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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (date of earliest event reported): May 16, 2012

U.S. Silica Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

Registrant’s telephone number, including area code: (800) 345-6170

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Item 7.01. Regulation FD Disclosure.

A copy of material that will be used in investor presentations delivered by representatives of U.S. Silica Holdings, Inc. (the “Company”) from time to time beginning on May 16, 2012 and ending May 18, 2012, is furnished as Exhibit No. 99.1 to this Form 8-K. Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

The Company will be reaffirming its full year 2012 guidance during these presentations.

Item 9.01. Financial Statements and Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 16, 2012

EXHIBIT INDEX

Investor Presentation May 2012 U.S. Silica U.S. Silica Exhibit 99.1

Disclaimers This presentation contains forward-looking statements that reflect, when made, our current views with respect to current events and financial performance. Such forward- looking statements are subject to many risks, uncertainties and factors relating to our operations and business environment, which may cause our actual results to be materially different from any future results, express or implied, by such forward-looking statements. All statements that address future operating, financial or business performance or our strategies or expectations are forward-looking statements. In some cases, you can identify these statements by forward-looking words such as “may,” “might,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “projects,” “potential,” “outlook” or “continue,” and other comparable terminology. Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to, those discussed in our filings with the Securities and Exchange Commission, including our most recent annual report on Form 10-K and our quarterly reports on Form 10-Q.  New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us. We disclaim any intention or obligation to update or revise any forward- looking statements, whether as a result of new information, future events and/or otherwise, except to the extent required by law. This presentation includes certain non-GAAP financial measures, including Adjusted EBITDA and Total Segment Contribution Margin.  For a reconciliation of such measures to the most directly comparable GAAP term, please see Appendix A to this presentation. 2

U.S. Silica is Attractively Positioned Leading industrial minerals supplier Over 200 products and 1,400 customers Oil & Gas Proppants: Frac sand Industrial & Specialty: Glass, coatings, foundry 13 facilities, many over 100 years old Flagship Ottawa site home of ‘Ottawa White’ 315 million tons of high quality reserves 6.3 million tons sold in 2011 LTM revenues of $334 million and LTM adjusted EBITDA of $114 million (1) 3 Company Profile (1) See Appendix A for EBITDA reconciliation (2) Totals may not equal segments due to rounding (3) Includes combined results for our predecessors Commercial Silica Market Share Segment Contribution Margin (2) ($MM) (3) Industrial and Specialty Oil and Gas Source: Company Estimates Other

4 Rapid Demand Growth Shale drilling has revolutionized U.S. energy supply Proppant volume demand growing faster than shale drilling activity Supply is Constrained Large API spec reserves and permission to operate are barriers to entry Complex logistics and industrial end markets are barriers to success Sustainable Competitive Advantages 147 million tons of API spec frac sand reserves Integrated supply chain with access to all major shale basins Significant cost advantage due to heritage infrastructure Line of Site Organic Growth 55% projected frac sand capacity growth in 2012, with several take-or-pay contracts New resin coated sand (“RCS”) facility targeted for 1Q 2013 Additional greenfield raw sand facility targeted for 2Q 2013 Leadership and Growth in a Transformative Market

(MM Tons) Year End Rig Count Frac Sand Demand Outstrips Drilling Activity 5 Horizontal Rig Count Wells per Rig Stages per Lateral Proppant Demand Proppant per Stage 2.0x North America Horizontal Drilling Rig Count Oil and Gas Silica Consumption Technology Enabled Lateral Length Rig count: Baker Hughes; Consumption: For 2009, USGS, for 2010, internal estimates compiled through consultation with third parties and management Source:

New Projects Face High Hurdles 6 Sphericity, solubility, size, crush strength (14 API specifications) Large-Scale High Quality Reserves Rail access to major basins Long approval process (1 – 3 years) Federal / state / local mining, air, water, reclamation permits Premium on know- how and expertise Logistics and On-Site Infrastructure Permission and Experience to Operate Diversified Customers Ability to “spec-in” to industrial customer production processes High Quality, Cost Effective Supply Barriers to Entry Barriers to Success

Supply redundancy Low transportation costs Single source supplier Spec’d in to customer formulas Low customer turnover U.S. Silica Advantages Irreplaceable Industrial & Specialty Market Position 7 Growth Drivers GDP growth Pricing New products and innovation Geographic expansion Age of Relationship USS Locations Customer Locations Avg. Ship Distance (Mi) Logistics Complexity >90 Years >40 Years >50 Years >75 Years >20 Years 6 5 5 5 4 5 8 243 10 7 7 7 11 648 241 145 172 266 Average >55 Years

Railroad access on BNSF, Union Pacific, CN, and CSX Barge access 13 in-basin transloads Transportation Assets Differentiated Footprint and Logistics Capability 8 Scale Reliability Flexibility Cost effectiveness U.S. Silica Advantages Right Product, Right Place, Right Time

