Yorktown Energy Partners XI, L.P. - Oct 26, 2021 Form 3/A - Amendment Insider Report for Aris Water Solutions, Inc. (ARIS)

Role: 10%+ Owner
Signature: Yorktown Energy Partners XI, L.P., By: Yorktown XI Company LP, its general partner, By: Yorktown XI Associates LLC, its general partner By: /s/ W. Howard Keenan, Jr., Managing Member
Stock symbol: ARIS
Transactions as of: Oct 26, 2021
Transactions value $: $0
Form type: 3/A - Amendment
Date filed: 3/19/2025, 07:04 PM
Date Of Original Report: Nov 4, 2021
Next filing: Nov 15, 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	ARIS	Class B Common Stock						10.3M	Oct 26, 2021	See Footnote	F1, F2, F3, F4, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	ARIS	Solaris Midstream Holdings, LLC Units							Oct 26, 2021	Class A Common Stock	10.3M	$0.00	See Footnote	F2, F3, F4, F5, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each share of Class B common stock has no economic rights but entitles its holder to one vote on all matters to be voted on by stockholders generally.
F2	Immediately prior to closing of the Issuer's initial public offering, the Fourth Amended and Restated Limited Liability Company Agreement of Solaris Midstream Holdings, LLC ("Solaris LLC"), of which the Issuer is the managing member, became effective (the "Solaris LLC Agreement"). Pursuant to the Solaris LLC Agreement, (i) all of the membership interests in Solaris LLC held by its existing owners were converted into a single class of units in Solaris LLC ("Solaris LLC Units") and (ii) Solaris LLC distributed to its members, including Yorktown Energy Partners XI, L.P. ("Yorktown XI"), one share of Class B common stock for each Solaris LLC Unit held by such members, in each case based on the average of the volume weighted average price of shares of the Issuer's Class A common stock for the 10 trading days commencing with the date of the initial listing of the Issuer's Class A common stock on the New York Stock Exchange (the "VWAP").
F3	The number of Solaris LLC Units and shares of Class B common stock beneficially owned by the Reporting Person was determined on November 5, 2021 based on the VWAP.
F4	The reporting persons disclaim beneficial ownership of these securities except to the extent of their pecuniary interests therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for Section 16 or any other purpose.
F5	Represents securities held directly by Yorktown XI, whose general partner is Yorktown XI Company LP ("Yorktown XI Company"), whose general partner is Yorktown XI Associates LLC ("Yorktown XI Associates"). Yorktown XI Company and Yorktown XI Associates are indirect beneficial owners of the reported securities.
F6	Subject to certain limitations and exceptions described in the Solaris LLC Agreement, the Solaris LLC Units are redeemable from time to time for shares of Class A common stock of the Issuer (on a one-for-one basis, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions), with a corresponding number of shares of Class B common stock cancelled for no consideration.

Remarks:

This Form 3 amendment is being filed to amend and restate in its entirety the original Form 3 filed on October 26, 2021 as amended by that certain Amendment to Form 3 on November 4, 2021 to add Yorktown XI Company and Yorktown XI Associates as reporting persons with respect to the shares of Class A common stock, Class B common stock and Solaris LLC Units reported herein.