3: Initial statement of beneficial ownership of securities
Published on November 3, 2017
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIESFiled 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 11/01/2017 |
3. Issuer Name and Ticker or Trading Symbol
Select Energy Services, Inc. [ WTTR ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| 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) |
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| Class A Common Stock | 18,396(1) | D | |
| Class A Common Stock | 7,502(2) | D |
| 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) | ||
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Stock Options (right to buy) | 11/01/2017(3) | 09/04/2022 | Class A Common Stock | 8,977 | 26.72 | D | |
| Stock Options (right to buy) | (4) | 08/17/2025 | Class A Common Stock | 21,443 | 13.62 | D | |
| Stock Options (right to buy) | (5) | 12/14/2025 | Class A Common Stock | 57,184 | 8.97 | D | |
| Stock Options (right to buy) | (6) | 12/10/2026 | Class A Common Stock | 57,184 | 8.66 | D | |
| Explanation of Responses: |
| 1. Received in exchange for 24,041 shares of Class A common stock, $0.01 par value per share, of Rockwater Energy Solutions, Inc. ("Rockwater") in connection with the acquisition of Rockwater by Select Energy Services, Inc. |
| 2. These shares of restricted stock, granted as substitute awards under the Select Energy Services, Inc. 2016 Equity Incentive Plan (the "Plan"), will vest 1/3 on each of March 31, 2018, March 31, 2019, and March 31, 2020. |
| 3. These options, granted as substitute awards under the Plan, are all exercisable. |
| 4. These options, granted as substitute awards under the Plan, became exercisable as to 1/2 on November 1, 2017, and become exercisable as to 1/4 on each of August 17, 2018 and August 17, 2019. |
| 5. These options, granted as substitute awards under the Plan, became exercisable as to 1/3 on November 1, 2017, and become exercisable as to 1/3 on each of December 14, 2017 and December 14, 2018. |
| 6. These options, granted as substitute awards under the Plan, will become exercisable as to 1/3 on each of December 10, 2017, December 10, 2018, and December 10, 2019. |
| Remarks: |
| See attached for Exhibit 24 - Power of Attorney. |
| /s/ Paul Pistono by Adam Law, as Attorney-in-Fact | 11/03/2017 | |
| ** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.