SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Yorktown Energy Partners XI, L.P.
(Last) (First) (Middle)
410 PARK AVENUE
20TH FLOOR
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/26/2021 		3. Issuer Name and Ticker or Trading Symbol
Aris Water Solutions, Inc. [ ARIS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
11/04/2021
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock(1) 10,304,608(2)(3)(4) I See Footnote(5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Solaris Midstream Holdings, LLC Units (6) (6) Class A Common Stock 10,304,608(2)(3)(4) 0 I See Footnote(5)
1. Name and Address of Reporting Person*
Yorktown Energy Partners XI, L.P.
(Last) (First) (Middle)
410 PARK AVENUE
20TH FLOOR
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Yorktown XI Co LP
(Last) (First) (Middle)
410 PARK AVENUE
20TH FLOOR
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Yorktown XI Associates LLC
(Last) (First) (Middle)
410 PARK AVENUE
20TH FLOOR
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
Explanation of Responses:
1. 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.
2. 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").
3. 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.
4. 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.
5. 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.
6. 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.
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 03/19/2025
Yorktown XI Company LP By: Yorktown XI Associates LLC, its general partner By: /s/ W. Howard Keenan, Jr., Managing Member 03/19/2025
Yorktown XI Associates LLC By: /s/ W. Howard Keenan, Jr., Manager 03/19/2025
** Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).

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