Statement of Changes in Beneficial Ownership (4)
July 06 2020 - 4:17PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
OEHLERT MICHAEL A |
2. Issuer Name and Ticker or Trading Symbol
Hi-Crush Inc.
[
HCR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Operating Officer |
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(Last)
(First)
(Middle)
1330 POST OAK BLVD, SUITE 600 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
7/2/2020 |
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(Street)
HOUSTON, TX 77056
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 7/2/2020 | | M | | 6356 (1) | A | (2) | 83440 | D | |
| Common Stock | 7/2/2020 | | F | | 1548 | D | $0.1598 | 81892 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 Units | (2) | 7/2/2020 | | M | | | 6356 (1) | (2) | (2) | Common Stock | 6356.0 | $0 | 40407 (3) | D | |
| Explanation of Responses: |
| (1) | The reporting person is a participant in Hi-Crush Inc.'s Long Term Incentive Plan (the "Plan") and received 12,712 time-based phantom units on July 2, 2018, under the Plan, which were subsequently converted to restricted stock units ("RSUs") on May 31, 2019. Fifty percent of such RSUs vested on July 2, 2020. Each RSU represents the right to receive, upon vesting, one share of common stock, along with tandem distribution equivalent rights. |
| (2) | RSUs convert into common stock on a one-for-one basis. |
| (3) | Includes all RSUs beneficially owned by the reporting person following this reported transaction, including previously reported RSUs with varying vesting terms. |
Remarks:
On May 31, 2019, Hi-Crush Partners LP converted from a Delaware limited partnership to a Delaware corporation named Hi-Crush Inc. As a result of such conversion, each common unit of Hi-Crush Partners LP was converted into one share of common stock of Hi-Crush Inc., and each outstanding award of time-based phantom units was converted into an award of RSUs on a one-to-one basis. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
OEHLERT MICHAEL A
1330 POST OAK BLVD
SUITE 600
HOUSTON, TX 77056 |
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| Chief Operating Officer |
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Signatures
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| /s/ Michael A. Oehlert by Mark C. Skolos as Attorney-in-Fact | | 7/6/2020 |
| **Signature of Reporting Person | Date |
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