KNTK / Kinetik Holdings Inc. - Документы SEC, Годовой отчет, Доверенное заявление

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 30, 2025 Kinetik Holdings

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 30, 2025 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File

Kinetik Announces the Sale of Its Equity Interest in EPIC Crude Holdings, LP

EX-99.1 Exhibit 99.1 Kinetik Announces the Sale of Its Equity Interest in EPIC Crude Holdings, LP September 2, 2025 HOUSTON & MIDLAND, Texas—(BUSINESS WIRE)— Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik” or the “Company”) today announced it has entered into a definitive agreement to divest and directly transfer its 27.5% equity interest in EPIC Crude Holdings, LP (“EPIC Crude”), an affiliate of EP

PURCHASE AND SALE AGREEMENT by and among ALTUS MIDSTREAM PROCESSING LP, KINETIK EC HOLDCO LLC, RATTLER MIDSTREAM OPERATING LLC, RATTLER OMOG LLC (collectively, as Sellers), PLAINS BK HOLDCO LLC (as Buyer), solely for purposes of Section 7.10, Article

EX-10.1 Exhibit 10.1 SPECIFIC TERMS IN THIS AGREEMENT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE OF A TYPE THAT KINETIK HOLDINGS INC. TREATS AS CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT AT THE APPROPRIATE PLACE WITH FIVE ASTERISKS “*****”. Execution Version PURCHASE AND SALE AGREEMENT by and among ALTUS MIDSTREAM PROCESSING LP, KINETIK EC HOLDCO L

and Restated Executive Severance Plan.

kntk-amendedandrestatede Exhibit 10.11 KINETIK HOLDINGS INC. AMENDED AND RESTATED EXECUTIVE SEVERANCE PLAN 1. Purpose. Kinetik Holdings Inc. (the “Company”) has adopted the Kinetik Holdings Inc. Executive Severance Plan (the “Plan”) to provide severance pay and benefits to eligible officers and management employees who are Eligible Executives (as defined below) and whose employment is terminated o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38048 KINETIK HO

Kinetik Holdings Inc. Separation and Release Agreement, dated as of June 30, 2025, by and between the Company and Anne Psencik.

kinetik-separationandrel Exhibit 10.6 4938-5539-0778 SEPARATION AND RELEASE AGREEMENT This Separation and Release Agreement (this “Agreement”) is entered into by and between Kinetik Holdings Inc., a Delaware corporation (the “Company”), and Anne Psencik (“Employee”). Employee and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.” WHEREAS, Empl

m of Special Restricted Stock Unit Agreement (Directors).

kntk-formofspecialrsuagr Exhibit 10.10 KINETIK HOLDINGS INC. AMENDED AND RESTATED 2019 OMNIBUS COMPENSATION PLAN RESTRICTED STOCK UNIT GRANT NOTICE Under the terms of the Kinetik Holdings Inc. Amended and Restated 2019 Omnibus Compensation Plan, as amended from time to time (the “Plan”), Kinetik Holdings Inc., a Delaware corporation (the “Company”), grants to the individual listed below (“you” or

Kinetik Holdings Inc. Consulting Agreement, dated as of June 30, 2025, by and between the Company and Anne Psencik.

kinetik-consultingagreem Exhibit 10.7 4916-1543-6346 CONSULTING AGREEMENT This CONSULTING AGREEMENT (this “Agreement”) is made and effective as of June 30, 2025 (the “Effective Date”) by and between Kinetik Holdings Inc., (the “Company”), a Delaware corporation, and Anne Psencik (“Consultant”). The Company and Consultant are referred to in this Agreement collectively as the “Parties” and each indi

cial Restricted Stock Unit Agreement.

kinetik-formofspecialrsu Exhibit 10.8 KINETIK HOLDINGS INC. AMENDED AND RESTATED 2019 OMNIBUS COMPENSATION PLAN RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Kinetik Holdings Inc. Amended and Restated 2019 Omnibus Compensation Plan, as amended from time to time (the “Plan”), Kinetik Holdings Inc. (the “Company”) hereby grants to the individual listed below (“you” o

f Dividend Equivalent Right Election Form.

