s Report To the Members of Mobile Energy Rentals, LLC Houston, Texas Opinion We have audited the financial statements of Mobile Energy Rentals, LLC (the “Company”), whi

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 18, 2024 (September 11, 2024) Solaris Energy Infrastructure, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other juris

As filed with the U.S. Securities and Exchange Commission on November 18, 2024

S-3 Table of Contents As filed with the U.S. Securities and Exchange Commission on November 18, 2024 Registration No. 333-      UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 Solaris Energy Infrastructure, Inc. (Exact name of registrant as specified in its charter) Delaware 81-5223109 (State or other jurisdic

SEI / Solaris Energy Infrastructure, Inc. / Encompass Capital Advisors LLC Passive Investment

SC 13G/A 1 encompass-sei093024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value (Title of Class of Securities) 83418M103 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Stat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2024 SOLARIS ENERGY INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation

Solaris Energy Infrastructure Announces Third Quarter 2024 Results, New Power Solutions Contracts, and Continued Shareholder Returns for Fourth Quarter 2024

Exhibit 99.1 Solaris Energy Infrastructure Announces Third Quarter 2024 Results, New Power Solutions Contracts, and Continued Shareholder Returns for Fourth Quarter 2024 HOUSTON, Texas, November 4, 2024 — (BUSINESS WIRE) — Solaris Energy Infrastructure, Inc. (NYSE:SEI) (“Solaris” or the “Company”), today announced third quarter 2024 financial and operational results. Third Quarter 2024 Summary Res

Solaris Announces Transition Plan for Chief Operating Officer Role

Exhibit 99.1 Solaris Announces Transition Plan for Chief Operating Officer Role HOUSTON, October 3, 2024 (BUSINESS WIRE) – Solaris Energy Infrastructure, Inc. (NYSE:SEI) (“Solaris” or the “Company”) today announced that Kelly Price, Chief Operating Officer (COO), will be retiring from the Company, effective December 31, 2024. Mr. Price has served as Solaris’ COO since early 2017 and will continue

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 2, 2024 Solaris Energy Infrastructure, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

Loan, Security and Guaranty Agreement, dated as of October 2, 2024, by and among Solaris Energy Infrastructure, LLC, Solaris Oilfield Site Services Operating, LLC, Solaris Oilfield Early Property, LLC, Solaris Oilfield Site Services Personnel LLC, Solaris Logistics, LLC, Solaris Oilfield Technologies, LLC, Solaris Transportation, LLC and Mobile Energy Rentals LLC, as Borrowers, Solaris Energy Infrastructure, Inc. and Bank of America, N.A., as agent for the lenders (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on October 8, 2024).

Exhibit 10.1 LOAN, SECURITY AND GUARANTY AGREEMENT Dated as of October 2, 2024 SOLARIS ENERGY INFRASTRUCTURE, LLC, SOLARIS OILFIELD SITE SERVICES OPERATING, LLC, SOLARIS OILFIELD EARLY PROPERTY, LLC, SOLARIS OILFIELD SITE SERVICES PERSONNEL LLC, SOLARIS LOGISTICS, LLC, SOLARIS OILFIELD TECHNOLOGIES, LLC, SOLARIS TRANSPORTATION, LLC, and MOBILE ENERGY RENTALS LLC, as Borrowers, SOLARIS ENERGY INFRA

Intercreditor Agreement, dated as of October 2, 2024, among Bank of America, N.A., as ABL Representative, the ABL Secured Parties thereto, Silver Point Finance, LLC, as Term Loan Representative, the Loan Parties thereto, and Banco Santander, S.A. New York Branch, as administrative agent.

Exhibit 10.2 ABL / TERM INTERCREDITOR AGREEMENT INTERCREDITOR AGREEMENT (this “Agreement”), dated as of October 2, 2024, among BANK OF AMERICA, N.A., as ABL Representative (in such capacity, with its successors and assigns, and as more specifically defined below, the “ABL Representative”) for the ABL Secured Parties (as defined below), SILVER POINT FINANCE, LLC, as Term Loan Representative (in suc

First Amendment to the Second Amended and Restated Limited Liability Company Agreement of Solaris LLC (incorporated by reference to Exhibit 10.3 to the Registrant’s Form 8-K (File No. 001-38090) filed with the SEC on September 17, 2024).

Exhibit 10.3 FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF SOLARIS OILFIELD INFRASTRUCTURE, LLC This FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF SOLARIS OILFIELD INFRASTRUCTURE, LLC (this “Amendment”), dated as of September 11, 2024, is adopted, executed and agreed to, for good and valuable consideration, by

Lock-Up Agreement, dated September 11, 2024, by and between C. Ross Bartley and Solaris Oilfield Infrastructure, Inc. (incorporated by reference to Exhibit 10.2 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on September 17, 2024).

Exhibit 10.2 Execution Version Lock-Up Agreement September 11, 2024 Solaris Oilfield Infrastructure, Inc. 9651 Katy Freeway, Suite 300 Houston, TX 77024 Attention: Christopher Powell Email: [email protected] Re: Lock-Up Agreement Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Contribution Agreement, dated as of July

First Amendment to the Amended and Restated Bylaws of Solaris (incorporated by reference to Exhibit 3.2 to the Registrant’s Form 8-K (File No. 001-38090) filed with the SEC on September 17, 2024).

Exhibit 3.2 FIRST AMENDMENT TO AMENDED AND RESTATED BYLAWS OF SOLARIS OILFIELD INFRASTRUCTURE, INC. This Amendment No. 1 (this “Amendment”) to the Amended and Restated Bylaws (the “Bylaws”) of Solaris Oilfield Infrastructure, Inc., a Delaware corporation (the “Corporation”), is effective as of September 11, 2024 (the “Effective Date”). WHEREAS, the members of the Board of Directors of the Corporat

Certificate of Second Amendment of the Amended and Restated Certificate of Incorporation of Solaris (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the SEC on September 17, 2024).

