SEC Form SC 13D/A filed by Select Water Solutions Inc. (Amendment)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Select Water Solutions, Inc.

(Name of Issuer)

Class A Common Stock, par value $0.01 per share

(Title of Class of Securities)

641119 102

(CUSIP Number)

1233 W. Loop South, Suite 1400

Houston, TX 77027

(713) 235-9500

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

November 6, 2023

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7(b) for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

* John Schmitz indirectly controls the voting and dispositive power of the Reporting Person through Schmitz & Schmitz Properties, Inc., a Texas corporation.

** The reporting person is the beneficial owner of 4,725,128 shares of Select Water Solutions, Inc.’s Class A Common Stock, of which 399,684 shares are held indirectly through B-29 Investments, LP, a Texas limited partnership, and 4,325,444 shares are held indirectly through B-29 Holdings, LP, a Texas limited partnership.

*** The percentage calculation is based upon the aggregate of 103,916,906 shares of Class A Common Stock outstanding as of October 30, 2023.

Item 1. Security and Issuer

This Schedule 13D relates to the Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”) of Select Water Solutions, Inc., a Delaware corporation (the “Issuer”). The address of the principal executive offices of the Issuer is 1233 W. Loop South, Suite 1400, Houston, Texas 77027.

Item 2. Identity and Background

Item 3. Source and Amount of Funds or Other Considerations

This Schedule 13D/A is being filed in connection with the transfer of 1,000,000 shares of Class A Common Stock held by B-29 Holdings, L.P. to certain of its lenders in partial satisfaction of amounts owed in connection with a term credit agreement. The shares were transferred at an implied per share price of $7.52, which is the average of the opening and closing trading prices for such shares on November 6, 2023.

Item 4. Purpose of Transaction

This Schedule 13D/A is being filed in connection with the transfer of the 1,000,000 shares of ‎Class A Common Stock held by B-29 Holdings, L.P. to certain of its lenders in partial satisfaction ‎of amounts owed in connection with a term credit agreement. ‎ As a result of such transfer, the Reporting Person now beneficially owns ‎4,725,128‎ shares of Class A Common Stock as of the date of this Schedule 13D/A. The Reporting Person may acquire or gain control over additional Class A Common Stock from time to time or dispose of Class A Common Stock it beneficially owns or controls, consistent with its investment purposes and in amounts to be determined by the Reporting Person based upon a number of factors, including, without limitation, its ongoing assessment of the Issuer’s business prospects, prevailing market conditions, the availability of other investment opportunities, and/or other considerations.

Item 5. Interest in Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Other than as described in this Report and as previously reported, the Reporting Person has no understandings, arrangements, relationships or contracts relating to the Issuer’s Class A Common Stock which are required to be described hereunder.

Item 7. Material to Be Filed as Exhibits

None.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of this filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001).