Sec Form 3 Filing - JDH Capital Holdings, L.P. @ Archrock, Inc. - 2019-08-01

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person JDH Capital Holdings, L.P. 2. Issuer Name and Ticker or Trading Symbol Archrock, Inc. [ AROC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O JDH CAPITAL COMPANY, 1111 TRAVIS STREET 3. Date of Earliest Transaction (MM/DD/YY) 08/01/2019 (Street) HOUSTON, TX77002 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Stock 21,656,683 ( 1 ) D ( 2 ) ( 3 ) ( 4 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other JDH Capital Holdings, L.P. C/O JDH CAPITAL COMPANY 1111 TRAVIS STREET HOUSTON, TX77002 X JDH Capital Co 1111 TRAVIS STREET HOUSTON, TX77002 X Hildebrand Enterprises, LP C/O JDH CAPITAL COMPANY 1111 TRAVIS STREET HOUSTON, TX77002 X Hildebrand Enterprises Co C/O JDH CAPITAL COMPANY 1111 TRAVIS STREET HOUSTON, TX77002 X Hildebrand Melinda B C/O JDH CAPITAL COMPANY 1111 TRAVIS STREET HOUSTON, TX77002 X Signatures JDH CAPITAL HOLDINGS, L.P.By JDH Capital Company, its General PartnerBy Ryan Connelley, Managing Director 08/02/2019 Signature of Reporting Person Date JDH CAPITAL COMPANYBy Ryan Connelley, Managing Director 08/02/2019 Signature of Reporting Person Date HILDEBRAND ENTERPRISES, LPHILDEBRAND ENTERPRISES COMPANYBy Jeffery D. Hildebrand, President and Chief Executive Officer 08/02/2019 Signature of Reporting Person Date MELINDA B. HILDEBRANDBy Susan G. Thompson, Attorney-in-Fact 08/02/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the Asset Purchase Agreement (the "Elite Purchase Agreement"), dated as of June 23, 2019, by and among the Archrock, Inc. (the "Issuer"), Archrock Services, L.P., a wholly owned subsidiary of the Issuer (together with the Issuer, the "Archrock Buyer Parties") and Elite Compression Services, LLC ("Elite"), a portfolio company of JDH Capital Holdings, L.P. ("JDH Holdings"), the Archrock Buyer Parties acquired substantially all the assets of Elite, for aggregate consideration equal to $410 million (the "Elite Acquisition"), consisting of (i) an amount of cash equal to $205 million and (ii) 21,656,683 newly issued shares of common stock of the Issuer, par value $0.01 per share (the "Common Stock"), which were issued to JDH Holdings on August 1, 2019. ( 2 )Shares of Common Stock of the Issuer are held by JDH Holdings. ( 3 )JDH Capital Company ("JDH Capital") is the general partner of JDH Holdings. Hildebrand Enterprises, LP ("Hildebrand Enterprises") is the sole limited partner of JDH Holdings. Each of JDH Capital and Hildebrand Enterprises is wholly owned by Hildebrand Enterprises Company ("Hildebrand Company"). Hildebrand Company is wholly owned by Jeffery D. Hildebrand, a director of the Issuer, and Melinda B. Hildebrand. Mr. Hildebrand has filed a separate Form 3 reporting securities of the Issuer that he may be deemed to beneficially own through his ownership of Hildebrand Company. ( 4 )Each of the Reporting Persons may be deemed to be the beneficial owner of all or a portion of the securities reported herein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein, and the Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

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).

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