Exhibit 3.1 CERTIFICATE OF SECOND AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SOLARIS OILFIELD INFRASTRUCTURE, INC. SOLARIS OILFIELD INFRASTRUCTURE, INC., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware DOES HEREBY CERTIFY: FIRST: That at a meeting of the Board of Directors of Solaris Oilfield Infrastructure

Senior Secured Term Loan Agreement, dated as of September 11, 2024, by and among Solaris Energy Infrastructure, LLC, as Borrower, Solaris Energy Infrastructure, Inc., as Parent, the other Obligors party thereto, the Lenders party thereto and Banco Santander, S.A. New York Branch, as Administrative Agent (incorporated by reference to Exhibit 10.4 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on September 17, 2024).

Exhibit 10.4 Execution Version SENIOR SECURED TERM LOAN AGREEMENT Dated as of September 11, 2024 SOLARIS ENERGY INFRASTRUCTURE, LLC, as Borrower, SOLARIS ENERGY INFRASTRUCTURE, INC., as Parent THE OTHER OBLIGORS PARTY HERETO, THE LENDERS PARTY HERETO AND BANCO SANTANDER, S.A. NEW YORK BRANCH, as Administrative Agent SILVER POINT FINANCE, LLC, as Collateral Agent and Documentation Agent BANCO SANTA

Solaris Completes Acquisition of Mobile Energy Rentals and Renames to “Solaris Energy Infrastructure”

Exhibit 99.1 Solaris Completes Acquisition of Mobile Energy Rentals and Renames to “Solaris Energy Infrastructure” HOUSTON, September 11, 2024 (BUSINESS WIRE) – Solaris Energy Infrastructure, Inc. (NYSE:SEI) (f/k/a Solaris Oilfield Infrastructure, Inc. (NYSE:SOI)) (“Solaris” or the “Company”) announced today the completion of its acquisition of Mobile Energy Rentals LLC (“MER”). In connection with

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2024 SOLARIS ENERGY INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporati

Lock-Up Agreement, dated September 11, 2024, by and between Sean G. Johnson and Solaris Oilfield Infrastructure, Inc. (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on September 17, 2024).

Exhibit 10.1 Execution Version Lock-Up Agreement September 11, 2024 Solaris Oilfield Infrastructure, Inc. 9651 Katy Freeway, Suite 300 Houston, TX 77024 Attention: Christopher Powell Email: [email protected] Re: Lock-Up Agreement Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Contribution Agreement, dated as of July

JOINT FILING AGREEMENT

EX-99.1 2 ex99-1.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of the Class A Common Stock, par value $0.01 per share, of

SOI / Solaris Oilfield Infrastructure, Inc. / J. Turbines, Inc. - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Solaris Energy Infrastructure, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) John A. Johnson 2929 Buffalo Speedway, A1204 Houston, Texas 77098 (713) 254-9299 (Name, Address an

SOI / Solaris Oilfield Infrastructure, Inc. / KTR Management Company, LLC - SCHEDULE 13D Activist Investment

SC 13D 1 sc13d.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Solaris Energy Infrastructure, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) John Tuma 327 N. Commerce Street Centerville, Texas 75833 (909) 39

JOINT FILING AGREEMENT

EX-99 2 ex99-1.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of the Class A Common Stock, par value $0.01 per share, of So

Second Amendment to the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on September 3, 2024).

Exhibit 10.1 SECOND AMENDMENT TO THE SOLARIS OILFIELD INFRASTRUCTURE, INC. LONG TERM INCENTIVE PLAN THIS SECOND AMENDMENT (the “Second Amendment”) to the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan (as amended from time to time, the “Plan”), has been adopted by the board of directors (the “Board”) of Solaris Oilfield Infrastructure, Inc., a Delaware corporation (the “Company”).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2024 SOLARIS OILFIELD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2024 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. __)

DEFA14A 1 d746940ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00

Solaris Oilfield Infrastructure Announces Second Quarter 2024 Results and Continued Shareholder Returns for Third Quarter 2024

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Second Quarter 2024 Results and Continued Shareholder Returns for Third Quarter 2024 Second Quarter 2024 Summary Results and Highlights ● Revenue of $74 million ● Net income of $10 million and $0.20 per diluted Class A share; Adjusted pro forma net income* of $6 million and $0.13 per fully diluted share ● Adjusted EBITDA* of $21 million ● Gene

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation

Solaris Oilfield Infrastructure, Inc. 9651 Katy Freeway, Suite 300 Houston, Texas 77024

Solaris Oilfield Infrastructure, Inc. 9651 Katy Freeway, Suite 300 Houston, Texas 77024 August 7, 2024 Division of Corporation Finance Office of Technology United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: Solaris Oilfield Infrastructure, Inc. Preliminary Proxy Statement on Schedule 14A Filed July 26, 2024 File No. 0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant  ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confi

Secured Demand Note, dated July 30, 2024.

Exhibit 10.1 Execution Version SECURED DEMAND NOTE $29,750,000.00 July 30, 2024 1. For value received, and on demand, or if no demand be sooner made, then on the Maturity Date, the undersigned, Mobile Energy Rentals LLC, a Texas limited liability company having an office at 2929 Buffalo Speedway, A1204, Houston, Texas 77098 (the “Maker”), promises to pay to the order of Solaris Oilfield Infrastruc

Secured Demand Note, dated July 30, 2024, by and between Solaris Oilfield Infrastructure, LLC and Mobile Energy Rentals LLC (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on August 5, 2024).

