SEC Form SC 13G/A filed

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1	NAMES OF REPORTING PERSONS
	Clearlake Capital Group, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			10,920,445
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			10,920,445
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	10,920,445
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	25.1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA, PN

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Smart Sand, Inc. (the “Issuer”)

 

 

1725 Hughes Landing Blvd, Suite 800, The Woodlands, Texas 77380

 

This Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):

 

i)

Clearlake Capital Group, L.P. (“Clearlake Capital Group”);

 

ii)

José Enrique Feliciano (“Mr. Feliciano”); and

 

iii)

Behdad Eghbali (“Mr. Eghbali”)

 

This Statement relates to the Shares (as defined herein) held for the account of Capital Partners II (Master), L.P., a Delaware limited partnership (“Clearlake Capital Partners II”). Clearlake Capital Group, L.P. serves as the investment adviser and general partner to Clearlake Capital Partners II. Mr. Feliciano and Mr. Eghbali are Managing Partners of Clearlake Capital Group.

 

 

The address of the principal business office of each of the Reporting Persons is c/o Clearlake Capital Group, L.P., 233 Wilshire Blvd., Suite 800, Santa Monica, California 90401.

 

Item 2(c).

Citizenship:

 

i)

Clearlake Capital Group is a Delaware limited partnership;

 

ii)

Mr. Feliciano is a citizen of the United States of America; and

 

iii)

Mr. Eghbali is a citizen of the United States of America

 

Item 2(d).

Title of Class of Securities:

 

Common Stock, $0.001 par value (the “Shares”)

 

Item 2(e).

CUSIP Number:

 

83191H107

This Item 3 is not applicable.

Item 4.

Ownership.

 

As of December 31, 2020, each of the Reporting Persons may be deemed the beneficial owner of 10,920,445 Shares.

 

As of December 31, 2020, each of the Reporting Persons may be deemed the beneficial owner of 25.1% of the Shares outstanding. (There were 43,517,901 Shares outstanding as of November 2, 2020 based upon the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.)

 

(i)

Sole power to vote or to direct the vote: 0

(ii)

Shared power to vote or to direct the vote: 10,920,445

(iii)

Sole power to dispose or to direct the disposition of: 0

(iv)

Shared power to dispose or to direct the disposition of: 10,920,445

This Item 5 is not applicable.

Item 6.

Ownership of More Than Five Percent on Behalf of Another Person.

See disclosure in Items 2 and 4 hereof. Clearlake Capital Partners II is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares covered by this Statement that may be deemed to be beneficially owned by the Reporting Persons.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

See disclosure in Item 2 hereof.

 

Item 8.

Identification and Classification of Members of the Group.

This Item 8 is not applicable.

 

Item 9.

Notice of Dissolution of Group.

This Item 9 is not applicable.

 

Item 10.

Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

 

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. We also hereby agree to file this statement jointly pursuant to the Agreement listed on Exhibit 1 hereto.

 

Dated: February 8, 2021

 

 

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