8-K - AROC - Equibles

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): January 20, 2021

Commission File Number 001-33666

ARCHROCK, INC.

(Exact name of registrant as specified in its charter)

Delaware	****	74-3204509
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)

9807 Katy Freeway , Suite 100 , Houston , TX **** 77024

(Address of principal executive offices, zip code)

( 281 ) 836-8000

Registrant’s telephone number, including area code

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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class		Trading Symbol		Name of exchange on which registered
Common stock, $0.01 par value per share		AROC		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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January 20, 2021, Wendell R. Brooks notified Archrock, Inc. (the “Company”) of his retirement from the board of directors of the Company (the “Board”) and as a member of the Board’s Audit and Compensation Committees, effective as of such date. Mr. Brooks informed the Board that his retirement was not due to any disagreement with, or any matter relating to, the operations, policies or practices of the Company. The Company thanks Mr. Brooks for his many contributions to the Company.

In addition, on January 20, 2021, Leonard W. Mallett was appointed to the Board to fill the vacancy resulting from Mr. Brooks’s retirement. The Board determined that Mr. Mallett meets the independence requirements under the rules of the New York Stock Exchange and the Company’s independence standards. Mr. Mallet will also serve as a member of the Board’s Compensation Committee. Mr. Mallett’s addition to the Board is effective as of January 20, 2021.

There are no family relationships between Mr. Mallett and any director or other executive officer of the Company nor are there any transactions between Mr. Mallett or any member of his immediate family and the Company or any of its subsidiaries that would be reportable as a related party transaction under the rules of the United States Securities and Exchange Commission (the “Commission”). Further, there is no arrangement or understanding between Mr. Mallett and any other persons or entities pursuant to which Mr. Mallett was appointed as a director of the Company.

Upon his appointment to the Board, Mr. Mallet became entitled to receive the Company’s non-employee director compensation. The specific terms of the Company’s non-employee director compensation arrangements are described further in the Company’s annual proxy statement that was filed with the Commission on March 17, 2020 and Form 8-K filed with the Commission on April 30, 2020.

A press release dated January 20, 2021, announcing the retirement of Mr. Brooks and the appointment of Mr. Mallett as a director is filed as Exhibit 99.1 to this report.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are furnished as part of this report:


99.1						Company press release dated January 20, 2021
104						Cover Page Interactive Data File, formatted in Inline XBRL

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.

	ARCHROCK, INC.

	By:	/s/ Stephanie C. Hildebrandt
		Stephanie C. Hildebrandt
		Senior Vice President, General Counsel and<br>Secretary

		January 21, 2021

Archrock Announces Changes to Board of Directors

HOUSTON, January 20, 2021 (GLOBE NEWSWIRE) -- Archrock, Inc. (NYSE:AROC) (“Archrock” or the “Company”) today announced that, on January 20, 2021, Wendell R. Brooks notified the Company of his retirement from the Company’s Board of Directors (the “Board”). Mr. Brooks has served on the Board since 2015, including as a member of the audit and compensation committees.

On January 20, 2021, the Board appointed Leonard W. Mallett to fill the vacant Board seat resulting from Mr. Brooks’s retirement, effective immediately. Mr. Mallett will serve as a member of the compensation committee of the Board.

From December 2015 until his retirement in October 2020, Mr. Mallett served as Executive Vice President and Chief Operations Officer of Summit Midstream Partners, LP. In addition, from February to September 2019, he served as Summit’s Interim Chief Executive Officer. From 2006 to 2015, Mr. Mallett served in various roles at Enterprise Products Partners L.P., including Senior Vice President, Engineering, and as Senior Vice President of Environmental, Health and Safety. Mr. Mallett also served in multiple operating roles with TEPPCO Partners, L.P. from 1979 through 2006.

Commenting on the changes in Board membership, Gordon Hall, Chairman of the Board of Archrock remarked, “We have benefitted significantly from Wendell’s experience and leadership in the oil and gas industry. He will be greatly missed and we wish him well in his future endeavors. At the same time, we are fortunate to add Leonard to our Board. He brings significant operating experience in the midstream space and I am confident he will be an excellent addition to Archrock’s Board.”

About Archrock

Archrock is an energy infrastructure company with a pure-play focus on midstream natural gas compression. Archrock is the leading provider of natural gas compression services to customers in the oil and natural gas industry throughout the U.S. and a leading supplier of aftermarket services to customers that own compression equipment in the U.S. Archrock is headquartered in Houston, Texas. For more information, please visit www.archrock.com.

For information, contact:

Megan Repine

Vice President, Investor Relations

(281) 836-8360

investor.relations@archrock.com