Sec Form 13D Filing - Old Ocean Reserves LP filing for Archrock Inc. (AROC) - 2021-03-05

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

   Name of Reporting Persons

  JDH Capital Holdings, L.P.

   Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒

  SEC Use Only

  Source of Funds (See Instructions)

  OO

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Texas

Number of

Shares

  Beneficially  

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  17,556,683 (1)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  17,556,683 (1)

  Aggregate Amount Beneficially Owned By Each Reporting Person

  17,556,683 (1)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (11)

  11.5% (2)

  Type Of Reporting Person (See Instructions)

  PN

Represents 17,556,683 shares of common stock (the “Common Stock”) of Archrock, Inc. (the “Issuer”) held by JDH Capital Holdings, L.P.

Based on 152,788,049 shares of Common Stock outstanding as of February 16, 2021, as reported on the Issuers Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the Securities and Exchange Commission (the “SEC”) on February 23, 2021.

   Name of Reporting Persons

  JDH Capital Company

   Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒

  SEC Use Only

  Source of Funds (See Instructions)

  OO

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Texas

Number of

Shares

  Beneficially  

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  17,556,683 (1)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  17,556,683 (1)

  Aggregate Amount Beneficially Owned By Each Reporting Person

  17,556,683 (1)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (11)

  11.5% (2)

  Type Of Reporting Person (See Instructions)

  CO

Represents 17,556,683 shares of Common Stock held by JDH Capital Holdings, L.P.

Based on 152,788,049 shares of Common Stock outstanding as of February 16, 2021, as reported on the Issuers Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the SEC on February 23, 2021.

   Name of Reporting Persons

  Hildebrand Enterprises, LP

   Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒

  SEC Use Only

  Source of Funds (See Instructions)

  OO

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Texas

Number of

Shares

  Beneficially  

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  17,556,683 (1)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  17,556,683 (1)

  Aggregate Amount Beneficially Owned By Each Reporting Person

  17,556,683 (1)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (11)

  11.5% (2)

  Type Of Reporting Person (See Instructions)

  PN

Represents 17,556,683 shares of Common Stock held by JDH Capital Holdings, L.P.

Based on 152,788,049 shares of Common Stock outstanding as of February 16, 2021, as reported on the Issuers Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the SEC on February 23, 2021.

   Name of Reporting Persons

  Hildebrand Enterprises Company

   Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒

  SEC Use Only

  Source of Funds (See Instructions)

  OO

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Texas

Number of

Shares

  Beneficially  

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  17,556,683 (1)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  17,556,683 (1)

  Aggregate Amount Beneficially Owned By Each Reporting Person

  17,556,683 (1)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (11)

  11.5% (2)

  Type Of Reporting Person (See Instructions)

CO

Represents 17,556,683 shares of Common Stock held by JDH Capital Holdings, L.P.

Based on 152,788,049 shares of Common Stock outstanding as of February 16, 2021, as reported on the Issuers Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the SEC on February 23, 2021.

   Name of Reporting Persons

  Melinda B. Hildebrand

   Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒

  SEC Use Only

  Source of Funds (See Instructions)

  OO

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Texas

Number of

Shares

  Beneficially  

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  17,556,683 (1)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  17,556,683 (1)

  Aggregate Amount Beneficially Owned By Each Reporting Person

  17,556,683 (1)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (11)

  11.5% (2)

  Type Of Reporting Person (See Instructions)

IN

Represents 17,556,683 shares of Common Stock held by JDH Capital Holdings, L.P.

Based on 152,788,049 shares of Common Stock outstanding as of February 16, 2021, as reported on the Issuers Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the SEC on February 23, 2021.

   Name of Reporting Persons

  Jeffery D. Hildebrand

   Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒

  SEC Use Only

  Source of Funds (See Instructions)

  OO

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Texas

Number of

Shares

  Beneficially  

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  17,556,683 (1)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  17,556,683 (1)

  Aggregate Amount Beneficially Owned By Each Reporting Person

  17,556,683 (1)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (11)

  11.5% (2)

  Type Of Reporting Person (See Instructions)

IN

Represents 17,556,683 shares of Common Stock held by JDH Capital Holdings, L.P.

Based on 152,788,049 shares of Common Stock outstanding as of February 16, 2021, as reported on the Issuers Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the SEC on February 23, 2021.

Security and Issuer.

Identity and Background.

Source and Amount of Funds or Other Consideration.

Purpose of Transaction

Interest in Securities of the Issuer.

As of the date of this Statement, the Reporting Persons beneficially own an aggregate of 17,556,683 shares of Common Stock, or 11.5% of the total number of shares of Common Stock outstanding.

The shares of Common Stock are held directly by JDH Holdings. Mr. and Mrs. Hildebrand, individually, have the power to vote or to direct the vote of, and to dispose or to direct the disposition of, the Common Stock.

Calculations of the percentage of shares of Common Stock beneficially owned are calculated in accordance with Rule 13d-3 and assume 152,788,049 shares of Common Stock outstanding as of February 16, 2021, as reported on the Issuers Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the SEC on February 23, 2021. The aggregate number and percentage of shares of Common Stock beneficially owned by each Reporting Person and, for each Reporting Person, the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover pages of this Statement and are incorporated herein by reference. Except for the transactions set forth in Schedule I, the Reporting Persons have not effected any transactions in the Common Stock during the past 60 days. Such transaction was effected through a brokered brokered trade.

No other person is known by the Reporting Persons to have the right to receive or the power to direct the receipt of distributions from, or the proceeds from the sale of, shares of Common Stock beneficially owned by the Reporting Persons.

Not applicable.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Materials to be Filed as Exhibits.