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Ownership Document |
Schema Version: X0508 |
Document Type: 4 |
Period of Report: 3/1/24 |
Issuer: |
| Issuer CIK: 1865187 |
| Issuer Name: Aris Water Solutions, Inc. |
| Issuer Trading Symbol: ARIS |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1520378 |
| | Owner Name: Zartler William A |
| Reporting Owner Address: |
| | Owner Street 1: 9651 KATY FREEWAY |
| | Owner Street 2: SUITE 400 |
| | Owner City: HOUSTON |
| | Owner State: TX |
| | Owner ZIP Code: 77024 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? Yes |
| | Officer Title: Founder and Executive Chairman |
Aff 10b5 One? No |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A Common Stock |
| | Transaction Date: |
| | | Value: 3/1/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: F |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 21,126 |
| Footnote ID: F1 |
| | | Transaction Price Per Share: |
| Value: 12.04 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 421,497 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A Common Stock |
| | Transaction Date: |
| | | Value: 3/1/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 122,034 |
| Footnote ID: F2 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 543,531 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Class B Common Stock |
| | | Footnote ID: F3 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 488,474 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Class B Common Stock |
| | | Footnote ID: F3 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,064,617 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See Footnote |
| Footnote ID: F5 |
Derivative Table: |
| Derivative Holding: |
| | Security Title: |
| | | Value: Solaris Midstream Holdings, LLC Units |
| | Conversion or Exercise Price: |
| | | Footnote ID: F4 |
| | Exercise Date: |
| | | Footnote ID: F4 |
| | Expiration Date: |
| | | Footnote ID: F4 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Class A Common Stock |
| | | Underlying Security Shares: |
| Value: 488,474 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 488,474 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Solaris Midstream Holdings, LLC Units |
| | Conversion or Exercise Price: |
| | | Footnote ID: F4 |
| | Exercise Date: |
| | | Footnote ID: F4 |
| | Expiration Date: |
| | | Footnote ID: F4 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Class A Common Stock |
| | | Underlying Security Shares: |
| Value: 1,064,617 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,064,617 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See Footnote |
| Footnote ID: F5 |
Footnotes: |
| Footnote - F1: Surrender of shares on March 1, 2024 in payment of tax withholding due as a result of the settlement of vested restricted stock units. |
| Footnote - F2: Represents 122,034 restricted stock units ("RSUs") granted under the Aris Water Solutions, Inc. 2021 Equity Incentive Plan. Each RSU represents the right to receive one share of the Issuer's Class A common stock. The RSUs will vest in the following installments: (i) one-third on March 1, 2025, (ii) one-third on March 1, 2026, and (iii) one-third on March 1, 2027 |
| Footnote - F3: 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. |
| Footnote - F4: Subject to certain limitations and exceptions described in the Fourth Amended and Restated Limited Liability Company Agreement of Solaris Midstream Holdings, LLC, the units in Solaris Midstream Holdings, LLC (together with a corresponding number of shares of Class B common stock) 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). |
| Footnote - F5: Represents securities held by Solaris Energy Capital, LLC ("Solaris Energy Capital"). The Reporting Person is the sole member of Solaris Energy Capital and has the authority to vote or dispose of the securities held through Solaris Energy Capital in his sole discretion. As a result, the Reporting Person may be deemed to beneficially own all of the securities owned by Solaris Energy Capital. The Reporting Person disclaims beneficial ownership of the shares held by Solaris Energy Capital in excess of his pecuniary interest therein. |
Remarks: Ex. 24.1 - Power of Attorney |
Owner Signature: |
| Signature Name: /s/ Robert W. Hunt, Jr., as Attorney-in-Fact |
| Signature Date: 3/5/24 |