SEC Comment Letter 0000000000-24-001343 to Smart Sand, Inc. (SND) (CIK 0001529628) (SND)
Smart Sand, Inc. (SND) (CIK 0001529628)
Date: Feb. 2, 2024 · CIK: 0001529628 · Accession: 0000000000-24-001343
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File numbers found in text: 333-276549
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United States securities and exchange commission logo
February 2, 2024
Charles Young
Chief Executive Officer
Smart Sand, Inc.
28420 Hardy Toll Road, Suite 130
Spring, Texas 77373
Re:Smart Sand, Inc.
Registration Statement on Form S-3
Filed January 17, 2024
File No. 333-276549
Dear Charles Young:
We have conducted a limited review of your registration statement and have the
following comment.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances
or do not believe an amendment is appropriate, please tell us why in your response.
After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments.
Registration Statement on Form S-3
General
1.We note that you incorporate by reference your Form 10-K for the fiscal year ended
December 31, 2022. Please be advised that we will not be in a position to declare this
registration statement effective until you have resolved all comments on your Exchange
Act reports.
FirstName LastNameCharles Young
Comapany NameSmart Sand, Inc.
February 2, 2024 Page 2
FirstName LastName
Charles Young
Smart Sand, Inc.
February 2, 2024
Page 2
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact Claudia Rios at 202-551-8770 or Daniel Morris at 202-551-3314 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc: Ryan J. Maierson, Esq.