Solaris Energy Infrastructure, Inc.
For the period ended Sep 30, 2026. Filed Nov 6, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 6, 2026
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Item 6. Exhibits
| Exhibit No. | Description |
| 2.1 | Agreement and Plan of Merger, by and among the Company, Merger Sub I, Merger Sub II, Omega Holdco and the Shareholder, dated as of September 1, 2026 (incorporated by reference to Exhibit 2.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the SEC on September 8, 2026). |
| 3.1 | Amended and Restated Certificate of Incorporation of Solaris Oilfield Infrastructure, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the SEC on May 23, 2017). |
| 3.2 | Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Solaris Oilfield Infrastructure, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the SEC on May 22, 2023). |
| 3.3 | Certificate of Second Amendment of the Amended and Restated Certificate of Incorporation of Solaris Oilfield Infrastructure, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the SEC on September 17, 2024). |
| 3.4 | Amended and Restated Bylaws of Solaris Oilfield Infrastructure, Inc. (incorporated by reference to Exhibit 3.2 to the Registrant’s Form 8-K (File No. 001-38090) filed with the SEC on May 23, 2017). |
| 3.5 | First Amendment to Amended and Restated Bylaws of Solaris Oilfield Infrastructure, Inc. (incorporated by reference to Exhibit 3.2 to the Registrant’s Form 8-K (File No. 001-38090) filed with the SEC on September 17, 2024). |
| 4.1 | Indenture, dated as of October 1, 2026, by and among Solaris Energy Infrastructure, LLC, Solaris Energy Infrastructure, Inc., the Subsidiary Guarantors and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the SEC on October 1, 2026). |
| 4.2 | Form of 7.000% Senior Notes due 2032 (included as Exhibit A in Exhibit 4.1). |
| 4.3* | First Supplemental Indenture, dated as of September 28, 2026, by and among Solaris Infrastructure, LLC, Solaris Energy Infrastructure, Inc., the subsidiary guarantors named therein and U.S. Bank Trust Company, National Association, as trustee (relating to the 6.375% Senior Notes due 2031). |
| 4.4* | Second Supplemental Indenture, dated as of October 29, 2026, by and among Solaris Infrastructure, LLC, Solaris Energy Infrastructure, Inc., the subsidiary guarantors named therein and U.S. Bank Trust Company, National Association, as trustee (relating to the 6.375% Senior Notes due 2031). |
| 4.5* | First Supplemental Indenture, dated as of October 29, 2026, by and among Solaris Infrastructure, LLC, Solaris Energy Infrastructure, Inc., the subsidiary guarantors named therein and U.S. Bank Trust Company, National Association, as trustee (relating to the 7.000% Senior Notes due 2032). |
| 10.1 | First Amendment to Credit Agreement, dated as of October 1, 2026, by and among Solaris Energy Infrastructure, LLC, as borrower, Solaris Energy Infrastructure, Inc., as parent, MUFG Bank, Ltd., as administrative agent, and the lenders party thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K (File No. 001-38090) filed with the SEC on October 1, 2026). |
| 10.2*† | Solaris Energy Infrastructure, Inc. Amended and Restated Executive Change in Control Severance Plan, as amended through November 4,2026. |
| 10.3*† | Indemnification Agreement (Jacob Gobar). |
| 31.1* | Certification of Co-Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.2* | Certification of Co-Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.3* | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 32.1** | Certification of Co-Chief Executive Officer pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 32.2** | Certification of Co-Chief Executive Officer pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 32.3** | Certification of Chief Financial Officer pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 101.INS* | Inline XBRL Instance Document. |
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document. |
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| Exhibit No. | Description |
|---|---|
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| 101.LAB* | Inline XBRL Taxonomy Extension Labels Linkbase Document. |
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
| 104* | Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101) |
*Filed herewith.
**Furnished herewith. Pursuant to SEC Release No. 33-8212, this certification will be treated as “accompanying” this Quarterly Report on Form 10-Q and not “filed” as part of such report for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of Section 18 of the Exchange Act, and this certification will not be deemed to be incorporated by reference into any filing under the Securities Act, except to the extent that the registrant specifically incorporates it by reference.
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