SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Atlas Sand Holdings II, LLC

(Last) (First) (Middle)
5918 W. COURTYARD DRIVE
SUITE 500

(Street)
AUSTIN TX 78730

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/08/2023
3. Issuer Name and Ticker or Trading Symbol
Atlas Energy Solutions Inc. [ AESI ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 36,892,106 D(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Atlas Sand Holdings II, LLC

(Last) (First) (Middle)
5918 W. COURTYARD DRIVE
SUITE 500

(Street)
AUSTIN TX 78730

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Sand Management Co II, LLC

(Last) (First) (Middle)
5918 W. COURTYARD DRIVE
SUITE 500

(Street)
AUSTIN TX 78730

(City) (State) (Zip)
Explanation of Responses:
1. Atlas Sand Holdings II, LLC ("Holdings II") is the record holder of such shares. Atlas Sand Management Company II, LLC ("ASMC II") is the managing member of Holdings II. Ben M. Brigham is the sole managing member of ASMC II. Accordingly, ASMC II and Mr. Brigham may be deemed to share the right to direct the voting or disposition of the shares held directly by Holdings II and therefore may be deemed to beneficially own such shares. Each of ASMC II and Mr. Brigham disclaim beneficial ownership of the shares held by Holdings II except to the extent of their pecuniary interest therein, if any.
Remarks:
This Form 3 is being filed in connection with the effectiveness of the Registration Statement on Form S-1 (Registration No. 333-269488) of Atlas Energy Solutions Inc. See attached for Exhibit 24.1 - Power of Attorney (Atlas Sand Holdings II, LLC) and Exhibit 24.2 - Power of Attorney (Atlas Sand Management Company II, LLC).
/s/ Atlas Sand Holdings II, LLC, by Dathan C. Voelter, Attorney-in-Fact 03/08/2023
/s/ Atlas Sand Management Company II, LLC, by Dathan C. Voelter, Attorney-in-Fact 03/08/2023
** 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 5 (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).
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