UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): April 3, 2024
(Exact Name of Registrant as Specified in Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices) (zip code)
Registrant’s telephone number, including area code: (512 ) 473-2662
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 3, 2024, Mr. Christopher R. Curia announced his resignation from the board of directors of USA Compression GP, LLC (the “General Partner”), the general partner of USA Compression Partners, LP (the “Partnership”), effective at 11:59 p.m. on April 3, 2024.
Mr. Curia’s decision to resign from the board of directors of the General Partner was not due to any disagreement with the General Partner or the Partnership relating to operations, practices or policies.
On April 3, 2024, Energy Transfer LP (“Energy Transfer”), the sole member of the General Partner, set the size of the board of directors of the General Partner (the “Board”) at ten and appointed each of James M. Wright, Jr. and Dylan A. Bramhall to serve as a director on the Board effective as of 12:00 a.m. on April 4, 2024.
There are no arrangements or understandings between either Mr. Wright or Mr. Bramhall and any other persons pursuant to which he will serve as a director. Mr. Wright is the Executive Vice President, General Counsel and Chief Compliance Officer of the general partner of Energy Transfer, and Mr. Bramhall is the Executive Vice President and Group Chief Financial Officer of the general partner of Energy Transfer. For the year ended December 31, 2023, subsidiaries of Energy Transfer generated revenues to the Partnership of approximately $21.7 million. Neither Mr. Wright nor Mr. Bramhall will receive any compensation from the Partnership for his service as a director on the Board.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| USA COMPRESSION PARTNERS, LP | |||||||||||
| By: | USA Compression GP, LLC, | ||||||||||
| its General Partner | |||||||||||
| Date: | April 5, 2024 | By: | /s/ Christopher W. Porter | ||||||||
| Christopher W. Porter | |||||||||||
| Vice President, General Counsel and Secretary | |||||||||||