Exhibit 10.1 Execution Version SECURED DEMAND NOTE $29,750,000.00 July 30, 2024 1. For value received, and on demand, or if no demand be sooner made, then on the Maturity Date, the undersigned, Mobile Energy Rentals LLC, a Texas limited liability company having an office at 2929 Buffalo Speedway, A1204, Houston, Texas 77098 (the “Maker”), promises to pay to the order of Solaris Oilfield Infrastruc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2024 SOLARIS OILFIELD IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2024 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2024 SOLARIS OILFIELD IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2024 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

SOI / Solaris Oilfield Infrastructure, Inc. / Encompass Capital Advisors LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant  ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confi

CALCULATION OF FILING FEE TABLE Schedule 14A (Form Type) Solaris Oilfield Infrastructure, Inc. (Exact Name of Registrant as Specific in its Charter) Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction (1) Fee Rate Amount of

EX-FILING FEES Exhibit 107 CALCULATION OF FILING FEE TABLE Schedule 14A (Form Type) Solaris Oilfield Infrastructure, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2024 SOLARIS OILFIELD IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2024 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

Solaris Acquisition of Mobile Energy Rentals Call

Exhibit 99.1 FINAL TRANSCRIPT Solaris Oilfield Infrastructure Inc (SOI US Equity) 2024-07-10 Solaris Acquisition of Mobile Energy Rentals Call Company Participants • John A. Johnson, Founder/Co-Owner • Kyle Ramachandran, President/CFO • William A Zartler “Bill”, Chairman/CEO/Founder • Yvonne Fletcher, Senior VP:Finance & Investor Relations Other Participants • David Smith, Analyst, Pickering Energ

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2024 SOLARIS OILFIELD IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2024 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2024 SOLARIS OILFIELD INF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2024 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

Contribution Agreement, dated July 9, 2024, by and between Solaris Oilfield Infrastructure, Inc., Solaris Oilfield Infrastructure, LLC, John A. Johnson, John Tuma, J Turbines, Inc. and KTR Management Company, LLC (incorporated by reference to Exhibit 2.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on July 10, 2024).

Exhibit 2.1 CONTRIBUTION AGREEMENT by and among SOLARIS OILFIELD INFRASTRUCTURE, INC., as Acquiror Parent, Solaris Oilfield Infrastructure, LLC, as Acquiror, J TURBINES, INC. AND KTR MANAGEMENT COMPANY, LLC, together, as Contributors, and JOHN A. JOHNSON AND JOHN TUMA, together, as Contributor Owners dated July 9, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATIONS 1 1.1 Definiti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2024 SOLARIS OILFIELD INF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2024 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

Subject: Acquisition of Mobile Energy Rentals (MER)

Exhibit 99.3 Subject: Acquisition of Mobile Energy Rentals (MER) Dear Solaris team, I’m thrilled to announce that we have entered into a definitive agreement to acquire Mobile Energy Rentals, LLC (“MER”), a premier provider of distributed power solutions serving the energy and commercial & industrial end markets. Founded in 2022 and based in Houston, Texas, MER provides configurable sets of primar

Solaris Announces Agreement to Acquire Mobile Energy Rentals; Announces Renaming to Solaris Energy Infrastructure; Issues Second Quarter Financial Update

Exhibit 99.1 Solaris Announces Agreement to Acquire Mobile Energy Rentals; Announces Renaming to Solaris Energy Infrastructure; Issues Second Quarter Financial Update HOUSTON, Texas, July 9, 2024 — (BUSINESS WIRE) — Solaris Oilfield Infrastructure, Inc. (NYSE: SOI) (“Solaris” or the “Company”), today announced that it has entered into a definitive agreement to acquire Mobile Energy Rentals LLC (“M

So Solaris laris O Oilf ilfie ield ld I In nf fr ras ast tru ruc ct tu ur re e Transaction Overview Mobile Energy Rentals Overview (“MER”) • Premier provider of distributed power solutions serving the energy and commercial & industrial end-markets •

Exhibit 99.2 Solaris Oilfield Infrastructure Acquisition of Mobile Energy Rentals July 9, 2024 solarisoilfield.com So Solaris laris O Oilf ilfie ield ld I In nf fr ras ast tru ruc ct tu ur re e Transaction Overview Mobile Energy Rentals Overview (“MER”) • Premier provider of distributed power solutions serving the energy and commercial & industrial end-markets • Current fleet of mission-critical d

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 SOLARIS OILFIELD INF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0

Solaris Oilfield Infrastructure Announces First Quarter 2024 Results and Continued Shareholder Returns for Second Quarter 2024

Exhibit 99.1 Solaris Oilfield Infrastructure Announces First Quarter 2024 Results and Continued Shareholder Returns for Second Quarter 2024 First Quarter 2024 Summary Results and Shareholder Return Highlights ● Revenue of $68 million ● Net income of $7 million, or $0.14 per diluted Class A share; Adjusted pro forma net income of $7 million, or $0.16 per fully diluted share ● Adjusted EBITDA of $23

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2024 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934   (Amendment No.   ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934   (Amendment No.   ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

Solaris Oilfield Infrastructure, Inc. Clawback Policy, dated November 15, 2023.

