CCLP CSI Compressco LP

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 3, 2019, the sole shareholder of CSI Compressco GP Inc. (the “General “Partner”), the general partner of CSI Compressco LP (the “Partnership”) appointed Elijio V. Serrano as a member of the board of directors (the “Board”) of the General Partner to fill the vacancy created by the retirement of Stuart M. Brightman.  Also, effective as of May 3, 2019, the Board of the General Partner appointed Brady M. Murphy, a currently-serving director, as Chairman of the Board of the General Partner.

Mr. Serrano, age 61, has served as the Chief Financial Officer of TETRA Technologies, Inc. since August 2012 and is currently the Chief Financial Officer of the General Partner, having served in that capacity most recently since March 14, 2017.  Prior to his employment by TETRA, Mr. Serrano served as chief financial officer of UniversalPegasus International, a global project management, engineering and construction management company, from October 2009 through July 2012. Prior to his time with UniversalPegasus, he held numerous leadership positions at Paradigm BV, EGL, and Schlumberger. Mr. Serrano also served as director, chairman of the audit committee, and as a member of the corporate governance and nominating committee of Tesco Corporation until its acquisition by Nabors in December 2017.  Mr. Serrano received his B.B.A. degree in Accounting and Finance from the University of Texas at El Paso. Mr. Serrano was a certified public accountant in the State of Texas from 1986 until March 2002, at which time his license became inactive.

As an employee of TETRA, Mr. Serrano will not receive any compensation for his duties performed as a member of the Board of Directors. At this time, it is not contemplated that Mr. Serrano will be appointed to any committee of the Board of Directors. There are no arrangements or understandings between Mr. Serrano and any other person pursuant to which he was appointed as a director.

Mr. Serrano has been indemnified by the General Partner pursuant to the Certificate of Incorporation and Bylaws of the General Partner and by the Partnership pursuant to the Second Amended and Restated Agreement of Limited Partnership of the Partnership, as amended, (the “Partnership Agreement”) for actions associated with being an executive officer or a director. In addition, the Partnership previously entered into an Indemnification Agreement with Mr. Serrano in connection with his appointment of Chief Financial Officer of the General Partner, which provides for indemnification to the fullest extent permitted under the Partnership Agreement and Delaware law. The Indemnification Agreement provides for indemnification of expenses, liabilities, judgments, fines and amounts paid in settlement in connection with proceedings brought against Mr. Serrano as a result of his service as an executive officer or a director. The Indemnification Agreement is the same form the Partnership offers to its directors and executive officers and a copy of the form of the Indemnification Agreement is filed as Exhibit 10.5 to the Partnership’s Registration Statement on Form S-1/A (Registration No. 333-155260) filed on May 27, 2011.

For relationships among the Partnership, the General Partner, TETRA and its affiliates, please read Item 13 “Certain Relationships and Related Transactions, and Director Independence,” which is incorporated herein by reference to the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2018 , filed with the Securities and Exchange Commission on March 4, 2019.