Sec Form 4 Filing - Welch Jamie @ Kinetik Holdings Inc. - 2024-12-16

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Welch Jamie
2. Issuer Name and Ticker or Trading Symbol
Kinetik Holdings Inc. [ KNTK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
See Remarks
(Last) (First) (Middle)
2700 POST OAK BLVD., SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
12/16/2024
(Street)
HOUSTON, TX77056
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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
Class A Common Stock, par value $0.001 12/16/2024 A( 1 ) 16,009 ( 1 ) A $ 0 3,616,535 ( 1 ) ( 2 ) D
Class A Common Stock, par value $0.001 1,539 ( 3 ) I By 401(k) plan
Class A Common Stock, par value $0.001 1,462 ( 4 ) I By spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Performance Share Units ( 5 ) 12/16/2024 A 5,563 ( 5 ) ( 5 ) Class A Common Stock, par value $0.001 56,273 $ 0 56,273 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Welch Jamie
2700 POST OAK BLVD., SUITE 300
HOUSTON, TX77056
X See Remarks
Signatures
By: /s/ Todd Carpenter, Attorney-in-Fact 12/18/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents an award of fully vested shares of Class A Common Stock, par value $0.001 per share ("Class A Common Stock") of Kinetik Holding Inc. (the "Issuer") granted to the Reporting Person in lieu of cash settlement of the annual incentive award earned by the Reporting Person for the 2024 fiscal year.
( 2 )Includes an additional 1,298 shares of Class A Common Stock acquired by the Reporting Person since the date of the Reporting Person's last Form 4 pursuant to the DRIP, which acquisition was exempt from Section 16 pursuant to Rule 16a-11 under the Exchange Act.
( 3 )Includes an additional 22 shares of Class A Common Stock acquired by the Reporting Person since the date of the Reporting Person's last Form 4 pursuant to the DRIP, which acquisition was exempt from Section 16 pursuant to Rule 16a-11 under the Exchange Act.
( 4 )Reflects shares of Class A Common Stock held in the Reporting Person's spouse's individual retirement account.
( 5 )Reflects 5,563 dividend equivalent shares accrued on Performance Share Units ("PSUs") granted to the Reporting Person under the Issuer's Amended and Restated 2019 Omnibus Compensation Plan (the "Plan") and the Issuer's Dividend and Distribution Reinvestment Plan after the Reporting Person's immediately prior Form 5 filing. Each dividend equivalent unit reflects the right to receive Class A Common Stock, subject to the terms and conditions (including vesting and settlement terms) applicable to the corresponding PSU. During the 2-year vesting period the award will be credited with dividend equivalents that will be paid out in Class A Common Stock at the time the underlying units vest and shares are issued. The award and credited dividend will be payable on a one-to-one basis of Class A Common Stock for each vested PSU, including PSUs, resulting from dividend equivalents.

Remarks:
Chief Executive Officer and President

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).
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