| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Select Energy Services, Inc. [ WTTR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/01/2017 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A Common Stock | 11/01/2017 | A | 16,191,331 | A | $0(1) | 16,191,331 | I | SEE FOOTNOTES(2)(3)(4) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Received in exchange for 21,159,609 shares of Class A common stock, $0.01 par value per share, of Rockwater Energy Solutions, Inc. ("Rockwater") in connection with the acquisition of Rockwater by Select Energy Services, Inc. (the "Issuer"). |
| 2. Represents 8,773,760 shares of Class A common stock, $0.01 par value per share, of the Issuer ("Class A Common Stock") directly beneficially owned by SCF-VI, L.P., 6,374,474 shares of Class A Common Stock directly beneficially owned by SCF-VII, L.P. and 1,043,097 shares of Class A Common Stock directly beneficially owned by SCF-VII(A), L.P. |
| 3. L. E. Simmons is the President and sole member of the board of directors of L.E. Simmons & Associates, Incorporated, a Delaware corporation ("LESA"), which is the sole general partner of each of SCF-VI, G.P., Limited Partnership ("SCF-VI GP"), SCF-VII, G.P., Limited Partnership ("SCF-VII GP") and SCF-VII(A), G.P., Limited Partnership ("SCF-VII(A) GP"). Additionally, SCF-VI GP is the sole general partner of SCF-VI, L.P., SCF-VII, GP is the sole general partner of SCF-VII, L.P. and SCF-VII(A) GP is the sole general partner of SCF-VII(A), L.P. Based on the reporting person's affiliation with SCF-VI, L.P., SCF-VII, L.P. and SCF-VII(A), L.P., L. E. Simmons may be deemed to beneficially own all of the shares of common stock of the Issuer beneficially owned or deemed to be beneficially owned by SCF-VI, L.P., SCF-VII, L.P. and SCF-VII(A), L.P. Mr. Simmons disclaims beneficial ownership of all such interests. |
| 4. David C. Baldwin is a member of the Issuer's board of directors. Mr. Baldwin serves as Co-President of LESA. As such, Mr. Baldwin may be deemed to have dispositive power over the shares of common stock owned by SCF-VI, L.P., SCF-VII, L.P. and SCF-VII(A), L.P. Mr. Baldwin disclaims beneficial ownership of all such interests. |
| Remarks: |
| L.E. Simmons | 11/02/2017 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||