SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 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. (Last) (First) (Middle) C/O JDH CAPITAL COMPANY 1111 TRAVIS STREET (Street) HOUSTON TX 77002 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/01/2019	3. Issuer Name and Ticker or Trading Symbol Archrock, Inc. [ AROC ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	21,656,683(1)	D(2)(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* JDH Capital Holdings, L.P. (Last) (First) (Middle) C/O JDH CAPITAL COMPANY 1111 TRAVIS STREET (Street) HOUSTON TX 77002 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* JDH Capital Co (Last) (First) (Middle) 1111 TRAVIS STREET (Street) HOUSTON TX 77002 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Hildebrand Enterprises, LP (Last) (First) (Middle) C/O JDH CAPITAL COMPANY 1111 TRAVIS STREET (Street) HOUSTON TX 77002 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Hildebrand Enterprises Co (Last) (First) (Middle) C/O JDH CAPITAL COMPANY 1111 TRAVIS STREET (Street) HOUSTON TX 77002 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Hildebrand Melinda B (Last) (First) (Middle) C/O JDH CAPITAL COMPANY 1111 TRAVIS STREET (Street) HOUSTON TX 77002 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

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.

Remarks:

	JDH CAPITAL HOLDINGS, L.P. By JDH Capital Company, its General Partner By Ryan Connelley, Managing Director	08/02/2019
	JDH CAPITAL COMPANY By Ryan Connelley, Managing Director	08/02/2019
	HILDEBRAND ENTERPRISES, LP HILDEBRAND ENTERPRISES COMPANY By Jeffery D. Hildebrand, President and Chief Executive Officer	08/02/2019
	MELINDA B. HILDEBRAND By Susan G. Thompson, Attorney-in-Fact	08/02/2019
	** Signature of Reporting Person	Date
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 5 (b)(v).
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