Exhibit 97.1 Solaris Oilfield Infrastructure, Inc. Clawback Policy (this “Policy”) Adopted by the Board of Directors (the “Board”) of Solaris Oilfield Infrastructure, Inc. (the “Company”) on November 15, 2023. 1. Recoupment. If the Company is required to prepare a Restatement, the Compensation Committee of the Board (the “Committee”) shall, unless determined to be Impracticable, take reasonably pr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38

Solaris Oilfield Infrastructure Announces Fourth Quarter and Full Year 2023 Results and Announces Continued Shareholder Returns for First Quarter 2024

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Fourth Quarter and Full Year 2023 Results and Announces Continued Shareholder Returns for First Quarter 2024 Fourth Quarter 2023 Summary Results and Shareholder Return Highlights ● Revenue of $63 million ● Net income of $7 million, or $0.14 per diluted Class A share; Adjusted pro forma net income of $7 million, or $0.15 per fully diluted share

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2024 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporat

SOI / Solaris Oilfield Infrastructure, Inc. / Zartler William A - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, par value $.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

SOI / Solaris Oilfield Infrastructure, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01950-solarisoilfieldinfra.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Solaris Oilfield Infrastructure, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 83418M103 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check

SOI / Solaris Oilfield Infrastructure, Inc. / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Solaris Oilfield Infrastructure Inc (Name of Issuer) Common Stock (Title of Class of Securities) 83418M103 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the approp

Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Table Form S-8 Registration Statement Under The Securities Act Of 1933 (Form Type) Solaris Oilfield Infrastructure, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule (3) Amount Registered (1)(2) Proposed Maximum Offering Price Per Unit (3) Maximum Aggregat

As filed with the Securities and Exchange Commission on January 24, 2024

4873-4774-5894 As filed with the Securities and Exchange Commission on January 24, 2024 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

Solaris Oilfield Infrastructure Announces Third Quarter 2023 Results and Fourth Quarter Dividend

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Third Quarter 2023 Results and Fourth Quarter Dividend Third Quarter 2023 Summary Results and Highlights ● Revenue of $69.7 million ● Net income of $7.6 million, or $0.16 per diluted Class A share; Adjusted pro forma net income of $8.5 million, or $0.19 per fully diluted share, for the quarter ended September 30, 2023 ● Adjusted EBITDA of $23.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2023 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporati

Amendment No. 1 to Tax Receivable Agreement, dated as of June 27, 2023, by and among Solaris Oilfield Infrastructure, Inc., the TRA Holders and the Agents included therein (incorporated by reference to Exhibit 10.2 to the Registrant’s Form 10-Q (File No. 001-38090) filed with the Commission on July 27, 2023).

AMENDMENT NO. 1 TO TAX RECEIVABLE AGREEMENT This AMENDMENT NO. 1 (this “Amendment”), dated as of June 27, 2023, to that certain Tax Receivable Agreement, dated as of May 17, 2017 (the “Agreement”), by and among Solaris Oilfield Infrastructure, Inc., a Delaware corporation (the “Corporate Taxpayer”), the TRA Holders and the Agents. Capitalized terms used but not defined herein have the meanings giv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00

Solaris Oilfield Infrastructure Announces Second Quarter 2023 Results

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Second Quarter 2023 Results Second Quarter 2023 Summary Results and Highlights ● Net income of $12.2 million, or $0.24 per diluted Class A share, for the quarter ended June 30, 2023; Adjusted pro forma net income of $11.3 million, or $0.25 per fully diluted share, for the quarter ended June 30, 2023 ● Adjusted EBITDA of $26.8 million for the q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2023 SOLARIS OILFIELD IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2023 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2023 SOLARIS OILFIELD INF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2023 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

Indemnification Agreement (Christopher P. Wirtz) (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on June 1, 2023).

EXHIBIT 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of June 1, 2023 by and between Solaris Oilfield Infrastructure, Inc., a Delaware corporation (the “Company”), and Christopher P. Wirtz (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-consuming

Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Solaris Oilfield Infrastructure, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on May 22, 2023).

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE amended and Restated Certificate Of Incorporation OF SOLARIS OILFIELD INFRASTRUCTURE, INC. SOLARIS OILFIELD INFRASTRUCTURE, INC., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware DOES HEREBY CERTIFY: FIRST: That at a meeting of the Board of Directors of Solaris Oilfield Infrastructure, Inc.,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2023 SOLARIS OILFIELD INF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2023 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

First Amendment to the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on May 22, 2023).

Exhibit 10.1 FIRST AMENDMENT TO THE SOLARIS OILFIELD INFRASTRUCTURE, INC. LONG TERM INCENTIVE PLAN THIS FIRST AMENDMENT (the “First Amendment”) to the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan (the “Plan”), has been adopted by the board of directors (the “Board”) of Solaris Oilfield Infrastructure, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not de

Amendment No. 2 to Amended and Restated Credit Agreement, dated as of April 28, 2023, by and among Solaris Oilfield Infrastructure, LLC, as borrower, each of the guarantors party thereto, each of the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.3 to the Registrant’s Form 10-Q (File No. 001-38090) filed with the Commission on May 4, 2023).

Execution Version AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) dated as of April 28, 2023 (the “Amendment Effective Date”), is among Solaris Oilfield Infrastructure, LLC, a Delaware limited liability company (the “Borrower”), the guarantors party hereto (each a “Guarantor” and collectively, the “Guarantors”), t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0

Form of Performance-Based Restricted Stock Unit (PSU) Agreement under the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan (incorporated by reference to Exhibit 10.2 to the Registrant’s Form 10-Q (File No. 001-38090) filed with the Commission on May 4, 2023).

