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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
U.S. SILICA HOLDINGS, INC. [ SLCA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/01/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | ||||||
Common Stock | 04/01/2020 | M(1) | 3,087 | A | $0.00 | 277,271 | D | |||
Common Stock | 04/01/2020 | F(2) | 752 | D | $1.55 | 276,519 | D | |||
Common Stock | 04/01/2020 | M(3) | 5,600 | A | $0.00 | 282,119 | D | |||
Common Stock | 04/01/2020 | F(2) | 1,364 | D | $1.55 | 280,755(4) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Restricted Stock | (5) | 04/01/2020 | M | 3,087 | (6) | (6) | Common Stock | 3,087 | $0.00 | 0 | D | ||||
Restricted Stock | (5) | 04/01/2020 | M | 5,600 | (7) | (7) | Common Stock | 5,600 | $0.00 | 5,599 | D |
Explanation of Responses: |
1. Scheduled vesting of restricted stock units granted on April 1, 2017. |
2. Represents tax withholding on vested restricted stock units. |
3. Scheduled vesting of restricted stock units granted on April 1, 2018. |
4. Includes (i) 30,210 restricted stock units granted on February 12, 2019 which will vest in equal installments on February 12, 2021 and 2022 and (ii) 104,839 restricted stock units granted on February 6, 2020 which will vest in three equal installments on the anniversary of the grant date. |
5. Each restricted stock unit represents a contingent right to receive one share of common stock upon vesting of the unit. |
6. Restricted Stock Units granted on April 1, 2017 and vesting in three equal installments on the anniversaries of the grant date. |
7. Restricted Stock Units granted on April 1, 2018 and vesting in three equal installments on the anniversaries of the grant date. |
Remarks: |
/s/ Matthew Rinegar, as Attorney-In-Fact | 04/03/2020 | |
** 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. | ||
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. |