Kodiak Gas Services (KGS): Reporting Persons Hold 34.5% (29.76M)

Kodiak Gas Services, Inc. is reported to have a significant ownership position held by related reporting persons: 29,762,573 shares, representing 34.5% of the outstanding common stock.

Rhea-AI Filing Summary

Kodiak Gas Services, Inc. is reported to have a significant ownership position held by related reporting persons: 29,762,573 shares, representing 34.5% of the outstanding common stock. The percentage is calculated on a base of 86,243,500 shares outstanding, reflecting a reduction from a prior disclosed count after a private repurchase.

The filing identifies the reporting entities as Frontier TopCo Partnership, L.P., Frontier TopCo GP, LLC and EQT Fund Management S.a r.l., and explains the ownership chain where Frontier GP is the general partner of Kodiak Holdings and EQT-related investment vehicles exercise management control. The filing also discloses that the issuer repurchased 1,508,750 shares from the reporting person in a privately negotiated transaction.

Positive

• Reporting persons disclose a material stake of 29,762,573 shares, equal to 34.5% of common stock
• Filing documents a specific issuer repurchase of 1,508,750 shares from the reporting person, clarifying the outstanding share calculation
• Clear disclosure of ownership chain and managerial control (Frontier GP as general partner; EQT Fund Management's management role)

Negative

• None.

Insights

Financial Analyst

TL;DR Significant concentrated stake disclosed: 29.76M shares (34.5%), including a recent private share repurchase.

The Schedule 13G/A formalizes that related entities tied to Frontier TopCo and EQT report beneficial ownership of 29,762,573 shares, equal to 34.5% of Kodiak Gas Services. That level of ownership is material and represents a concentrated position that could affect voting outcomes or strategic discussions, though the filing does not describe any planned corporate actions. The disclosure of a 1,508,750-share repurchase by the issuer reduces the outstanding share base used in the percentage calculation and is a notable, specific transaction disclosed in the document.

Corporate Governance Expert

TL;DR Ownership chain and control relationships are clearly disclosed; reporting persons include both partnership and manager entities.

The filing clarifies governance relationships: Frontier TopCo GP is the general partner of Kodiak Holdings and EQT Fund Management S.a r.l. has management responsibility over the relevant investment vehicles and therefore may be deemed to have beneficial ownership, although the entities expressly disclaim such ownership for certain purposes. This transparency on control and disclaimers is important for shareholders assessing who can influence votes or strategic decisions, but the statement itself does not assert coordinated action beyond the disclosure.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many Kodiak Gas Services (KGS) shares do the reporting persons beneficially own?

The reporting persons beneficially own 29,762,573 shares of Kodiak Gas Services common stock.

What percentage of KGS common stock does 29,762,573 shares represent?

That amount represents 34.5% of the class, calculated on 86,243,500 shares outstanding used in the filing.

Which entities filed the Schedule 13G/A for KGS?

The filing was made by Frontier TopCo Partnership, L.P., Frontier TopCo GP, LLC and EQT Fund Management S.a r.l..

Did Kodiak Gas Services repurchase any shares from the reporting persons?

Yes, the filing discloses a privately negotiated repurchase of 1,508,750 shares from the reporting person, which was reflected in the outstanding share count.

Does EQT Fund Management claim beneficial ownership of the shares?

The filing states EQT Fund Management has management control over investment vehicles that may be deemed to beneficially own the shares, but the entities expressly disclaim beneficial ownership for certain purposes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 08/13/2025 - 04:05 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 6)

Kodiak Gas Services, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

50012A108

(CUSIP Number)

08/11/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 50012A108

1

Names of Reporting Persons

Frontier TopCo Partnership, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 29,762,573.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 29,762,573.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

29,762,573.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

34.5 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: Row 11. Calculated based on 86,243,500 shares of common stock outstanding as of August 11, 2025, which reflects the 87,752,250 shares of common stock outstanding as of August 4, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on August 7, 2025, minus the 1,508,750 shares of common stock repurchased from the Reporting Person by the Issuer in a privately negotiated transaction on August 11, 2025.

SCHEDULE 13G

CUSIP No. 50012A108

1

Names of Reporting Persons

Frontier TopCo GP, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 29,762,573.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 29,762,573.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

29,762,573.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

34.5 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Row 11. Calculated based on 86,243,500 shares of common stock outstanding as of August 11, 2025, which reflects the 87,752,250 shares of common stock outstanding as of August 4, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on August 7, 2025, minus the 1,508,750 shares of common stock repurchased from the Reporting Person by the Issuer in a privately negotiated transaction on August 11, 2025.