kntk-dividendequivalentr Exhibit 10.9 KINETIK HOLDINGS INC. AMENDED AND RESTATED 2019 OMNIBUS COMPENSATION PLAN RESTRICTED STOCK UNIT AGREEMENT DIVIDEND EQUIVALENT RIGHT ELECTION FORM Please complete this Dividend Equivalent Right Election Form (the “Election Form”) and submit a signed copy through DocuSign to Kinetik Holdings Inc., a Delaware corporation (the “Company”), if you wish to make an el

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 6, 2025 Date of Report (date of earliest event reported) Kinetik Holdings In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 6, 2025 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commissio

Kinetik Reports Second Quarter 2025 Financial and Operating Results and Updates Full Year 2025 Guidance

Kinetik Reports Second Quarter 2025 Financial and Operating Results and Updates Full Year 2025 Guidance •Generated second quarter net income of $74.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Kinetik Holdings Inc. (Exact name of registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 81-4675947 (I.R.S. Employer Identification Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 30, 2025 Date of Report (date of earliest event reported) Kinetik Holdings Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 30, 2025 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38048 A. Full title of the plan and

Revolving Credit Agreement, dated May 30, 2025, by and among Kinetik Holdings LP and PNC Bank, National Association, as administrative agent, and the banks and other financial institutions party thereto, as lenders

Exhibit 10.1 US$1,600,000,000 SENIOR REVOLVING CREDIT FACILITY CREDIT AGREEMENT dated as of May 30, 2025 among KINETIK HOLDINGS LP, as Borrower THE LENDERS PARTY HERETO, THE ISSUING BANKS PARTY HERETO, PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, BOFA SECURITIES, INC., as Syndication Agent and TD SECURITIES (USA) LLC, MIZUHO BANK, LTD. and TRUIST BANK as Co-Documentation Agents PNC CAP

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 30, 2025 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Num

Loan Credit Agreement, dated May 30, 2025, by and among Kinetik Holdings LP and Toronto Dominion (Texas) LLC, as administrative agent, and the banks and other financial institutions party thereto, as lenders

Exhibit 10.2 CREDIT AGREEMENT dated as of May 30, 2025 among KINETIK HOLDINGS LP, as Borrower THE LENDERS PARTY HERETO, TORONTO DOMINION (TEXAS) LLC as Administrative Agent, PNC BANK, NATIONAL ASSOCIATION and MIZUHO BANK, LTD. as Co-Syndication Agents, and BOFA SECURITIES, INC. and TRUIST BANK as Co-Documentation Agents TD SECURITIES (USA) LLC, PNC CAPITAL MARKETS LLC, MIZUHO BANK, LTD., BOFA SECU

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 19, 2025 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commission

, dated as of February 28, 2025, by and between the Company and Todd Carpenter.

kinetik-consultingagreem Exhibit 10.6 4921-4348-7505 1 CONSULTING AGREEMENT This CONSULTING AGREEMENT (this “Agreement”) is made and effective as of March 1, 2025 (the “Effective Date”) by and between Kinetik Holdings Inc., (the “Company”), a Delaware corporation, and Robert T. Carpenter (“Consultant”). The Company and Consultant are referred to in this Agreement collectively as the “Parties” and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38048 KINETIK H

, dated as of February 28, 2025, by and between the Company and Todd Carpenter

kinetik-separationandrel Exhibit 10.5 4936-4840-9872 SEPARATION AND RELEASE AGREEMENT This Separation and Release Agreement (this “Agreement”) is entered into by and between Kinetik Holdings Inc., a Delaware corporation (the “Company”), and Robert T. Carpenter (“Employee”). Employee and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.” WHEREA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 7, 2025 Date of Report (date of earliest event reported) Kinetik Holdings Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 7, 2025 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commission F

Kinetik Reports First Quarter 2025 Financial and Operating Results

Kinetik Reports First Quarter 2025 Financial and Operating Results •Generated first quarter net income of $19.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 30, 2025 Date of Report (date of earliest event reported) Kinetik Holdings In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 30, 2025 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commissio

Exhibit 99.1 NEWS RELEASE Kinetik Announces Chief Strategy Officer to Retire HOUSTON and MIDLAND, Texas, April 30, 2025 – Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik” or the “Company”) today announced Anne Psencik, Chief Strategy Officer, informed K

kinetikannouncesannepsen Exhibit 99.1 NEWS RELEASE Kinetik Announces Chief Strategy Officer to Retire HOUSTON and MIDLAND, Texas, April 30, 2025 – Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik” or the “Company”) today announced Anne Psencik, Chief Strategy Officer, informed Kinetik of her intent to retire from the Company, effective June 30, 2025. Ms. Psencik will continue her current day-to-day re

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PUR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38048 KINETIK HOLDING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

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Amendment No. 1 to Receivables Purchase Agreement, dated April 1, 2025 by and among Kinetik Receivables LLC, as the seller, PNC Bank, National Association, as the administrative agent, Kinetik Holdings LP, a subsidiary of Kinetik Holdings Inc., as the servicer, and the purchasers party thereto.

