Sec Form 4 Filing - Ingersoll Jason @ Archrock, Inc. - 2020-02-17

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Ingersoll Jason
2. Issuer Name and Ticker or Trading Symbol
Archrock, Inc. [ AROC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SENIOR VICE PRESIDENT
(Last) (First) (Middle)
9807 KATY FREEWAY, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
02/17/2020
(Street)
HOUSTON, TX77024
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 08/20/2020 M( 1 ) 2,006 A $ 0 151,589 D
Common Stock 08/20/2020 M( 2 ) 4,444 A $ 0 156,033 D
Common Stock 08/20/2020 F( 3 ) 5,151 D $ 6.92 150,882 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 (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
Restricted Stock Unit ( 4 ) 08/20/2020 M 2,006 ( 4 ) ( 4 ) Common Stock 2,006 $ 0 0 D
Restricted Stock Unit ( 5 ) 02/17/2020 A 4,444 ( 5 ) ( 5 ) Common Stock 4,444 $ 0 4,444 D
Restricted Stock Unit ( 5 ) 08/20/2020 M 4,444 ( 5 ) ( 5 ) Common Stock 0 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ingersoll Jason
9807 KATY FREEWAY
SUITE 100
HOUSTON, TX77024
SENIOR VICE PRESIDENT
Signatures
/s/ Susan Thompson, Attorney-in-Fact 08/24/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Ratable three-year vesting of restricted stock units.
( 2 )Cliff vesting of restricted stock units based on performance achievement.
( 3 )Issuer withheld the maximum allowable shares to satisfy the tax withholding obligations associated with the vesting of shares acquired herein and in connection with the vesting of shares previously reported in Table I.
( 4 )Restricted stock units were subject to three-year ratable vesting and converted into shares of common stock upon vesting on a one-for-one basis.
( 5 )Represents an award of performance based restricted stock units, the payout of which was subject to the achievement of total shareholder return relative to the Issuer's peers over the period of January 1, 2017 to December 31, 2019. On February 17, 2020, the Compensation Committee certified that the performance achievement over the measurement period was 174% of target, and the award subsequently vested in full on August 20, 2020. The restricted stock units converted into shares of common stock on a one-for-one basis.

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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