SCHEDULE 13G

CUSIP No. 50012A108

1

Names of Reporting Persons

EQT Fund Management S.a r.l.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

LUXEMBOURG

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 29,762,573.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 29,762,573.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

29,762,573.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

34.5 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Row 11. Calculated based on 86,243,500 shares of common stock outstanding as of August 11, 2025, which reflects the 87,752,250 shares of common stock outstanding as of August 4, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on August 7, 2025, minus the 1,508,750 shares of common stock repurchased from the Reporting Person by the Issuer in a privately negotiated transaction on August 11, 2025.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Kodiak Gas Services, Inc.
(b)	Address of issuer's principal executive offices: 9950 Woodloch Forest Drive, 19th Floor, The Woodlands, TX 77380
Item 2.
(a)	Name of person filing: This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the "Reporting Persons" and each, a "Reporting Person": Frontier TopCo Partnership, L.P. ("Kodiak Holdings"); Frontier TopCo GP, LLC ("Frontier GP"); and EQT Fund Management S.a r.l. ("EFMS").
(b)	Address or principal business office or, if none, residence: The address of the principal business office of Kodiak Holdings and Frontier GP is: EQT Partners Inc. 245 Park Avenue, 34th Floor New York, NY 10167 The address of the principal business office of EFMS is: EQT Fund Management S.A.R.L. 51A, Boulevard Royal L-2449 Luxembourg Luxembourg
(c)	Citizenship: See responses to Item 4 on each of the cover pages.
(d)	Title of class of securities: Common Stock, par value $0.01 per share
(e)	CUSIP No.: 50012A108
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: See responses to Item 9 on each of the cover pages.
(b)	Percent of class: See responses to Item 11 on each of the cover pages.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See responses to Item 5 on each of the cover pages.
	(ii) Shared power to vote or to direct the vote: See responses to Item 6 on each of the cover pages.
	(iii) Sole power to dispose or to direct the disposition of: See responses to Item 7 on each of the cover pages.
	(iv) Shared power to dispose or to direct the disposition of: See responses to Item 8 on each of the cover pages. Frontier GP is the general partner of Kodiak Holdings. EQT Infrastructure III SCSp ("EQT Infrastructure III") indirectly owns 100% of the membership interests in Frontier GP. EFMS has exclusive responsibility for the management and control of the business and affairs of investment vehicles which constitute the majority of the total commitments to EQT Infrastructure III. As such, EFMS has the power to control Frontier GP's voting and investment decisions and may be deemed to have beneficial ownership of the securities held by Kodiak Holdings. EFMS is managed by a five-member board of directors. Each of Frontier GP and EFMS may be deemed to beneficially own the shares of Common Stock beneficially owned by Kodiak Holdings, but neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission that any Reporting Person (other than Kodiak Holdings) is the beneficial owner of the Common Stock referred to herein for purposes of Section 13(d) of the Act, or for any other purpose and each of Frontier GP and EFMS expressly disclaim beneficial ownership of such shares. The filing of this statement should not be construed to be an admission that any of the Reporting Persons are members of a "group" for the purposes of Sections 13(d) and 13(g) of the Act.
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. The several investment vehicles that collectively constitute the EQT Infrastructure III fund may be deemed to have the indirect right to receive or the indirect power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock held by Kodiak Holdings by virtue of their ownership of Frontier GP's membership interests. Of these vehicles, each of EQT IV Co-Invest SCSP (No. 1) Limited Partnership, EQT Infra IV Funds (No. 2) Limited Partnership and EQT Infra III Funds (No. 3) Limited Partnership may be deemed to have the indirect right to receive or the indirect power to direct the receipt of dividends from, or the proceeds from the sale of, 5.0% or more of the Issuer's outstanding Common Stock.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Frontier TopCo Partnership, L.P.

Signature:	/s/ Luuk Bogaarts
Name/Title:	Luuk Bogaarts, Authorized Officer
Date:	08/13/2025

Signature:	/s/ Joseph Turley
Name/Title:	Joseph Turley, Treasurer
Date:	08/13/2025

Frontier TopCo GP, LLC

Signature:	/s/ Luuk Bogaarts
Name/Title:	Luuk Bogaarts, Authorized Officer
Date:	08/13/2025

Signature:	/s/ Joseph Turley
Name/Title:	Joseph Turley, Treasurer
Date:	08/13/2025

EQT Fund Management S.a r.l.

Signature:	/s/ Sara Huda
Name/Title:	Sara Huda, Manager
Date:	08/13/2025

Signature:	/s/ Luca Luigi Baggioli
Name/Title:	Luca Luigi Baggioli, Authorized Signatory
Date:	08/13/2025

Comments accompanying signature: Frontier TopCo GP, LLC is the general partner of Frontier TopCo Partnership, L.P. Exhibit Information Exhibit 1 Agreement of Joint Filing, dated as of February 12, 2024 (incorporated by reference to Exhibit 1 of the Schedule 13G filed by the Reporting Persons on February 12, 2024).