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USA Compression Partners (USAC) officer converts phantom units, sells units at $24.27

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

USA Compression Partners, LP reported insider equity transactions by an officer on 12/19/2025. The reporting person, who is Vice President and Controller of the general partner, settled vested phantom units, which are each economically equivalent to one common unit, partly in cash and partly in common units.

On that date, phantom units converted into 3,215 common units and separately into another 4,083 common units, while 1,608 common units and 2,042 common units were sold at $24.27 per unit. After these transactions, the officer directly owned 40,928 common units and held 2,721 phantom units as derivative securities, subject to vesting and forfeiture terms tied to continued service.

Positive

  • None.

Negative

  • None.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
McEwen Julie A.

(Last) (First) (Middle)
8115 PRESTON ROAD, SUITE 700

(Street)
DALLAS TX 75225

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
USA Compression Partners, LP [ USAC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
12/19/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Units 12/19/2025 M 3,215 A (1)(2) 40,495 D
Common Units 12/19/2025 D 1,608 D $24.27 38,887 D
Common Units 12/19/2025 M 4,083 A (1)(2) 42,970 D
Common Units 12/19/2025 D 2,042 D $24.27 40,928 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Units(3) (1)(2) 12/19/2025 M 3,215 (4) (4) Common Units 3,215 (1)(2) 0 D
Phantom Units(5) (1)(2) 12/19/2025 M 4,083 (6) (7) Common Units 4,083 (1)(2) 2,721 D
Explanation of Responses:
1. Each phantom unit is the economic equivalent of one common unit of USA Compression Partners, LP (the "Issuer").
2. The Reporting Person settled approximately 50% of her newly vested phantom units for cash and the rest for common units.
3. These phantom units were awarded on December 5, 2020.
4. These phantom units vested in full on December 5, 2025.
5. These phantom units were awarded on December 5, 2022.
6. These phantom units vest incrementally, with 60% vesting on December 5, 2025 and 40% vesting on December 5, 2027.
7. 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.
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 12/19/2025
** 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 4 (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.

FAQ

What insider transactions did USA Compression Partners (USAC) report on December 19, 2025?

The company reported that an officer converted vested phantom units into common units and sold a portion of the resulting common units on 12/19/2025. Conversions added 3,215 and 4,083 common units in two separate transactions, while 1,608 and 2,042 common units were sold.

At what price were USA Compression Partners (USAC) units sold by the insider?

The reporting officer sold common units of USA Compression Partners, LP at a price of $24.27 per common unit in the reported transactions on 12/19/2025.

How many USA Compression Partners (USAC) common units does the insider own after the transactions?

Following the reported transactions on 12/19/2025, the officer directly beneficially owned 40,928 common units of USA Compression Partners, LP.

What are phantom units in the context of USA Compression Partners (USAC)?

Each phantom unit is described as the economic equivalent of one common unit of USA Compression Partners, LP. Phantom units vest over time and may be settled in cash and/or common units according to plan terms.

How many phantom units remain outstanding for the USA Compression Partners (USAC) officer?

After the 12/19/2025 transactions, the officer beneficially owned 2,721 phantom units as derivative securities linked to common units of USA Compression Partners, LP.

What are the vesting terms for the USA Compression Partners (USAC) phantom units?

Certain phantom units awarded on December 5, 2020 vested in full on December 5, 2025. Other phantom units awarded on December 5, 2022 vest incrementally, with 60% vesting on December 5, 2025 and 40% vesting on December 5, 2027.

What happens to unvested phantom units at USA Compression Partners (USAC) if service ends?

If the reporting person’s service ceases for any reason, all phantom units that have not vested before or in connection with the cessation of service automatically are forfeited, according to the disclosed terms.

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