SEC Form SC 13G/A filed by Smart Sand Inc. (Amendment)

☐	Rule 13d-1(b)

☐	Rule 13d-1(c)

☒	Rule 13d-1(d)

*	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 the disclosures provided in a prior cover page.

Item 1(a).

Name of Issuer:

Item 1(b).

Address of Issuer’s Principal Executive Offices:

Item 2(a).

Name of Persons Filing:

i)

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

ii)

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

iii)

Behdad Eghbali (“Mr. Eghbali”)

Item 2(b).

Address of Principal Business Office or, if none, Residence:

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:

Item 2(e).

CUSIP Number:

Item 3.

If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

Amount beneficially owned:

(b)

Percent of class:

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or to direct the vote: 0

(ii)

Shared power to vote or to direct the vote: 5,175,688

(iii)

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

(iv)

Shared power to dispose or to direct the disposition of: 5,175,688

(i)

Sole power to vote or to direct the vote: 64,067

(ii)

Shared power to vote or to direct the vote: 5,175,688

(iii)

Sole power to dispose or to direct the disposition of: 64,067

(iv)

Shared power to dispose or to direct the disposition of: 5,175,688

Item 5.

Ownership of Five Percent or Less of a Class.

Item 6.

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

Item 7.

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

Item 8.

Identification and Classification of Members of the Group.

Item 9.

Notice of Dissolution of Group.

Item 10.

Certification.

CLEARLAKE CAPITAL GROUP, L.P.
By:	/s/ John Cannon
Name:	John Cannon
Attorney-in-Fact
JOSÉ E. FELICIANO
By:	/s/ John Cannon
Attorney-in-Fact
BEHDAD EGHBALI
By:	/s/ John Cannon
Attorney-in-Fact

Exhibit No.
1	Joint Filing Agreement, dated February 14, 2023
2	Power of Attorney of Reporting Persons (incorporated by reference to Exhibit No. 2 to the Schedule 13G filed by the Reporting Persons on February 8, 2021)

CLEARLAKE CAPITAL GROUP, L.P.
By:	/s/ John Cannon
Name:	John Cannon
Attorney-in-Fact
JOSÉ E. FELICIANO
By:	/s/ John Cannon
Attorney-in-Fact
BEHDAD EGHBALI
By:	/s/ John Cannon
Attorney-in-Fact