SOLARIS OILFIELD INFRASTRUCTURE, INC. LONG TERM INCENTIVE PLAN NOTICE OF GRANT OF AWARD OF PERFORMANCE-BASED RESTRICTED STOCK UNITS Notice of Grant Solaris Oilfield Infrastructure, Inc. (the “Company”) hereby grants to the Participant named below the target number of Performance-Based Restricted Stock Units (the “PSUs”) specified below. Each vested PSU represents the right to receive, in the discr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2023 SOLARIS OILFIELD INFR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2023 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation) (

Solaris Oilfield Infrastructure Announces First Quarter 2023 Results

Exhibit 99.1 Solaris Oilfield Infrastructure Announces First Quarter 2023 Results First Quarter 2023 Summary Results and Highlights ● Net income of $11.9 million, or $0.23 per diluted Class A share; Adjusted pro forma net income of $11.0 million, or $0.24 per fully diluted share ● Adjusted EBITDA of $25.1 million, reflecting a 9% sequential and 60% year-over-year increase ● Increased deployments o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rul

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2023 Solaris Oil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2023 Solaris Oilfield Infrastructure, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorp

Form of Solaris Oilfield Infrastructure, Inc. Executive Change in Control Severance Plan, effective as of March 1, 2023 (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on March 7, 2023).

Exhibit 10.1 SOLARIS OILFIELD INFRASTRUCTURE, INC. EXECUTIVE CHANGE IN CONTROL SEVERANCE PLAN 1.             Purpose. The purpose of the Solaris Oilfield Infrastructure, Inc. Executive Change in Control Severance Plan (as amended from time to time, the “Plan”) is to enable Solaris Oilfield Infrastructure, Inc., a Delaware corporation (the “Company”), to reinforce and encourage the continued attent

Solaris Oilfield Infrastructure Announces Fourth Quarter and Full Year 2022 Results

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Fourth Quarter and Full Year 2022 Results Summary Results and Highlights ● Net income of $8.0 million, or $0.15 per diluted Class A share, for the quarter ended December 31, 2022; Adjusted pro forma net income of $10.2 million, or $0.22 per fully diluted share for the quarter ended December 31, 2022 ● Adjusted EBITDA of $23.0 million for the q

IDENTIFICATION OF MEMBERS OF THE GROUP

EX-99.2 Exhibit 2 IDENTIFICATION OF MEMBERS OF THE GROUP Dan H. Wilks THRC Holdings, L.P. THRC Management, LLC

SOI / Solaris Oilfield Infrastructure Inc - Class A / THRC Holdings, LP - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* SOLARIS OILFIELD INFRASTRUCTURE, INC. (Name of Issuer) Class A common stock, $0.01 par value per share (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the ap

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2023 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporat

SOI / Solaris Oilfield Infrastructure Inc / Zartler William A - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, par value $.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

SOI / Solaris Oilfield Infrastructure Inc / Encompass Capital Advisors LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

SOI / Solaris Oilfield Infrastructure Inc / Yorktown Energy Partners X, L.P. - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A common stock, par value $0.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) March 10, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate

JOINT FILING AGREEMENT

EX-1.1 2 ny20007533x1ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A common stock, par value $0.01 per share of SOLARIS OILFIELD INFRA

SOI / Solaris Oilfield Infrastructure Inc / SCHRODER INVESTMENT MANAGEMENT NORTH AMERICA INC/ DE - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Solaris Oilfield Infrastructure Inc (Name of Issuer) Please enter the share class name (Title of Class of Securities) COM 83418M103 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig

SOI / Solaris Oilfield Infrastructure Inc / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment

SC 13G 1 tv01923-solarisoilfieldinfra.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Solaris Oilfield Infrastructure Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 83418M103 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to de

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Solaris Oilfield Infrastructure Announces Third Quarter 2022 Results

Exhibit 99.1 ? Solaris Oilfield Infrastructure Announces Third Quarter 2022 Results ? Third Quarter 2022 Highlights ? ? Net income of $11.5 million, or $0.22 per diluted Class A share, for the quarter ended September 30, 2022; Adjusted pro forma net income of $11.1 million, or $0.24 per fully diluted share for the quarter ended September 30, 2022 ? ? Adjusted EBITDA of $23.9 million for the quarte

Financial Statements and Exhibits, Results of Operations and Financial Condition

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2022 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Solaris Oilfield Infrastructure Announces Second Quarter 2022 Results

Exhibit 99.1 ? Solaris Oilfield Infrastructure Announces Second Quarter 2022 Results ? Second Quarter 2022 Highlights ? ? Net income of $8.3 million, or $0.16 per diluted Class A share, for the quarter ended June 30, 2022; Adjusted pro forma net income of $9.4 million, or $0.20 per fully diluted share for the quarter ended June 30, 2022 ? ? Adjusted EBITDA of $21.1 million for the quarter ended Ju

Financial Statements and Exhibits, Results of Operations and Financial Condition

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2022 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporati

Submission of Matters to a Vote of Security Holders

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2022 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Financial Statements and Exhibits, Results of Operations and Financial Condition

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2022 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporati

Solaris Oilfield Infrastructure Announces First Quarter 2022 Results

Exhibit 99.1 ? Solaris Oilfield Infrastructure Announces First Quarter 2022 Results ? First Quarter 2022 Highlights ? ? Net income of $5.7 million, or $0.11 per diluted Class A share, for the quarter ended March 31, 2022; Adjusted pro forma net income of $4.8 million, or $0.11 per diluted share for the quarter ended March 31, 2022 ? ? Adjusted EBITDA of $15.7 million for the quarter ended March 31

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.?) Filed by the Registrant ? ? ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? ? ? Filed by a party other than the Registrant ?? Check the appropriate box: ?? ? ? Preliminary Proxy Statement ?? ? ? Confidential, for Use of the Commission Only (as permitted

Indemnification Agreement (Laurie H. Argo) (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the Commission on March 21, 2022).

