USA Compression Partners, LP reported that Thomas P. Mason has notified the board of USA Compression GP, LLC, its general partner, that he will resign as a director, including from all board committees, effective March 31, 2026.
The company stated that Mr. Mason’s decision to resign was not due to any disagreement with the general partner or the partnership regarding their operations, practices, or policies.
USA Compression Partners is informing investors that senior management will attend the J.P. Morgan Global Leveraged Finance Conference on March 2 and 3. During the event, they plan to meet with members of the investment community. Presentation materials for these meetings will be posted on the Investor Relations section of usacompression.com under “Events and Presentations.” The partnership notes that website information may be supplemented over time with future press releases and periodic Exchange Act reports and includes standard cautionary language about forward-looking statements and related risks.
USA Compression Partners, LP officer Christopher W. Porter reported an open-market sale of 40,000 common units. The weighted average sale price was $26.64 per unit, with individual trades executed between $26.45 and $27.00. After these transactions, Porter directly owns 108,001 common units.
USAC filed a Form 144 notifying a proposed sale of 40,000 common shares through Fidelity Brokerage Services LLC on 02/20/2026. The filing lists an aggregate offering price of $1,065,667.93 and identifies the exchange as NYSE.
The filing itemizes securities tied to restricted stock vesting: 18,487 shares associated with a 12/16/2022 vesting event and 21,513 shares associated with a 12/19/2025 vesting event. The notice also records the broker-dealer Fidelity Brokerage Services LLC.
USA Compression Partners, LP director buys additional units. Director Bradford D. Whitehurst purchased 10,000 Common Units of USA Compression Partners, LP in an open-market transaction at a price of $26.75 per unit. Following this purchase, he directly owns 33,616 Common Units, including units acquired under the Distribution Reinvestment Plan.
USA Compression Partners, LP filed its annual report describing a large, fee-based compression services business focused on U.S. shale and infrastructure markets. As of December 31, 2025, its fleet totaled 3.9 million horsepower, serving about 260 energy-industry customers, with the top ten customers providing 46% of 2025 revenue.
On January 12, 2026, the partnership completed the J-W Power Acquisition for approximately $860.0 million, paid in 18,175,323 common units and about $430.0 million in cash. The deal added roughly 0.8 million active horsepower and 1.0 million total horsepower, plus compression manufacturing facilities, and 594 employees.
The report highlights a high fixed-fee, take-or-pay style contract base, significant leverage under a $1.75 billion credit facility and senior notes, and extensive environmental, regulatory, and climate-related obligations. It also emphasizes the shared-services relationship and 32% limited partner interest held by Energy Transfer, and details broad risk factors around commodity cycles, customer concentration, integration of acquisitions, and regulatory change.
USA Compression Partners reported record 2025 results and set a strong 2026 outlook. Fourth-quarter 2025 revenue reached $252.5 million, up from $245.9 million a year earlier, with net income of $27.8 million versus $25.4 million. Operating cash flow for the quarter rose to $139.5 million from $130.2 million, while Adjusted EBITDA was $154.5 million compared with $155.5 million. Distributable Cash Flow grew to $103.2 million from $96.3 million, supporting a cash distribution of $0.525 per common unit, or $2.10 annualized.
For full-year 2025, revenue was $998.1 million versus $950.4 million in 2024, with net income of $111.3 million versus $99.6 million. Adjusted EBITDA climbed to $613.8 million and Distributable Cash Flow to $385.7 million. Average horsepower utilization remained high at 94.5% in the fourth quarter, and average revenue per revenue-generating horsepower per month increased to $21.69. As of December 31, 2025, the partnership had $2.52 billion of long-term debt and $954.2 million of unused revolver capacity.
For 2026, USA Compression guides to Adjusted EBITDA of $770–800 million and Distributable Cash Flow of $480–510 million, with planned expansion capital expenditures of $230–250 million and maintenance capital of $60–70 million. Management highlighted record Adjusted EBITDA and Distributable Cash Flow in 2025 and noted the January 2026 J-W Power acquisition added significant horsepower and is expected to support continued growth.
USA Compression Partners, LP completed its previously announced acquisition of J-W Energy Company and J-W Power Company, which are now wholly owned subsidiaries. The partnership and its subsidiary paid aggregate consideration of approximately $860.0 million, consisting of 18,175,323 common units and about $430.0 million in cash, funded through available capacity under its revolving credit facility.
In connection with the deal, USA Compression entered into a registration rights agreement with the seller for the resale of the common units and granted the seller up to two underwritten offerings, while the seller agreed to lock-up restrictions on 50% of the units for six months and the remaining 50% for 12 months after closing. The parties also entered into a board observer agreement allowing Avril Westerman to serve as a non-voting board observer for one year. J-W Energy and J-W Power were added as guarantors under USA Compression’s credit agreement and its 7.125% senior notes due 2029 and 6.250% senior notes due 2033. The unit issuance was made as an unregistered offering under Section 4(a)(2), and related financial statements and pro forma information will be provided in an amendment within 71 days.
USA Compression Partners, LP has a new significant unitholder after completing the acquisition of J-W Energy Company. Westerman, Ltd., controlled by Westerman Interests, Inc., received 18,175,323 common units as part of the consideration for selling J-W Energy under a stock purchase agreement valued at approximately $860.0 million, split between $430.0 million in cash and common units valued at about $430.0 million.
These 18,175,323 common units represent about 12.9% of USA Compression’s outstanding common units, based on a total of 140,860,794 units. Westerman LP holds the units directly, while Westerman Interests, Inc., as general partner, may be deemed to share voting and dispositive power but disclaims beneficial ownership beyond its economic interest.
The units were acquired for investment purposes, and Westerman reserves flexibility to buy or sell units or consider strategic actions in the future, while currently stating no specific plans to change control or corporate structure. Lock-up provisions restrict transfers of the equity consideration for six to twelve months after closing, and Westerman LP has registration rights for resales and a non-voting board observer right for one year, filled by Avril Westerman.
Westerman Interests, Inc. filed an initial ownership report as a 10% owner of USA Compression Partners, LP. The filing shows indirect beneficial ownership of 18,175,323 Common Units representing limited partner interests, held of record by Westerman, Ltd., for which Westerman Interests, Inc. serves as sole general partner with power to direct voting and disposition. The units were received by Westerman, Ltd. as part of consideration under a stock purchase agreement where a subsidiary of USA Compression Partners agreed to acquire all outstanding capital stock of J-W Energy Company for an aggregate purchase price of approximately $860.0 million, consisting of $430.0 million in cash and Common Units valued at approximately $430.0 million. The acquisition closed on January 12, 2025, and Westerman Interests, Inc. disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest.