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): August 1, 2017

 

CSI Compressco LP

(Exact name of registrant as specified in its charter)

 

Delaware

1-35195

94-3450907

(State or other jurisdiction

(Commission File Number)

(IRS Employer

of incorporation)

 

Identification No.)

 

 

 

24955 Interstate 45 North

The Woodlands, Texas 77380

(Address of Principal Executive Offices and Zip Code)

 

 

 

Registrant's telephone number, including area code: (281) 364-2244

 

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 (see General Instruction A.2. below):

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))

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.

 

As previously disclosed in the Current Report on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on May 15, 2017, Timothy A. Knox notified CSI Compressco GP Inc., the general partner (the “General Partner”) of CSI Compressco LP (the “Partnership”), of his desire not to renew his employment agreement upon termination of his initial employment period.  Mr. Knox has resigned as President and a director of the General Partner, effective August 6, 2017.  Mr. Knox will remain employed by the General Partner for a short period of time in connection with the transition of his duties at his current rate of compensation.

 

On August 1, 2017, Stuart M. Brightman, the President and Chief Executive Officer of TETRA Technologies, Inc. (“TETRA”), and Chairman of the Board of Directors of the General Partner, was appointed as President of the General Partner, effective as of August 6, 2017, to serve until a permanent replacement for Mr. Knox is appointed.

 

Mr. Brightman, 61, has served as TETRA’s President and Chief Executive Officer since May 2009, at which time he was also elected as a director of TETRA. He served as Executive Vice President and Chief Operating Officer of TETRA from April 2005 through May 2009. Mr. Brightman also serves as Chairman of the Board of Directors of the General Partner, which is a subsidiary of TETRA.  From April 2004 to April 2005, Mr. Brightman was self-employed. Mr. Brightman served as president of the Dresser Flow Control division of Dresser, Inc., a public company, from April 2002 until April 2004. Dresser Flow Control, which manufactures and sells valves, actuators, and other equipment and provides related technology and services for the oil and gas industry, had revenues in excess of $400 million in 2004. From November 1998 to April 2002, Mr. Brightman was president of the Americas Operation of the Dresser Valve Division of Dresser, Inc. He served in other capacities during the earlier portion of his career with Dresser, from 1993 to 1998. From 1982 to 1993, Mr. Brightman served in several financial and operational positions with Cameron Iron Works and its successor, Cooper Oil Tools. Mr. Brightman also serves on the board of directors of C&J Energy Services, Inc., a public company. Mr. Brightman received his B.S. degree from the University of Pennsylvania and his Master of Business Administration degree from the Wharton School of Business.

 

As an employee of TETRA, Mr. Brightman will not receive any additional compensation for his duties performed as President for the General Partner.  There are no arrangements or understandings between Mr. Brightman and any other person pursuant to which he was appointed as an officer of the General Partner.  For relationships among the Partnership, the General Partner, TETRA and its affiliates, please read Item 13 “Certain Relationships and Related Transactions, and Director Independence,” which is incorporated herein by reference to the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2016, filed with the SEC on February 28, 2017.

 

Mr. Brightman will be indemnified by the General Partner pursuant to the Certificate of Incorporation and Bylaws of the General Partner and by the Partnership pursuant to the Second Amended and Restated Agreement of Limited Partnership of the Partnership, as amended, for actions associated with being an officer of the General Partner.  The Partnership previously entered into an Indemnification Agreement with Mr. Brightman in his role as a director of the General Partner in the same form as the Partnership offers to all of its directors and executive officers.  A copy of the form of the Indemnification Agreement is filed as Exhibit 10.5 to the Partnership’s Registration Statement on Form S-1/A (Registration No. 333-155260) filed on May 27, 2011 and incorporated in this Item 5.02 by reference.

 


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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.

 

 

CSI Compressco LP

 

 

 

 

By:

CSI Compressco GP Inc.,

 

 

its general partner

 

 

 

 

By:

/s/ Bass C. Wallace, Jr.

 

 

Bass C. Wallace, Jr.

 

 

General Counsel

 

 

 

Date: August 7, 2017

 

 

 

 

 

 

 

 

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