Exhibit 10.1 INDEMNIFICATION AGREEMENT ? This Indemnification Agreement (?Agreement?) is made as of March 16, 2022, by and between Solaris Oilfield Infrastructure, Inc., a Delaware corporation (the ?Company?), and Laurie H. Argo (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-consuming l

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2022 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporati

Solaris Oilfield Infrastructure Names Laurie Argo to Board of Directors

Exhibit 99.1 ? Solaris Oilfield Infrastructure Names Laurie Argo to Board of Directors ? HOUSTON, March 21, 2022 (BUSINESS WIRE) - Solaris Oilfield Infrastructure, Inc. (NYSE:SOI) (?Solaris? or the ?Company?) announced today that Ms. Laurie Argo has been named to the Company?s Board of Directors (the ?Board?), effective March 16, 2022. Ms. Argo will also serve as an independent member of Solaris?

Amended Credit Agreement, dated as of February 24, 2022, by and among Solaris Oilfield Infrastructure, Inc., as borrower, each of the lenders party thereto and Wells Fargo Bank, as administrative agent (incorporated by reference to Exhibit 10.20 to the Registrant’s Annual Report on Form 10-K (File No. 001-38090) filed with the Commission on February 24, 2022).

Exhibit 10.20 ? AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT (?Agreement?) dated as of February 24, 2022 (the ?Amendment Effective Date?), is among Solaris Oilfield Infrastructure, LLC, a Delaware limited liability company (the ?Borrower?), the guarantors party hereto (each a ?Guarantor? and collectively, the ?Guarantors?),

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Form of Restricted Stock Agreement under the Solaris Oilfield Infrastructure, Inc. Long Term Incentive Plan (incorporated by reference to Exhibit 10.2 to the Registrant’s Annual Report on Form 10-K (File No. 001-38090) filed with the Commission on February 24, 2022).

Exhibit 10.2 ? SOLARIS OILFIELD INFRASTRUCTURE, INC. LONG TERM INCENTIVE PLAN ? FORM OF RESTRICTED STOCK AGREEMENT ? Grant Date: Please reference summary on page 8 ?Grant/Award Date? (the ?Grant Date?) Name of Grantee: Please reference summary on page 8 ?Participant Name? (the ?Grantee? or ?you?) Number of Restricted Shares subject to Award: Please reference summary on page 8 ?Share Amount? (the ?

Financial Statements and Exhibits, Results of Operations and Financial Condition

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2022 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorpor

Solaris Oilfield Infrastructure Announces Fourth Quarter 2021 Results

Exhibit 99.1 ? Solaris Oilfield Infrastructure Announces Fourth Quarter 2021 Results ? Fourth Quarter 2021 Highlights ? ? Net income of $1.1 million, or $0.01 per diluted Class A share, for the quarter ended December 31, 2021; Adjusted pro forma net income of $1.0 million, or $0.02 per diluted share for the quarter ended December 31, 2021 ? ? Adjusted EBITDA of $9.8 million for the quarter ended D

SOI / Solaris Oilfield Infrastructure Inc / Encompass Capital Advisors LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

SOI / Solaris Oilfield Infrastructure Inc / Solaris Energy Capital, LLC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, par value $.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

SOI / Solaris Oilfield Infrastructure Inc / Zartler William A - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, par value $.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

SOI / Solaris Oilfield Infrastructure Inc / ADAGE CAPITAL PARTNERS GP, L.L.C. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the

SOI / Solaris Oilfield Infrastructure Inc / VAN ECK ASSOCIATES CORP Passive Investment

SC 13G/A 1 schedule13g.htm schedule13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Solaris Oilfield Infrastructure, Inc. (Name of Issuer) COMMON SHARES (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2021- Year End Filing (Date of Event Which Requires Filing of this Statement) Check the appr

SOI / Solaris Oilfield Infrastructure Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Solaris Oilfield Infrastructure Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 83418M103 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which

SOI / Solaris Oilfield Infrastructure Inc / THRC Holdings, LP - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SOLARIS OILFIELD INFRASTRUCTURE, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) February 4, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d

POWER OF ATTORNEY

Exhibit 3 POWER OF ATTORNEY I, Dan Wilks, hereby confirm that I have authorized and designated Matthew Wilks to execute and file on my behalf all SEC forms (including any amendments thereto) that I may be required to file with the United States Securities and Exchange Commission and to perform any other actions in connection with the above, as a result of my position with, or my ownership of, or transaction in securities of, Solaris Oilfield Infrastructure, Inc.

SOI / Solaris Oilfield Infrastructure Inc / SCHRODER INVESTMENT MANAGEMENT NORTH AMERICA INC/ DE - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 SOLARIS OILFIELD INFRASTRUCTURE INC (Name of Issuer) COM (Title of Class of Securities) 83418M103 (CUSIP Number) 12/31/2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ? R

POWER OF ATTORNEY

Exhibit 5 POWER OF ATTORNEY THRC Management, LLC (?THRC?), incorporated and existing under the laws of Texas, with filing number 801392573, having its registered address at 16858 IH 20, Cisco, Texas 76437, represented by Dan Wilks, Manager, hereby authorizes Matthew Wilks to represent THRC to execute and file on THRC? s behalf all SEC forms (including any amendments thereto) that THRC may be required to file with the United States Securities and Exchange Commission and any other actions in connection with the above, as a result of THRC?s position with, or ownership of, or transactions in securities by or on behalf of THRC or its subsidiary THRC Holdings, LP with Solaris Oilfield Infrastructure, Inc.

