Archrock, Inc. Announces 2024 Annual Meeting of Stockholders

Ticker: AROC · Form: DEF 14A · Filed: Mar 12, 2024 · CIK: 1389050

Archrock, INC. DEF 14A Filing Summary
FieldDetail
CompanyArchrock, INC. (AROC)
Form TypeDEF 14A
Filed DateMar 12, 2024
Risk Level
Pages15
Reading Time17 min
Key Dollar Amounts$105M, $96 million, $11.81, $8.9 million
Sentimentbullish

Sentiment: bullish

Topics: Archrock, AROC, Annual Meeting, Proxy Statement, Natural Gas

TL;DR

<b>Archrock, Inc. invites stockholders to its Annual Meeting on April 25, 2024, highlighting a strong 2023 with record production and financial achievements.</b>

AI Summary

Archrock, Inc. (AROC) filed a Proxy Statement (DEF 14A) with the SEC on March 12, 2024. Archrock, Inc. will hold its Annual Meeting of Stockholders on April 25, 2024, at 11:00 a.m. ET in New York. The company experienced record natural gas production in the U.S. in 2023, driven by activity in oil basins like the Permian. Archrock achieved record-breaking accomplishments in 2023, including all-time high equipment utilization and pricing. The company increased its dividend per share twice and implemented a stock-buyback program in 2023. Archrock exceeded safety performance goals and invested in methane mitigation and carbon capture technologies.

Why It Matters

For investors and stakeholders tracking Archrock, Inc., this filing contains several important signals. The meeting is a key event for shareholders to vote on company matters and hear updates on strategic and financial performance. The company's positive outlook is based on continued growth in natural gas production and capital discipline in the energy industry, suggesting a durable upcycle.

Risk Assessment

Risk Level: — Archrock, Inc. shows moderate risk based on this filing. The filing is a routine proxy statement and does not contain new financial or operational risks.

Analyst Insight

Stockholders should review the proxy materials to understand the voting matters and the company's performance and outlook.

Key Numbers

Key Players & Entities

FAQ

When did Archrock, Inc. file this DEF 14A?

Archrock, Inc. filed this Proxy Statement (DEF 14A) with the SEC on March 12, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Archrock, Inc. (AROC).

Where can I read the original DEF 14A filing from Archrock, Inc.?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Archrock, Inc..

What are the key takeaways from Archrock, Inc.'s DEF 14A?

Archrock, Inc. filed this DEF 14A on March 12, 2024. Key takeaways: Archrock, Inc. will hold its Annual Meeting of Stockholders on April 25, 2024, at 11:00 a.m. ET in New York.. The company experienced record natural gas production in the U.S. in 2023, driven by activity in oil basins like the Permian.. Archrock achieved record-breaking accomplishments in 2023, including all-time high equipment utilization and pricing..

Is Archrock, Inc. a risky investment based on this filing?

Based on this DEF 14A, Archrock, Inc. presents a moderate-risk profile. The filing is a routine proxy statement and does not contain new financial or operational risks.

What should investors do after reading Archrock, Inc.'s DEF 14A?

Stockholders should review the proxy materials to understand the voting matters and the company's performance and outlook. The overall sentiment from this filing is bullish.

How does Archrock, Inc. compare to its industry peers?

Archrock operates in the natural gas transmission industry, benefiting from robust demand and increasing production, particularly associated gas from oil basins.

Are there regulatory concerns for Archrock, Inc.?

The filing is a Definitive Proxy Statement (DEF 14A) filed under the Securities Exchange Act of 1934, detailing information for shareholder voting.

Industry Context

Archrock operates in the natural gas transmission industry, benefiting from robust demand and increasing production, particularly associated gas from oil basins.

Regulatory Implications

The filing is a Definitive Proxy Statement (DEF 14A) filed under the Securities Exchange Act of 1934, detailing information for shareholder voting.

What Investors Should Do

  1. Review the proxy statement for details on proposals to be voted on at the Annual Meeting.
  2. Assess the company's performance highlights from 2023 and its outlook for the anticipated energy upcycle.
  3. Consider the company's investments in methane mitigation and carbon capture technologies.

Key Dates

Year-Over-Year Comparison

This is a DEF 14A filing for the 2024 Annual Meeting, following the previous year's filings which would have detailed prior annual meetings and financial reporting.

