Business Context and Reporting Period
This Form 8-K filing by USA Compression Partners, LP reports a corporate governance event. The report date is November 1, 2013, covering an event that occurred on October 28, 2013.
Key Financial Metrics
The filing does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on personnel appointments and compensation arrangements.
Material Changes
The primary material change reported is the appointment of John D. Chandler to the Board of Directors of the General Partner (GP Board) effective October 28, 2013. Key details include:
- Mr. Chandler serves as the eighth member of the GP Board.
- He was appointed to the Audit Committee and named Chair of the Audit Committee.
- He qualifies as an audit committee financial expert and as the third independent director under SEC and NYSE rules.
- No arrangements or understandings existed regarding his appointment, and no relationships requiring disclosure under Item 404(a) of Regulation S-K were identified.
Guidance, Outlook, and Compensation
There is no forward-looking guidance, outlook, or discussion of risks and contingencies in this filing. Regarding compensation for the new appointment:
- Mr. Chandler is eligible to receive phantom unit grants under the 2013 Long-Term Incentive Plan.
- He will receive an annual cash retainer of $75,000 for his services on the GP Board.
Investor Verification Points
- Confirm the independence status of John D. Chandler as the third independent director.
- Verify the terms of the phantom unit grants under the 2013 Long-Term Incentive Plan.
- Review the composition of the Audit Committee following Mr. Chandler's appointment as Chair.