9 Plant Production Cost Per Ton (1) U.S. Silica Primary Frac Plants vs. New Project Royalties Lack of onsite rail Yield loss due to lack of industrial customers Scale (%) Adjusted EBITDA Margin Source: Company Estimates (1) Excludes delivery costs (2) Represents the U.S. Silica four principal plants used for frac sand, and excludes the other facilities, which have higher plant production costs (3) Assumes new projects are built for frac sand product (3) (2) Structural Cost Advantage Within Industry USS (Primary Frac Sand Plants) Estimated New Project 40 30 20 10 0 2008 2009 2010 2011 1Q12 LTM 21.2 26.1 29.5 31.7 34.1

Line-of-Sight Oil & Gas Organic Growth Elements 10 Initiatives Description 2012: Incremental Frac Sand Capacity Expansion 1.1 million ton expansion at the Ottawa, IL and Rockwood, MI plants, with several take- or-pay contracts Construction complete 1Q 2013: Rochelle Resin- Coated Proppant Product and process development underway Startup 1Q13 2Q 2013: Sparta Greenfield Mine Construction began 2Q12 Startup 2Q13 38M coarse, northern white reserves (1) Assumes same margin as for existing 1Q12 LTM Oil & Gas. Calculated assuming that the additional capacity had been in place since April 1, 2011 and assuming that all of it was sold and that such capacity achieved the same margins as existing capacity. Actual results could differ materially based on (i) our ability to sell all such capacity at comparable prices and (ii) our ability to achieve comparable margins on such additional capacity. In addition, future results are likely to differ from results in prior periods U.S. Silica Execution of High Return Frac Projects New Frac Sand Tons (MM) 1.1 1Q12 LTM O & G Contribution Margin $40.28 / ton 1Q12 LTM Implied Additional Contribution Margin (1) $44MM Estimated Project Capital Expenditures ~$50- 60MM U.S. Silica Implied Payback Period ~1.3 Years 2012E Oil and Gas Proppants Production Growth (MM tons) Potential Future Initiatives (2013+) Phase II of resin coating expansion Phase II of Sparta greenfield project Additional Wisconsin greenfield projects International growth 55% Oil and Gas Proppants Growth Frac Sand Expansions 2011 2012E 3.5 2.5 1.5 0.5 2.0 1.1 3.1

Entry into Resin-Coating 11 U.S. Silica RCS Positioning Experienced, best-in-class team Access to high quality coarse substrate required for oil and liquid rich basins Flexible, vertically integrated production Access to two class one railroads and barging for outbound shipping Ability to double production capacity of plant All Permits Received 1Q12 Site Development and Begin Construction 1Q12 Start Up 1Q2013 Phase II? 2013 / 2014 Break Ground 4Q11 Product Testing 2Q12/3Q12 Illustrative Project Timeline Phase 1 Capacity: 200,000 tons Phase 1 Capital: $42-$44 million

New Plant in Sparta, Wisconsin 12 U.S. Silica Sparta Positions Experienced, best-in-class management team Over 38M tons of coarse, northern white reserves Received all necessary permitting to begin construction in January 2012 Board of Directors approved construction of facility Direct access to class one railroad Facility designed with scalability to cost effectively increase capacity in the future All Permits Received 3Q12 Site Development and Begin Construction 2Q12 Start Up 2Q13 Phase II 2013 / 2014 Long Lead Time Items Ordered 1Q12 Dredge Operation Begins 3Q12 Illustrative Project Timeline Phase 1 Capacity: 750-850 ktons Phase 1 Capital: $50-$60 million Land Acquired 4Q11

Historical Financial Summary 13 ($MM) Adjusted EBITDA (2) ($MM) Volume (1) Revenue (1) Capital Expenditures Industrial and Specialty Oil and Gas ($MM) (MM Tons) (1) Totals may not equal segments due to rounding (2) See Appendix A for EBITDA reconciliation

Low End Guidance First Quarter 2012 Performance and Momentum 14 Revenue (1) ($MM) Adjusted EBITDA and Margin (1) (2) ($MM) Net Income ($MM) Today Momentum Revenue growth with mix shift to higher margin oil and gas segment Strong EBITDA growth and expanding margins Sharply accelerating net income growth 55%+ expansion in oil and gas capacity (19%+ expansion in total capacity) Continued mix shift to oil and gas with contribution margins >60% RCS start up in 1Q 2013 Sparta start up in 2Q 2013 (1) Figures presented for 2012 Forecast represents the low end of guidance; no guidance has been provided for 2012 FY Adjusted EBITDA Margin (2) For full list of adjustments please see EBITDA bridge in Appendix A (%) Margin Revenue High End Guidance EBITDA Low End Guidance High End Guidance