Filing Stats: 4,352 words · 17 min read · ~15 pages · Grade level 17.7 · Accepted 2024-03-12 17:22:21

Key Financial Figures

Filing Documents

Executive Compensation

Executive Compensation iii Proposal 1 — Election of Directors 1 Board Recommendation and Vote Required 1 Overview of 2024 Director Nominees 2 Board of Directors Qualifications and Attributes 3 Nominees for Director 3 Governance 10 Investor Outreach 10 Director Independence and Tenure 10 Board Structure and Oversight 11 Board Committees and Meeting Attendance 11 Risk Oversight 12 Director Qualifications, Diversity and Nominations 15 Compensation Committee Interlocks and Insider Participation 16 Management Succession Planning 16 Related Party Information 16 Director Compensation 17 Company Management Team 20 Stock Ownership 22 22 22 Section 16(a) Beneficial Ownership Reporting Compliance 23 Proposal 2 — Ratification of the Appointment of the Independent Registered Public Accounting Firm 24 Board Recommendation and Vote Required 24 Fees Paid to the Independent Registered Public Accounting Firm 25 Pre-Approval Policy 25 Report of the Audit Committee 25 Proposal 3 — Advisory Vote to Approve the Compensation of the Named Executive Officers 27 Board Recommendation and Vote Required 27 Compensation Discussion and Analysis 28 Executive Summary 29 Discussion of Our Fiscal 2023 Executive Compensation Program 33 Other Compensation Policies, Practices and Guidelines 47 Report of the Compensation Committee 50 Compensation Tables 51 CEO Pay Ratio 61 Pay versus Performance 62 Additional Information 67 2024 Annual Meeting of Stockholders 67 Stockholders Entitled to Vote 67 Voting Methods 67 Annual Meeting Quorum 67 Broker Non-Votes and Their Impact on the Annual Meeting 67 How to Change Your Vote 67 Tabulation of Votes 67 Solicitation of Votes 68 Availability of Proxy Materials 68 Householding 68 2025 Annual Meeting of Stockholders 68 Communication with the Board 69

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION Our philosophy is to reward performance with compensation that is a mix of fixed and variable compensation and is balanced between long-term and annual performance objectives. Good governance, adherence to best practices and consideration of stakeholder interests form the foundation of our executive compensation program, developed by a fully independent Compensation Committee with the support of an independent executive compensation consultant. Our best practices include: Annual review and consideration of our peer group Three-year performance periods for long-term incentive awards Three-year equity vesting Separate performance measures for short-term and long-term incentives Caps on performance-based compensation Regular review of burn rate and dilution associated with long-term incentives Extremely limited perquisites – only an annual executive physical Double trigger change of control agreements Performance-based compensation clawback policy For more information regarding our 2023 executive compensation program, see the "Compensation Discussion and Analysis" in this Proxy Statement. iii PROPOSAL 1 ELECTION OF DIRECTORS Nine directors are nominated to be elected to the Board of Directors (the "Board") at the Annual Meeting. Each nominee has consented to serve as a director if elected. BOARD RECOMMENDATION The Board recommends a vote "FOR" the election of each director nominee to hold office for a one-year term expiring at the 2025 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified. VOTE REQUIRED With respect to the election of directors, you may vote "for" or withhold authority to vote for each director nominee. A plurality of the votes present in person or by proxy and entitled to vote is required to elect each director nominee, meaning that the nine director nominees who receive the highest number of shares voted "for" their election are elected. However, our Cor

executive compensation and governance matters

executive compensation and governance matters Career Highlights Advisor for Global Infrastructure Partners (a leading global, independent infrastructure investor) from 2009 to June 2021 Executive Vice President, Enterprise Products Partners (a North American midstream energy services provider) from 2004 to 2009 President of Leviathan Gas Pipeline Partners, which later became El Paso Energy Partners, and then Gulfterra Energy Partners, from 1994 to 2004 Held a series of commercial, engineering and business development positions with various companies engaged in oil and gas exploration and production and gas pipeline services from 1980 to 1994 Board Service Director and chairman of the audit committee of Rice Acquisition Corp. II (a special purpose acquisition company) until June, 2023 Director of ColdStream Energy, LLC (a privately held oil and gas energy services company) Former director and member of the audit committee and chairman of the conflicts committee of Rice Midstream Management LLC, the managing general partner of Rice Midstream Partners, L.P. from 2015 until it was acquired in 2018 Former director of Gulfterra Energy Partners from 1994 to 2004 Former director of Azure Midstream Partners GP, LLC, the general partner of Azure Midstream Partners, LP from 2013 to 2017, including service as member of the audit committee and chairman of the conflicts committee Former director and chairman of the compensation committee and member of the audit committee of SemGroup Corporation from 2011 until it was acquired in 2019 Education BS, Petroleum Engineering, The University of Texas at Austin LEONARD W. MALLETT Age: 67 Independent Director since January 2021 Member, Compensation Committee Qualifications Significant executive leadership experience with responsibility for engineering, strategic sourcing and health, safety and environmental training, complian

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