Westerman, Ltd. filed an initial ownership report as a 10% owner of USA Compression Partners, LP, disclosing beneficial ownership of 18,175,323 Common Units representing limited partner interests, held directly. These units were received as part of the consideration in a stock purchase agreement under which a USA Compression subsidiary agreed to acquire all of the capital stock of J-W Energy Company from Westerman, Ltd.
The acquisition carried an aggregate purchase price of approximately $860.0 million, consisting of $430.0 million in cash and USA Compression common units valued at approximately $430.0 million. The acquisition closed on January 12, 2025, and this Form 3 reflects Westerman, Ltd.’s resulting ownership position as a significant unitholder.
USA Compression Partners, LP reported an equity award to a director-level insider. On January 2, 2026, the reporting person acquired 4,338 common units of USA Compression Partners, LP at a price of $0, increasing their beneficial ownership to 11,332 common units, held directly.
The new units are described as an award of Restricted Units granted under the USA Compression Partners, LP Long-Term Incentive Plan. These units are scheduled to vest 60% on December 5, 2028 and 40% on December 5, 2030, generally contingent on the reporting person’s continued employment with USA Compression Partners, LP or one of its affiliates through each vesting date. The reporting person serves as a director of USA Compression GP, LLC, the general partner that manages the partnership.
USA Compression Partners, LP insider equity grant reported
A director of USA Compression Partners, LP reported receiving an award of 4,338 common units on January 2, 2026. The filing shows these units were acquired at a stated price of $0, indicating they are a form of equity compensation rather than an open‑market purchase. Following this grant, the reporting person beneficially owns 53,453 common units directly.
The 4,338 units are structured as restricted units under the USA Compression Partners, LP Long-Term Incentive Plan. They are scheduled to vest 60% on December 5, 2028 and 40% on December 5, 2030, generally contingent on the director’s continued service with the partnership or its affiliates through each vesting date.
USA Compression Partners, LP reported an insider equity grant to one of its directors. On 01/02/2026, the director acquired 4,338 common units of USA Compression Partners, LP at a stated price of $0, increasing the director’s beneficial ownership to 53,453 common units, held directly.
The transaction represents an award of restricted units under the USA Compression Partners, LP Long-Term Incentive Plan. These restricted units are scheduled to vest 60% on December 5, 2028 and 40% on December 5, 2030, generally contingent on the director’s continued employment with the partnership or one of its affiliates on each vesting date. The reporting person serves as a director of USA Compression GP, LLC, the general partner that manages the issuer.
USA Compression Partners, LP reported an equity award to one of its directors. On 01/02/2026, the reporting person received 4,338 common units of USA Compression Partners, LP at a price of $0, increasing their beneficial ownership to 11,332 units held directly.
The award consists of restricted units granted under the USA Compression Partners, LP Long-Term Incentive Plan. These units are scheduled to vest 60% on December 5, 2028 and 40% on December 5, 2030, generally contingent on the director’s continued employment with USA Compression Partners, LP or its affiliates on each vesting date. The reporting person serves as a director of USA Compression GP, LLC, the general partner that manages USA Compression Partners, LP.
ALPS Advisors, Inc. and Alerian MLP ETF report beneficial ownership of 17,748,200 common units of USA Compression Partners LP, representing 14.47% of the outstanding class as of the event date. Both ALPS Advisors (a Colorado investment adviser) and Alerian MLP ETF (a Delaware investment company) report shared power to vote and dispose of these units, with no sole voting or dispositive power.
The units are held by investment funds advised by ALPS Advisors, and all securities are owned by these funds rather than directly by the adviser. ALPS Advisors disclaims beneficial ownership of the securities beyond what is required for Section 13(d) reporting. The reporting persons certify that the units were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of USA Compression Partners LP.
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.
USA Compression Partners, LP insider activity: A senior officer reported multiple transactions in common units and related phantom units on 12/19/2025. The officer acquired 18,568 and 24,458 common units through the settlement of phantom units and sold 9,284 and 12,229 common units at a price of $24.27 per unit. After these transactions, the officer directly held 148,001 common units.
The filing also shows phantom units that were originally granted on December 5, 2020 and December 5, 2022. One grant vested in full on December 5, 2025, while another vests 60% on December 5, 2025 and 40% on December 5, 2027. Each phantom unit is economically equivalent to one common unit, and any unvested phantom units are forfeited if the officer’s service ends.
USA Compression Partners insider activity: A senior officer of USA Compression Partners, LP reported transactions in common units tied to vesting of phantom units on 12/19/2025. The officer acquired 8,038 common units and 13,065 common units through the settlement of phantom units, then disposed of 4,019 units and 6,533 units at a price of $24.27 per unit. Following these transactions, the officer directly beneficially owned 89,711 common units.
Each phantom unit is economically equivalent to one common unit. A 2020 phantom unit grant vested in full on 12/5/2025, and a 2022 grant vests 60% on 12/5/2025 and 40% on 12/5/2027. Unvested phantom units are forfeited if the officer’s service ends.
USA Compression Partners, LP reported an equity compensation grant to an officer. On December 5, 2025, a vice president and controller of the general partner received 11,250 common units as restricted units at a stated price of $0, increasing their directly held units to 37,280 after the transaction. These restricted units are scheduled to vest 60% on December 5, 2028 and 40% on December 5, 2030, contingent on continued employment.
The officer also received 3,750 cash units under a long-term cash restricted unit plan, with one-third vesting on each of December 5, 2026, December 5, 2027, and December 5, 2028, again subject to continued employment. These cash units, which correspond to common units for valuation purposes, will be settled solely in cash based on the average closing price of the common units over the ten trading days preceding each vesting date, and contributed to total derivative securities beneficially owned of 5,437.