POWER OF ATTORNEY

Exhibit 4 POWER OF ATTORNEY I, Staci Wilks, hereby confirm that I have authorized and designated Matthew Wilks to execute and file on my behalf all SEC forms (including any amendments thereto) that I may be required to file with the United States Securities and Exchange Commission and to perform any other actions in connection with the above, as a result of my position with, or my ownership of, or transaction in securities of, Solaris Oilfield Infrastructure, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2021 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Solaris Oilfield Infrastructure Announces Third Quarter 2021 Results

Exhibit 99.1 ? Solaris Oilfield Infrastructure Announces Third Quarter 2021 Results ? Third Quarter 2021 Highlights ? ? Net income of $1.4 million, or $0.03 per diluted Class A share, for the quarter ended September 30, 2021; Adjusted pro forma net loss of $0.6 million, or $(0.01) per diluted share for the quarter ended September 30, 2021 (see below for a reconciliation of Adjusted pro forma net i

9811 Katy Freeway, Suite 700 Houston, Texas 77024 (281) 501-3070

9811 Katy Freeway, Suite 700 Houston, Texas 77024 (281) 501-3070 October 20, 2021 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.

As filed with the Securities and Exchange Commission on October 15, 2021

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 15, 2021 Registration No.

SOI / Solaris Oilfield Infrastructure Inc / Encompass Capital Advisors LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Solaris Oilfield Infrastructure Announces Second Quarter 2021 Results

EX-99.1 2 soi-20210728ex991e1a9b7.htm EX-99.1 Exhibit 99.1 Solaris Oilfield Infrastructure Announces Second Quarter 2021 Results Second Quarter 2021 Highlights ● Net loss of $1.9 million, or $(0.04) per diluted Class A share, for the quarter ended June 30, 2021; Adjusted pro forma net loss of $1.4 million, or $(0.03) per diluted share for the quarter ended June 30, 2021 (see below for a reconcilia

Financial Statements and Exhibits, Results of Operations and Financial Condition

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 28, 2021 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporatio

Submission of Matters to a Vote of Security Holders

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2021 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation

Financial Statements and Exhibits, Results of Operations and Financial Condition

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2021 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

Solaris Oilfield Infrastructure Announces First Quarter 2021 Results

Exhibit 99.1 ? Solaris Oilfield Infrastructure Announces First Quarter 2021 Results ? First Quarter 2021 Highlights ? ? Net loss of $1.9 million, or $(0.04) per diluted Class A share, for the quarter ended March 31, 2021; Adjusted pro forma net loss of $1.6 million, or $(0.04) per diluted share for the quarter ended March 31, 2021 (see below for a reconciliation of Adjusted pro forma net income to

Quarterly Report - 10-Q

Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? ? ? Filed by a Party other than the Registrant ??? Check the appropriate box: ? ?Preliminary Proxy Statement ? ?Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro

Annual Report on Form 10-K from our Definitive Proxy Statement filed on April 1, 2021);

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? ? ? Filed by a Party other than the Registrant ??? Check the appropriate box: ? ?Preliminary Proxy Statement ? ?Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro

IDENTIFICATION OF MEMBERS OF THE GROUP

EX-99.1 2 d166411dex991.htm EX-99.1 Exhibit 99.1 IDENTIFICATION OF MEMBERS OF THE GROUP Dan H. Wilks Staci Wilks THRC Holdings, LP THRC Management, LLC Page 10 of 11

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) March 16, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box

JOINT FILING AGREEMENT

EX-99.2 Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the common stock, par value $0.01 per share, of Solaris Oilfield Infrastructure, Inc., and further agree that t

Annual Report - 10-K

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Solaris Oilfield Infrastructure Announces Fourth Quarter and Full Year 2020 Results

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Fourth Quarter and Full Year 2020 Results Fourth Quarter and Full Year 2020 Highlights ● Net loss of $(51.1) million, or $(1.03) per diluted Class A share, for the full year ended December 31, 2020; Adjusted pro forma net loss of $(6.6) million, or $(0.15) per diluted share for the year ended December 31, 2020 (see below for a reconciliation o

Financial Statements and Exhibits, Results of Operations and Financial Condition

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2021 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorpor

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, par value $.01 per share (Title of Class

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, par value $.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, par value $.01 per share (Title of Class

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, par value $.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

Solaris Oilfield Infrastructure, Inc.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Solaris Oilfield Infrastructure Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 83418M103 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which

Solaris Oilfield Infrastructure Issues Operational Update and Schedules Fourth Quarter and Full Year 2020 Results Conference Call

Exhibit 99.1 Solaris Oilfield Infrastructure Issues Operational Update and Schedules Fourth Quarter and Full Year 2020 Results Conference Call HOUSTON, January 19, 2021 (BUSINESS WIRE) – Solaris Oilfield Infrastructure, Inc. (NYSE:SOI) (“Solaris” or the “Company”) announced today it expects its fully utilized proppant silo system count in the fourth quarter of 2020 to increase 20-25% from third qu

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 19, 2021 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporati

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2020 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporati

Solaris Oilfield Infrastructure Announces Third Quarter 2020 Results

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Third Quarter 2020 Results Third Quarter 2020 Highlights ● Net loss of $(3.3) million, or $(0.12) per diluted Class A share, for the quarter ended September 30, 2020; Adjusted pro forma net income of $(4.0) million, or $(0.09) per diluted share for the quarter ended September 30, 2020 (see below for a reconciliation of adjusted pro forma net i

SOI / Solaris Oilfield Infrastructure / ADAGE CAPITAL PARTNERS GP, L.L.C. - SOLARIS OILFIELD INFRASTRUCTURE, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value (Title of Class of Securities) 83418M103 (CUSIP Number) September 22, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the ru

