FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

WAYNE DONALD 		2. Issuer Name and Ticker or Trading Symbol

EXTERRAN PARTNERS, L.P. [ EXLP ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Sr VP and General Counsel
(Last)          (First)          (Middle)

16666 NORTHCHASE DRIVE 		3. Date of Earliest Transaction (MM/DD/YYYY)

3/4/2015
(Street)

HOUSTON, TX 77060
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Units   3/4/2015     M (1)    2005   A $0   7660   D    
Common Units   3/4/2015     F (2)    550   D $24.87   7110   D    
Common Units   3/5/2015     S (3)    302   D $25.0603   (4) 6808   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Units with tandem DERs     (1) 3/4/2015     M         601      (1)   (1) Common Units   601   $0   1202   D    
Phantom Units with tandem DERs     (1) 3/4/2015     M         703      (1)   (1) Common Units   703   $0   0   D    
Phantom Units with tandem DERs     (1) 3/4/2015     M         701      (1)   (1) Common Units   701   $0   701   D    

Explanation of Responses:
( 1)  This transaction represents the vesting of one-third of the phantom units with tandem Distribution Equivalent Rights (DERs) granted to the reporting person under the Exterran Partners, L.P. Long-Term Incentive Plan. Each phantom unit vested in the form of a common unit and the DERs were paid in cash per the terms of the award agreement. Pursuant to applicable SEC reporting requirements, the settlement of the phantom units in exchange for common units of EXLP is reported on this Form 4 as a disposition of the phantom units being settled and a simultaneous acquisition of the underlying common units.
( 2)  Issuer withheld the maximum allowable units to satisfy the tax withholding obligations associated with the vesting of phantom units.
( 3)  These transactions were executed in accordance with a Rule 10b5-1 trading plan adopted by the reporting person on March 13, 2014.
( 4)  The price reported is a weighted average price. The shares were sold in multiple transactions at prices that range from $24.73 to $25.35, inclusive.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
WAYNE DONALD
16666 NORTHCHASE DRIVE
HOUSTON, TX 77060

Sr VP and General Counsel

Signatures
Susan Miller, Attorney-in-fact 3/6/2015
** 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 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Archrock Partners, L.P. (NASDAQ:APLP)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Archrock Partners, L.P. Charts.
Archrock Partners, L.P. (NASDAQ:APLP)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Archrock Partners, L.P. Charts.