Sec Form 13D Filing - BRIGHAM BEN M filing for Atlas Energy Solutions Inc. (AESI) - 2023-10-25

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 Name of reporting person

 Anne and Bud Oil & Gas Vested, LLC

 Check the appropriate box if a member of a group

 (a): ☒  (b): ☐

 SEC use only

 Source of funds

 OO

 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

 ☐

 Citizenship or place of organization

 Texas

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 Sole voting power

 0

 Shared voting power

 9,968,045(1)

 Sole dispositive power

 0

 Shared dispositive power

 9,968,045(1)

 Aggregate amount beneficially owned by each reporting person

 9,968,045(1)

 Check if the aggregate amount in Row (11) excludes certain shares

 ☐

 Percent of class represented by amount in Row (11)

 10.0%(2)

 Type of reporting person

 OO (Limited Liability Company)

Reported shares of common stock of the Issuer, par value $0.01 per share (“Common Stock”) are held directly by Anne and Bud Oil & Gas Vested, LLC (“Anne and Bud Vested”). Ben M. Brigham is the manager of Anne and Bud Vested and may, therefore, be deemed to beneficially own the shares that are reported as beneficially owned by Anne and Bud Vested.

This calculation is based on an assumed total of 100,000,000 shares of Common Stock outstanding as of October 2, 2023.

 Name of reporting person

 Brigham Children’s Family LP

 Check the appropriate box if a member of a group

 (a): ☒  (b): ☐

 SEC use only

 Source of funds

 OO

 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

 ☐

 Citizenship or place of organization

 Texas

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 Sole voting power

 0

 Shared voting power

 896,290(1)

 Sole dispositive power

 0

 Shared dispositive power

 896,290(1)

 Aggregate amount beneficially owned by each reporting person

 896,290(1)

 Check if the aggregate amount in Row (11) excludes certain shares

 ☐

 Percent of class represented by amount in Row (11)

 0.9%(2)

 Type of reporting person

 PN (Partnership)

Reported shares of Common Stock are held directly by Brigham Children’s Family LP (“Brigham Children’s LP”). Mr. Brigham is the co-manager of BCFP GP, LLC (“BCFP GP”), which is the general partner of Brigham Children’s LP. Therefore, each of Mr. Brigham and BCFP GP may be deemed to beneficially own the shares that are reported as beneficially owned by Brigham Children’s LP.

This calculation is based on an assumed total of 100,000,000 shares of Common Stock outstanding as of October 2, 2023.

 Name of reporting person

 BCFP GP, LLC

 Check the appropriate box if a member of a group

 (a): ☒  (b): ☐

 SEC use only

 Source of funds

 OO

 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

 ☐

 Citizenship or place of organization

 Texas

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 Sole voting power

 0

 Shared voting power

 896,290(1)

 Sole dispositive power

 0

 Shared dispositive power

 896,290(1)

 Aggregate amount beneficially owned by each reporting person

 896,290(1)

 Check if the aggregate amount in Row (11) excludes certain shares

 ☐

 Percent of class represented by amount in Row (11)

 0.9%(2)

 Type of reporting person

 OO (Limited Liability Company)

Reported shares of Common Stock are held directly by Brigham Children’s LP. Mr. Brigham is the co-manager of BCFP GP, which is the general partner of Brigham Children’s LP. Therefore, each of Mr. Brigham and BCFP GP may be deemed to beneficially own the shares that are reported as beneficially owned by Brigham Children’s LP.

This calculation is based on an assumed total of 100,000,000 shares of Common Stock outstanding as of October 2, 2023.

 Name of reporting person

 Ben M. Brigham

 Check the appropriate box if a member of a group

 (a): ☒  (b): ☐

 SEC use only

 Source of funds

 OO

 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

 ☐

 Citizenship or place of organization

 United States

Number of

shares

 beneficially 

owned by

each

reporting

person

with

 Sole voting power

 4,120,900(1)

 Shared voting power

 40,971,490(2)

 Sole dispositive power

 4,120,900(1)

 Shared dispositive power

 0

 Aggregate amount beneficially owned by each reporting person

 45,112,390(1)(2)

 Check if the aggregate amount in Row (11) excludes certain shares

 ☐

 Percent of class represented by amount in Row (11)

 45.1%(3)

 Type of reporting person

 IN

Reported shares of Common Stock are held directly by Mr. Brigham.

Includes (a) 9,968,045 shares of Common Stock held directly by Anne and Bud Vested and (b) 896,290 shares of Common Stock held directly by Brigham Children’s LP. Mr. Brigham is the manager of Anne and Bud Vested and the co-manager of BCFP GP, which is the general partner of Brigham Children’s LP. Therefore, Mr. Brigham may be deemed to share the right to direct the voting or disposition of the shares directly held by Anne and Bud Vested and Brigham Children’s LP. Mr. Brigham disclaims beneficial ownership of the reported shares except to the extent of his pecuniary interest therein. Additionally, as a result of the Amended and Restated Stockholders’ Agreement (the “A&R Stockholders’ Agreement”) described in Item 5 below, Mr. Brigham may be deemed to have shared voting power with respect to an additional 30,127,155 shares of Common Stock with respect to the matters covered by the A&R Stockholders’ Agreement.

This calculation is based on an assumed total of 100,000,000 shares of Common Stock outstanding as of October 2, 2023.

154,020 shares of Common Stock, representing 0.2% of the Common Stock, held directly by A. Lance Langford;

484,483 shares of Common Stock, representing 0.5% of the Common Stock, held directly by ALL Financial Trust;

592,146 shares of Common Stock, representing 0.6% of the Common Stock, held directly by BLL Financial Trust;

7,319,428 shares of Common Stock, representing 7.3% of the Common Stock, held directly by Gregory M. Shepard;

14,816,932 shares of Common Stock, representing 14.8% of the Common Stock, held directly by The Sealy & Smith Foundation;

308,039 shares of Common Stock, representing 0.3% of the Common Stock, held directly by Richard W. Schmidt;

1,658,306 shares of Common Stock, representing 1.6% of the Common Stock, held directly by Schmidt Atlas LLC, a Texas limited liability company;

1,062,682 shares of Common Stock, representing 1.1% of the Common Stock, held directly by Joel and Stacy Hock;

1,540,198 shares of Common Stock, representing 1.5% of the Common Stock, held directly by John Gregory Turner;

488,982 shares of Common Stock, representing 0.5% of the Common Stock, held directly by Chris Scholla;

154,019 shares of Common Stock, representing 0.2% of the Common Stock, held directly by Dathan C. Voelter;

462,059 shares of Common Stock, representing 0.5% of the Common Stock, held directly by Kirk Ginn;

545,992 shares of Common Stock, representing 0.5% of the Common Stock, held directly by Brian Leveille; and

539,869 shares of Common Stock, representing 0.5% of the Common Stock, held directly by Chad McEver.

Exhibit No.

Description