Re: Impact of Transaction on 2017 Stock-Settled Performance UnitsArchrock, Inc. • February 21st, 2018 • Natural gas transmission
As you know, on January 1, 2018, Archrock, Inc. (the “Company”), Archrock Partners, L.P. (the “Partnership”) and certain other parties entered into an agreement and plan of merger (the “Merger Agreement”) pursuant to which the Partnership will become a wholly-owned subsidiary of the Company (the “Transaction”). You are receiving this letter (this “Letter”) because the Company granted to you, on March 3, 2017, an award of stock-settled performance units (the “Performance Units”), pursuant to the Company’s 2013 Stock Incentive Plan (the “Plan”) and that certain Award Notice and Agreement between you and the Company (the “Award Notice”), which evidences the grant of the Performance Units. This Letter will govern the impact of the Transaction on the Performance Units. Capitalized terms used and not otherwise defined below will have the meanings specified in the Award Notice.
AWARD NOTICE AND AGREEMENT PERFORMANCE UNITS (Cash-Settled)Notice and Agreement • February 21st, 2018 • Archrock, Inc. • Natural gas transmission
Archrock, Inc. (the “Company”), has granted to you (the “Participant”) a Performance Award (your “Award”) under the Archrock, Inc. 2013 Stock Incentive Plan (as may be amended from time to time, the “Plan”). Each Performance Unit (as defined below) is granted in tandem with a corresponding Dividend Equivalent, which shall entitle you to payments in accordance with Section 2 below. All capitalized terms not explicitly defined in this Award Notice and Agreement (the “Award Notice”) but defined in the Plan shall have the respective meanings ascribed to them in the Plan.