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2020 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

Solaris Oilfield Infrastructure Announces Second Quarter 2020 Results

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Second Quarter 2020 Results Second Quarter 2020 Highlights ● Net loss of $(5.5) million, or $(0.20) per diluted Class A share, for the quarter ended June 30, 2020; Adjusted pro forma net income of $(7.0) million, or $(0.16) per diluted share for the quarter ended June 30, 2020 (see below for a reconciliation of adjusted pro forma net income to

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2020 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001

Solaris Oilfield Infrastructure Announces First Quarter 2020 Results

Exhibit 99.1 Solaris Oilfield Infrastructure Announces First Quarter 2020 Results First Quarter 2020 Highlights · Net loss of $33.2 million, or $(0.65) per diluted Class A share, for the quarter ended March 31, 2020; Adjusted pro forma net income of $14.8 million, or $0.32 per diluted share for the quarter ended March 31, 2020 (see below for a reconciliation of adjusted pro forma net income to net

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2020 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☑ Filed by a Party other than the Registrant  ☐   Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy St

- DEF 14A

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☑ Filed by a Party other than the Registrant  ☐  Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑

Solaris Oilfield Infrastructure Provides Operational Update and Response to Current Market Conditions

Exhibit 99.1 Solaris Oilfield Infrastructure Provides Operational Update and Response to Current Market Conditions HOUSTON, April 7, 2020 (BUSINESS WIRE) – Solaris Oilfield Infrastructure, Inc. (NYSE:SOI) (“Solaris”) provided an operational update today to address current market conditions. Due to a combination of geopolitical and COVID-19 pandemic related pressures on the global supply-demand bal

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2020 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

SOI / Solaris Oilfield Infrastructure 10-K - Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001‑3809

Description of Securities Registered under Section 12(b) of the Act (incorporated by reference to Exhibit 4.3 to the Registrant’s Form 10-K (File No. 001-38090) filed with the Commission on February 23, 2021).

Exhibit 4.3 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of Solaris Oilfield Infrastructure, Inc. (the “Company” or “we”) is based upon the Company’s amended and restated certificate of incorporation, the Company’s amended and restated bylaws and applicable

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2020 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporat

Solaris Oilfield Infrastructure Announces Fourth Quarter and Full Year 2019 Results

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Fourth Quarter and Full Year 2019 Results Fourth Quarter and Full Year 2019 Highlights · Net income of $90.4 million, or $1.69 per diluted Class A share, for the full year ended December 31, 2019; adjusted pro forma net income of $62.7 million, or $1.32 per diluted share for the year ended December 31, 2019 (see below for a reconciliation of a

JOINT FILING AGREEMENT

Exhibit 1.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A common stock, par value $0.01 per share of SOLARIS OILFIELD INFRASTRUCTURE, INC., a Delaware corporation, an

SOI / Solaris Oilfield Infrastructure / TimesSquare Capital Management, LLC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)1 Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Common Stock, Class A, $.01 par value (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

SOI / Solaris Oilfield Infrastructure / Yorktown Energy Partners X, L.P. - SC 13GA Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A common stock, par value $0.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to design

SOI / Solaris Oilfield Infrastructure / Adage Capital Partners GP LLC - SOLARIS OILFIELD INFRASTRUCTURE, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value (Title of Class of Securities) 83418M103 (CUSIP Number) February 12, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the

SOI / Solaris Oilfield Infrastructure / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Solaris Oilfield Infrastructure Inc Title of Class of Securities: Common Stock CUSIP Number: 83418M103 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rul

SOI / Solaris Oilfield Infrastructure / Zartler William A - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Solaris Oilfield Infrastructure, Inc. (Name of Issuer) Class A Common Stock, par value $.01 per share (Title of Class of Securities) 83418M103 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

SOI / Solaris Oilfield Infrastructure 10-Q - Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number:

Solaris Oilfield Infrastructure Announces Third Quarter 2019 Results

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Third Quarter 2019 Results Third Quarter 2019 Highlights  Net income of $19.1 million, or $0.36 per diluted Class A share, for the quarter ended September 30, 2019, which includes a $0.01 per diluted Class A share charge related to severance and loss on disposal of assets · Adjusted pro forma net income of $17.7 million, or $0.37 per diluted

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2019 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporati

SOI / Solaris Oilfield Infrastructure 10-Q - Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-

Solaris Oilfield Infrastructure Announces Second Quarter 2019 Results

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Second Quarter 2019 Results Second Quarter 2019 Highlights  Net income of $22.5 million, or $0.42 per diluted Class A share, for the quarter ended June 30, 2019, which includes a $0.01 per diluted Class A share write-off of certain unamortized debt issuance costs related to lenders under the 2018 Credit Agreement which are no longer parties t

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2019 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

SOI / Solaris Oilfield Infrastructure 10-K/A - Annual Report - 10-K/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission F

SOI / Solaris Oilfield Infrastructure 10-Q/A - Quarterly Report - 10-Q/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss

Financial Statements and Exhibits, Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2019 SOLARIS OILFIELD INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-38090 81-5223109 (State or other jurisdiction of incorporation)

Solaris Oilfield Infrastructure Announces Preliminary Second Quarter 2019 Financial and Operational Results

Exhibit 99.1 Solaris Oilfield Infrastructure Announces Preliminary Second Quarter 2019 Financial and Operational Results HOUSTON, July 19, 2019 (BUSINESS WIRE) — Solaris Oilfield Infrastructure, Inc. (NYSE:SOI) (“Solaris” or the “Company”), a leading independent provider of supply chain management and logistics solutions designed to drive efficiencies and reduce costs for the oil and natural gas i