Form: 4

Statement of changes in beneficial ownership of securities

September 20, 2019

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP


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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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Schmitz John
(Last) (First) (Middle)
1233 W. LOOP SOUTH, SUITE 1400
(Street)
HOUSTON TX 77027
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Select Energy Services, Inc. [ WTTR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Chairman
3. Date of Earliest Transaction (Month/Day/Year)
09/13/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class B Common Stock(1) 09/13/2019 C(2) 7,385,705 D $0 0 I By SES Legacy Holdings, LLC(2)
Class A Common Stock 09/13/2019 C(3) 6,986,021 A $0 6,986,021 I By Sunray Capital, LP
Class A Common Stock 09/13/2019 C(4) 399,684 A $0 399,684 I By B-29 Investments, LP
Class A Common Stock 165,672 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
SES Holdings LLC Unit (5) 09/13/2019 C(3)(4) 7,385,705 (5) (5) Class A Common Stock 7,385,705 $0 0 I By SES Legacy Holdings, LLC(2)
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. Represents 7,385,705 limited liability company units of SES Holdings, LLC (each, an "SES Holdings LLC Unit") and 7,385,705 shares of Class B common stock held directly by SES Legacy Holdings, LLC for which John Schmitz may have been deemed to be the beneficial owner. John Schmitz generally had the right to acquire beneficial ownership of such 7,385,705 SES Holdings LLC Units and 7,385,705 shares of Class B common stock held by SES Legacy Holdings, LLC at his election pursuant to the SES Legacy Holdings, LLC limited liability company agreement.
3. Reflects the distribution from SES Legacy Holdings, LLC, to Sunray Capital, LP, of 6,986,021 SES Holdings LLC Units and 6,986,021 shares of Class B common stock of the Issuer and the exchange of such SES Holdings LLC Units and Class B common stock for an equal number of shares of Class A common stock of the Issuer.
4. Reflects the distribution from SES Legacy Holdings, LLC, to B-29 Investments, LP, of 399,684 SES Holdings LLC Units and 399,684 shares of Class B common stock of the Issuer and the exchange of such SES Holdings LLC Units and Class B common stock for an equal number of shares of Class A common stock of the Issuer.
5. Subject to the terms of the limited liability company agreement of SES Holdings, LLC, by and among SES Legacy Holdings, LLC and the other members thereof, the SES Holdings LLC Units (together with a corresponding number of shares of Class B common stock of the Issuer) are exchangeable from time to time for shares of Class A common stock of the Issuer. The Issuer has the option to deliver cash in lieu of shares of Class A common stock of the Issuer upon the exercise by SES Legacy Holdings, LLC (or any transferee) of its exchange right.
/s/ John D. Schmitz by Adam R. Law, as Attorney-in-Fact 09/20/2019
** 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 4 (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.

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