USA Compression Partners, LP current report, 11 October 2017

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Business Context and Reporting Period

This Form 8-K filing by USA Compression Partners, LP (the "Partnership") reports corporate governance changes effective in mid-October 2017. The report date is October 11, 2017, with the earliest event reported on that date. The Partnership is an emerging growth company incorporated in Delaware.

Key Financial Metrics

This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on personnel changes within the General Partner's Board of Directors.

Material Changes

The filing details the following material changes to the Board of Directors of USA Compression GP, LLC (the "General Partner"):

  • Resignation: Director John D. Chandler resigned effective October 15, 2017, for personal reasons to accept a position with another publicly traded company. The resignation was not due to any disagreement with management or the Board.
  • Appointment of Jerry L. Peters: Appointed effective October 16, 2017, to fill the vacancy left by Mr. Chandler. Mr. Peters is an independent director and audit committee financial expert. He was appointed to the Audit Committee and named its chairman.
  • Appointment of Michael A. Wichterich: Appointed effective October 16, 2017, to fill a vacancy created by Andrew W. Ward's resignation in October 2016.

Compensation and Governance Details

Compensation arrangements for the new directors are as follows:

  • Jerry L. Peters: Eligible for phantom unit grants under the 2013 Long-Term Incentive Plan. Annual cash retainer of $75,000, an additional $15,000 for chairing a standing committee, and $2,000 per meeting attended.
  • Michael A. Wichterich: Will not receive any compensation for his service as a director.
No unusual items, risks, or contingencies related to these appointments were disclosed. The filing does not provide guidance or outlook.

Investor Verification Checklist

  • Verify the effective dates of the board appointments (October 16, 2017) and the resignation (October 15, 2017).
  • Confirm the independence status and audit committee financial expert qualification of Jerry L. Peters.
  • Review the specific compensation terms for Jerry L. Peters, including the phantom unit eligibility and retainer structure.
  • Note that Michael A. Wichterich serves without compensation.
  • Confirm that no disagreements regarding operations or policies precipitated John D. Chandler's departure.