New insider Mcewen Julie A. claimed ownership of 26,030 units of Common Units (SEC Form 3)
$USAC
Natural Gas Distribution
Utilities
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/04/2025 |
3. Issuer Name and Ticker or Trading Symbol
USA Compression Partners, LP [ USAC ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Units | 26,030(1) | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Phantom Units(2) | (3) | (4) | Common Units | 3,215 | (5) | D | |
| Phantom Units(6) | (7) | (4) | Common Units | 2,406 | (5) | D | |
| Phantom Units(8) | (9) | (4) | Common Units | 6,804 | (5) | D | |
| Phantom Units(10) | (11) | (4) | Common Units | 5,332 | (5) | D | |
| Cash Units | (12) | (12) | Common Units | 2,530 | (12) | D | |
| Explanation of Responses: |
| 1. Includes 7,580 restricted units granted under the USA Compression Partners, LP Long-Term Incentive Plan ("LTIP") that will vest 60% on December 5, 2027 and 40% on December 5, 2029, generally contingent upon the reporting person's continued employment with USA Compression Partners, LP (the "Issuer") or one of its affiliates on each applicable vesting date. |
| 2. These phantom units were granted under the LTIP on December 5, 2020. |
| 3. These phantom units will vest in full on December 5, 2025, generally contingent upon the reporting person's continued employment with the Issuer or one of its affiliates on the vesting date. |
| 4. In the event of the cessation of the reporting person's service for any reason, all phantom units that have not vested prior to or in connection with such cessation of service shall automatically be forfeited. |
| 5. Each phantom unit is the economic equivalent of one common unit of the Issuer. |
| 6. These phantom units were granted under the LTIP on December 5, 2021. |
| 7. These phantom will vest in full on December 5, 2026, generally contingent upon the reporting person's continued employment with the Issuer or one of its affiliates on the vesting date. |
| 8. These phantom units were granted under the LTIP on December 5, 2022. |
| 9. These phantom units vest incrementally, with 60% vesting on December 5, 2025 and 40% vesting on December 5, 2027, generally contingent upon the reporting person's continued employment with the Issuer or one of its affiliates on each applicable vesting date. |
| 10. These phantom units were granted under the LTIP on December 5, 2023. |
| 11. These phantom units vest incrementally, with 60% vesting on December 5, 2026 and 40% vesting on December 5, 2028, generally contingent upon the reporting person's continued employment with the Issuer or one of its affiliates on each applicable vesting date. |
| 12. These cash units were granted under the USA Compression Partners, LP Long-Term Cash Restricted Unit Plan, and are scheduled to vest one-third on December 5, 2025, one-third on December 5, 2026, and one-third on December 5, 2027, generally contingent upon the reporting person's continued employment with the Issuer or one of its affiliates on each applicable vesting date. The cash units will be settled solely in cash at the fair market value of the underlying common units based on the average closing price of a common units for the ten (10) trading days immediately preceding the applicable vesting date. |
| Remarks: |
| The Reporting Person is the Vice President and Controller of USA Compression GP, LLC, the general partner of the Issuer (the "General Partner"). The Issuer is managed by the directors and executive officers of the General Partner. |
| /s/ Julie A. McEwen | 03/12/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||