Sec Form 3 Filing - Spartan Energy Holdco LLC @ CSI Compressco LP - 2021-01-29

Insider filing report for Changes in Beneficial Ownership
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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
Spartan Energy Holdco LLC
2. Issuer Name and Ticker or Trading Symbol
CSI Compressco LP [ CCLP]
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)
24955 INTERSTATE 45 N
3. Date of Earliest Transaction (MM/DD/YY)
01/29/2021
(Street)
THE WOODLANDS, TX77380
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 units representing limited partner interests 10,952,478 I See footnote. ( 1 )
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
Spartan Energy Holdco LLC
24955 INTERSTATE 45 N
THE WOODLANDS, TX 77380
X
Signatures
SPARTAN ENERGY HOLDCO LLC, by: SPARTAN ENERGY PARTNERS LP, its sole member, by: Spartan Energy Partners GP LLC, its general partner, by: Jonathan W. Byers, Secretary 02/05/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On January 29, 2021, Spartan Energy Holdco, LLC ("Holdco") completed the acquisition of certain interests in CSI Compressco GP LLC ("Compressco GP"), the general partner of CSI Compressco LP (the "Issuer"), pursuant to that certain Purchase and Sale Agreement, dated as of January 29, 2021 by and among Holdco, TETRA Technologies, Inc. and, solely for the limited purposes set forth therein, Spartan Energy Partners LP. As a result, Compressco GP is now a wholly owned subsidiary of Holdco. Compressco GP owns (i) the general partner interest in the Issuer, (ii) 7,463,257 common units representing limited partner interests in the Issuer ("Common Units"), (iii) all of the membership interests in CSI Compressco Investment LLC ("Compressco Investment") and (iv) all of the outstanding incentive distribution rights issued by the Issuer. Compressco Investment owns 3,489,221 Common Units. Holdco is an indirect beneficial owner of the Common Units held by Compressco GP and Compressco Investment.

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