Smart Sand Vice President Disposes of Nearly 1,740 Shares Through Tax Withholding Event

Details of the Share Disposal Transaction

Christopher M. Green, who serves as Vice President of Accounting at Smart Sand, Inc., completed a stock transaction on July 23, 2026. The disclosure indicates that 1,738 shares of common stock (par value $0.001 per share) were disposed of at a price of $4.81 per share. The transaction was recorded with a code designation indicating it was executed on the reported date. The filing was submitted to the Securities and Exchange Commission on July 27, 2026, three business days after the transaction date.

The company disclosed that the shares were withheld for tax purposes in connection with the vesting of restricted stock granted to Green based on his continued employment with Smart Sand. This type of transaction is a standard administrative process whereby companies retain a portion of newly vested restricted shares to satisfy the employee's tax withholding obligations, with the remainder of the vested shares retained by the employee. The arrangement allows employees to receive the full economic benefit of their equity grants while ensuring that tax obligations are met through share disposition rather than requiring cash payment from the employee.

Beneficial Ownership Position Following the Transaction

Following the completion of the July 23, 2026 share disposal, Green's beneficial ownership position in Smart Sand remained substantial. The filing indicates that Green held 48,167 shares of common stock on a direct basis immediately after the transaction settled. This direct ownership position reflects the shares remaining to Green after the 1,738-share tax withholding event was processed. The disclosure demonstrates that Green maintained a significant equity stake in the company despite the share reduction from the vesting and withholding event.

The beneficial ownership figure of 48,167 shares represents Green's direct holdings and does not include any indirect ownership interests that might be held through other entities or arrangements. The filing specifies that all disclosed ownership is held directly by the reporting person, with no indirect beneficial interests reported in the transaction or ownership tables. This direct ownership structure provides clarity to investors regarding Green's personal equity stake in the company's performance and financial outcomes.

Role and Reporting Status of Christopher M. Green

Christopher M. Green holds the position of Vice President of Accounting at Smart Sand, Inc. and is subject to Section 16 reporting obligations under the Securities Exchange Act of 1934. The disclosure indicates that Green is an officer of the company, making him a reporting person required to file public statements documenting changes in beneficial ownership of company securities. Green's address on file with Smart Sand is listed as the company's principal location at 1000 Floral Vale Boulevard, Suite 225, in Yardley, Pennsylvania 19067.

Officers and certain other insiders are required to report transactions in company securities to provide transparency regarding insider trading activity and beneficial ownership changes. These filings are designed to ensure that investors have access to information about significant equity transactions by company officials. The public disclosure of such transactions allows market participants to monitor insider activity and form their own assessments regarding management's confidence in the company's prospects and valuation.

Tax Withholding in Restricted Stock Vesting Arrangements

The transaction reported by Green exemplifies a standard practice in equity compensation arrangements involving restricted stock. When restricted stock vests, the recipient becomes the owner of unrestricted shares that can be freely traded. However, the vesting event triggers tax liability for the employee at ordinary income rates based on the fair market value of the shares on the vesting date. Companies typically offer employees the option to have shares withheld from the vesting award to satisfy this tax withholding obligation, which eliminates the need for the employee to remit cash to cover taxes on the equity compensation received.

In this instance, the filing explanation states that the 1,738 shares represent securities withheld for tax purposes upon the vesting of restricted stock granted to Green, with the vesting contingent upon Green's continued employment with Smart Sand on the applicable vesting date. The $4.81 per-share price reflects the fair market value of Smart Sand common stock on July 23, 2026. This withholding mechanism is common across publicly traded companies and serves as a practical solution to the tax consequences associated with restricted stock vesting, allowing employees to satisfy their tax obligations without requiring additional cash expenditures.

Filing Compliance and Signature Authority

The Form 4 filing was signed by Lee E. Beckelman, who is identified as an attorney-in-fact for Christopher M. Green. This arrangement permits an authorized representative to execute and submit insider trading reports on behalf of the reporting person. Beckelman signed the disclosure on July 27, 2026, the date the form was filed with the Securities and Exchange Commission. The filing indicates that this was a single-person report rather than a joint or group filing, meaning the transaction and beneficial ownership information pertain solely to Green.

The regulatory filing includes standard certifications regarding the accuracy of information provided, with language noting that intentional misstatements or omissions of facts in insider trading reports constitute federal criminal violations under 18 U.S.C. Section 1001 and 15 U.S.C. Section 78ff(a). The form contains checkboxes indicating that Green remains subject to Section 16 reporting obligations and that the transaction was not undertaken pursuant to a Rule 10b5-1 trading plan. These elements establish the formal compliance framework within which the transaction is reported to investors and regulators.

Context for Investor Monitoring of Insider Transactions

Insider transactions reported on Form 4 filings provide investors with transparency regarding securities trading activity by company officers, directors, and significant shareholders. These public disclosures allow market participants to track whether insiders are buying or selling company shares, which some investors view as a signal of insider confidence or concern regarding the company's valuation and prospects. Systematic monitoring of insider trading patterns can inform investment decisions and help investors identify trends in insider activity across specific time periods or market conditions.

In this case, the transaction represents a reduction in Green's share holdings through a tax withholding event rather than a voluntary market sale. Investors should distinguish between shares disposed of for tax withholding purposes and discretionary insider sales, as the former reflects administrative processing of equity compensation rather than a deliberate trading decision. The disclosure allows investors to monitor Green's overall equity stake in Smart Sand and assess the net effect of compensation vesting and withholding on insider ownership levels over time.

Smart Sand Company Background and Market Context

Smart Sand, Inc., trades on the NASDAQ under the ticker symbol SND and is based in Yardley, Pennsylvania. The company operates in the industrial materials sector, serving customers across multiple industries. Smart Sand's equity compensation programs, including restricted stock grants to officers such as Green, represent a standard component of executive and management compensation structure used to align employee and shareholder interests and to retain key personnel. The disclosure of transactions related to vesting and tax withholding provides context regarding the ongoing administration of the company's equity compensation arrangements.

The immediate share price impact of Green's transaction was not clear from available public information in the filing. The $4.81 per-share price represents the valuation at which the withheld shares were processed on the transaction date but does not necessarily reflect trading volume or broader market activity in Smart Sand shares on that date. Investors interested in understanding the broader trading context and price momentum of SND shares should review trading data and market information from financial data providers and exchange sources.

Significance of Insider Ownership Retention

Despite the reduction in share count from the tax withholding event, Green's retained beneficial ownership of 48,167 shares indicates continued significant personal equity stake in Smart Sand's performance. Insider ownership levels are monitored by some investors as an indicator of management confidence and alignment with shareholder interests. The fact that Green continues to hold a substantial number of shares following the vesting and withholding event suggests ongoing investment in the company's long-term value creation and reflects the residual equity position retained after tax obligations were satisfied through share withholding.

The disclosure provides investors with precise information regarding Green's ownership position, enabling detailed analysis of insider holdings relative to total company equity outstanding and in comparison to historical insider ownership trends. Tracking beneficial ownership changes across multiple insider transactions over time can reveal patterns regarding insider investment activity and the aggregate effect of equity compensation, vesting, and discretionary trading on insider stakes in the company. This information supports informed investor analysis and decision-making regarding Smart Sand's governance and insider alignment with shareholder interests.