Strong Balance Sheet to Fund Growth Initiatives 15 Summary Capitalization (US$ in thousands) 3/31/2012 12/31/2011 Cash and Cash Equivalents $     84,641 $     59,199 Asset-Based Revolving Line-of-Credit – – Term Loan Facility 258,050 258,700 Other Borrowings 3,932 3,932 Total Debt 261,982 262,632 Net Debt 177,341 203,433 Leverage (Debt/Adj EBITDA) (1) 2.3x 2.8x Net Leverage (Net Debt/Adj EBITDA) (1) 1.6x 2.2x $24.0MM capacity under asset-based revolving line-of-credit Total adjusted liquidity of ~$108.6MM for growth initiatives as of March 31, 2012 (1) Leverage and Net Leverage as of March 31, 2012 is calculated using LTM Adj EBITDA as of the reporting date

16 Leadership and Growth in a Transformative Market Rapid Demand Growth Proppant demand growth outpacing unprecedented shale drilling activity Supply is Constrained Barriers to entry and success will continue to limit new capacity Sustainable Competitive Advantages Scale, asset efficiency and logistics infrastructure create advantaged position Line of Site Organic Growth Near-term, high return growth projects with excellent probability of success

Appendix A Appendix A

Reconciliation (Adjusted EBITDA to Net Income) 18 Reconciliation of Adjusted EBITDA $ in thousands Three Months Ended March 31, 2012 LTM March 31, 2012 Net Income 19,113 45,856 Total Interest Expense, Net of Interest Income 3,763 16,669 Provisions of Taxes (Benefit) 7,032 12,547 Total Depreciation, Depletion and Amortization Expenses 5,978 21,888 EBITDA 35,886 96,960 Non-Cash Deductions, Losses and Charges (1) - (526) Non-Recurring Expenses (Income) (2) (439) (2,467) Transaction Expenses (3) 156 6,199 Permitted Management Fees and Expenses (4) - 8,937 Non-Cash Incentive Compensation (5) 654 1,795 Post-Employment Expenses (Excluding Service Costs) (6) 605 1,666 Other Adjustments Allowable Under Existing Credit Agreements (7) 125 1,251 Adjusted EBITDA 36,987 113,815 See following page for explanation of adjustments to EBITDA

Reconciliation (Adjusted EBITDA to Net Income) 19 (1) Includes non-cash deductions, losses and charges arising from adjustments to estimates of a future litigation liability. (2) Includes the gain on the sale of assets and non-recurring expenses related to a former insurer’s liquidation. (3) Includes fees and expenses related to amendments of our Term Loan Facility and ABL Facility. (4) Includes fees and expense paid to Golden Gate Capital for ongoing consulting and management services provided pursuant to an Advisory Agreement entered into in connection with Golden Gate Capital Acquisition. (5) Includes vesting of incentive equity compensation issued to our employees. (6) Includes costs relating to pension and other post-retirement benefit obligations during the applicable period, but in each case excluding the service cost relating to benefits earned during such period. (7) Reflects miscellaneous adjustments permitted under our existing credit agreements, including such items as expenses related to reviewing potential acquisitions and costs associated with relocating the corporate headquarters.

Non-GAAP Financial Performance Measures 20 Segment Contribution Margin Adjusted EBITDA The Company organizes its business into two reportable segments, Oil & Gas Proppants and Industrial & Specialty Products, based on end markets. The reportable segments are consistent with how management views the markets served by the Company and the financial information reviewed by the chief operating decision maker. The Company manages its Oil & Gas Proppants and Industrial & Specialty Products businesses as components of an enterprise for which separate information is available and is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and assess performance.  An operating segment’s performance is primarily evaluated based on segment contribution margin, which excludes certain corporate costs not associated with the operations of the segment. These corporate costs are separately stated below and include costs that are related to functional areas such as operations management, corporate purchasing, accounting, treasury, information technology, legal and human resources. The Company believes that segment contribution margin, as defined above, is an appropriate measure for evaluating the operating performance of its segments. However, this measure should be considered in addition to, not a substitute for, or superior to, income from operations or other measures of financial performance prepared in accordance with generally accepted accounting principles.  Adjusted EBITDA is not a measure of our financial performance or liquidity under GAAP and should not be considered as an alternative to net income as a measure of operating performance, cash flows from operating activities as a measure of liquidity or any other performance measure derived in accordance with GAAP. Additionally, Adjusted EBITDA is not intended to be a measure of free cash flow for management’s discretionary use, as it does not consider certain cash requirements such as interest payments, tax payments and debt service requirements. Adjusted EBITDA contains certain other limitations, including the failure to reflect our cash expenditures, cash requirements for working capital needs and cash costs to replace assets being depreciated and amortized, and excludes certain non-recurring charges that may recur in the future. Management compensates for these limitations by relying primarily on our GAAP results and by using Adjusted EBITDA only as a supplement. Our measure of Adjusted EBITDA is not necessarily comparable to other similarly titled captions of other companies due to potential inconsistencies in the methods of calculation.