Frontier TopCo Partnership, L.P. - May 12, 2025 Form 4 Insider Report for Kodiak Gas Services, Inc. (KGS)

Role
10%+ Owner
Signature
Frontier TopCo Partnership, L.P., By: Frontier TopCo GP, LLC, as its general partner, By: /s/ Joseph Turley, Name: Joseph Turley, Title: Officer
Stock symbol
KGS
Transactions as of
May 12, 2025
Transactions value $
-$126,052,500
Form type
4
Date filed
5/14/2025, 04:05 PM
Previous filing
Feb 3, 2025
Next filing
Aug 13, 2025

Reporting Owners (3)

Name Relationship Address Signature Signature date CIK
Frontier TopCo Partnership, L.P. 10%+ Owner C/O EQT PARTNERS, 1114 AVENUE OF THE AMERICAS, 45TH FLOOR, NEW YORK Frontier TopCo Partnership, L.P., By: Frontier TopCo GP, LLC, as its general partner, By: /s/ Joseph Turley, Name: Joseph Turley, Title: Officer 2025-05-14 0001767028
EQT Fund Management S.a r.l. 10%+ Owner 51A, BOULEVARD ROYAL,, LUXEMBOURG, GRAND DUCHY OF LUXEMBOURG, LUXEMBOURG Frontier TopCo GP, LLC, By: /s/ Joseph Turley, Name: Joseph Turley, Title: Officer 2025-05-14 0001834239
Frontier Topco GP, LLC 10%+ Owner C/O EQT PARTNERS, 1114 AVENUE OF THE AMERICAS, 45TH FLOOR, NEW YORK EQT Fund Management S.a r.l., By: /s/ Sara Huda, Name: Sara Huda, Title: Manager and /s/ Patrik Burnas, Name: Patrik Burnas, Title: Manager 2025-05-14 0001972628

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KGS Common Stock Sale -$116M -3.22M -9.27% $36.02 31.5M May 12, 2025 Held by Frontier TopCo Partnership, L.P. F1, F3
transaction KGS Common Stock Disposed to Issuer -$10M -278K -0.88% $36.02 31.3M May 12, 2025 Held by Frontier TopCo Partnership, L.P. F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On May 12, 2025, Kodiak Holdings (as defined below) enlisted J.P. Morgan Securities LLC as broker in connection with the sale of 3,222,338 shares of common stock, par value $0.01 per share, of the Issuer ("Common Stock") pursuant to Rule 144 under the Securities Act of 1933, as amended (the "Rule 144 Sale"). Kodiak Holdings received $36.015 per share of Common Stock sold in the Rule 144 Sale, which is the public offering price less certain broker discounts (the "Rule 144 Sale Price").
F2 Consists of shares of Common Stock held by Kodiak Holdings that, concurrently with the Rule 144 Sale, were repurchased by the Issuer at the Rule 144 Sale Price.
F3 Consists of shares of common stock held directly by Frontier TopCo Partnership, L.P. ("Kodiak Holdings"). Frontier TopCo GP, LLC ("Frontier GP") is the general partner of Kodiak Holdings. EQT Infrastructure III SCSp ("EQT Infrastructure III") indirectly owns 100% of the membership interests in Frontier GP. EQT Fund Management S.a r.l. ("EFMS") has exclusive responsibility for the management and control of the business and affairs of investment vehicles which constitute the majority of the total commitments to EQT Infrastructure III. As such, EFMS has the power to control Frontier GP's voting and investment decisions and may be deemed to have beneficial ownership of the securities held by Kodiak Holdings.

Remarks:

This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.