Kodiak Gas Services (NYSE: KGS) prices new 2033 and 2035 senior notes

Rhea-AI Filing Summary

Kodiak Gas Services, Inc. reported that its subsidiary, Kodiak Gas Services, LLC, has priced a private offering of additional senior unsecured notes. The Issuer plans to issue an additional $170 million in aggregate principal amount of 6.500% senior unsecured notes due 2033 and an additional $30 million in aggregate principal amount of 6.750% senior unsecured notes due 2035. These Additional Notes will be issued as additional senior notes under an indenture dated September 5, 2025. The company emphasized that this report and the related press release do not constitute an offer to sell or a solicitation of an offer to buy the notes in any jurisdiction where such actions would be unlawful.

Insights

Capital structure and credit analyst

Kodiak adds fixed-rate senior unsecured debt maturing in 2033 and 2035.

Kodiak Gas Services, through its subsidiary, has priced additional senior unsecured notes in two tranches: $170 million of 6.500% notes due 2033 and $30 million of 6.750% notes due 2035. These instruments rank as senior unsecured obligations under an indenture dated September 5, 2025, indicating they share terms and covenants with existing notes issued under that agreement.

This transaction increases the company’s long-dated, fixed-rate debt, locking in interest costs at the stated coupon levels. The filing describes the offering as a private transaction, which typically targets institutional investors rather than public markets. The actual impact on leverage, coverage metrics, and interest expense depends on how the proceeds are ultimately used, which is not detailed in the available text.

Because maturity dates are in 2033 and 2035, repayment obligations are pushed well into the future, focusing near-term analysis on interest servicing rather than principal. Future disclosures in company filings may provide more detail on allocation of proceeds and any related refinancing or growth initiatives connected to these note issuances.

9950 Woodloch Forest Dr.19th FloorThe WoodlandsTexas77380936539-3300FALSE0001767042September 18, 202500017670422025-09-182025-09-18

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): September 18, 2025

____________________

Kodiak Gas Services, Inc.

(Exact name of registrant as specified in its charter)

______________________

Delaware

001-41732

83-3013440

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

9950 Woodloch Forest Dr., 19th Floor The Woodlands, Texas						77380
(Address of principal executive offices)						(Zip Code)

(936) 539-3300

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report.)

______________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o			Written communications pursuant to Rule 425 under the Securities Act
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
o			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

KGS

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company x

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. o

Item 8.01 Other Events.

On September 18, 2025, Kodiak Gas Services, Inc., (the “Company”) issued a press release announcing that its subsidiary, Kodiak Gas Services, LLC (the “Issuer”), priced its previously announced private offering of an additional $170 million in aggregate principal amount of 6.500% senior unsecured notes due 2033 (the “Additional 2033 Notes”) and an additional $30 million in aggregate principal amount of 6.750% senior unsecured notes due 2035 (the “Additional 2035 Notes,” and together with the Additional 2033 Notes, the “Additional Notes”). The Additional Notes are being offered as additional senior notes under the Company’s indenture, dated September 5, 2025. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated into this Item 8.01 by reference.

Neither this Current Report on Form 8-K nor the press release constitute an offer to sell, or the solicitation of an offer to buy, the Additional Notes and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Item 9.01 Financial Statements and Exhibits.

d) Exhibits.

No.			Description
99.1			Press release of Kodiak Gas Services, Inc., dated September 18, 2025.
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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.

			Kodiak Gas Services, Inc.
Date: September 18, 2025			By:			/s/ Kelly M. Battle
			Name:						Kelly M. Battle
			Title:						Executive Vice President, Chief Legal Officer,
									Chief Compliance Officer and Corporate Secretary

FAQ

What debt offering did Kodiak Gas Services (KGS) announce?

Kodiak Gas Services announced that its subsidiary, Kodiak Gas Services, LLC, priced a private offering of additional senior unsecured notes under an existing indenture dated September 5, 2025.

How much are the new Kodiak Gas Services 2033 notes and what is the interest rate?

The Issuer priced an additional $170 million in aggregate principal amount of 6.500% senior unsecured notes due 2033.

What are the terms of Kodiak Gas Services’ new 2035 senior notes?

The Issuer also priced an additional $30 million in aggregate principal amount of 6.750% senior unsecured notes due 2035, as senior unsecured obligations under the same indenture.

Is the Kodiak Gas Services notes transaction a public offering?

No. The company describes this as a private offering of additional senior unsecured notes by its subsidiary, Kodiak Gas Services, LLC.

Does Kodiak Gas Services’ 8-K constitute an offer to sell these notes?

No. The company states that neither this report nor the press release constitutes an offer to sell or a solicitation of an offer to buy the Additional Notes in any jurisdiction where it would be unlawful.

Where can investors find more details on Kodiak Gas Services’ note pricing?

Additional detail is provided in the company’s press release dated September 18, 2025, which is filed as Exhibit 99.1 to this report.