Exhibit 10.1 AMENDMENT NO. 1 TO RECEIVABLES PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO RECEIVABLES PURCHASE AGREEMENT (the “Amendment”) is made as of April 1, 2025, by and among KINETIK RECEIVABLES LLC, a Delaware limited liability company, as the Seller (the “Seller”), the financial institutions listed on the signature pages hereto as the “Purchasers”, PNC BANK, NATIONAL ASSOCIATION, as the admin

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 1, 2025 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Nu

Joinder Agreement, dated April 1, 2025 by and among Frontier Field Services, LLC, Kinetik Holdings LP, a subsidiary of Kinetik Holdings Inc., and PNC Bank, National Association

Exhibit 10.2 JOINDER AGREEMENT This JOINDER AGREEMENT (this “Agreement”) dated as of April 1, 2025, is entered into by and among FRONTIER FIELD SERVICES, LLC, a Delaware limited liability company (the “New Originator”), KINETIK HOLDINGS LP, a Delaware limited partnership (the “Servicer”), PNC BANK, NATIONAL ASSOCIATION, as the administrative agent (in such capacity, the “Administrative Agent”). Re

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3ASR (Form Type) Kinetik Holdings Inc.

As filed with the Securities and Exchange Commission on March 21, 2025

As filed with the Securities and Exchange Commission on March 21, 2025 Registration No.

Kinetik Prices $250 million Private Placement of Additional 6.625% Sustainability-Linked Senior Notes Due 2028

Exhibit 99.2 NEWS RELEASE Kinetik Prices $250 million Private Placement of Additional 6.625% Sustainability-Linked Senior Notes Due 2028 HOUSTON & MIDLAND, March 14, 2025 – Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik”) today announced that its subsidiary, Kinetik Holdings LP (the “Issuer”), has priced its previously announced offering of $250 million 6.625% sustainability-linked senior notes due

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 14, 2025 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File N

Purchase Agreement dated March 14, 2025 by and among Kinetik Holdings Inc., Kinetik Holdings LP and MUFG Securities Americas Inc., as representative of the Initial Purchasers named therein.

Exhibit 10.1 $250,000,000 Kinetik Holdings LP 6.625% Sustainability-Linked Senior Notes due 2028 Purchase Agreement March 14, 2025 MUFG Securities Americas Inc. As Representative of the several Initial Purchasers listed in Schedule 1 hereto c/o MUFG Securities Americas Inc. 1221 Avenue of the Americas, 6th Floor New York, New York 10020 To the addressees set forth above: Kinetik Holdings LP, a Del

Kinetik Announces $250 Million Private Placement of Additional 6.625% Sustainability-Linked Senior Notes due 2028

Exhibit 99.1 Draft NEWS RELEASE Kinetik Announces $250 Million Private Placement of Additional 6.625% Sustainability-Linked Senior Notes due 2028 HOUSTON & MIDLAND, March 14, 2025– Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik”) announced today that its subsidiary, Kinetik Holdings LP (the “Issuer”), intends to offer, subject to market and other conditions, $250 million aggregate principal amount o

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 12, 2025 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File N

Unaudited pro forma combined financial

Exhibit 99.2 UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION Kinetik Holdings Inc. (the "Company" or "Kinetik"), recently completed the following transactions: •GCX Sale: As previously disclosed in its Current Report on Form 8-K filed on June 7, 2024, on June 4, 2024, the Company consummated the previously announced transaction contemplated by the Purchase and Sale Agreement dated as of May 9,

Insider Trading Policy adopted February 26, 2025.

KINETIK HOLDINGS INC. INSIDER TRADING POLICY (Adopted as of February 26, 2025) This Insider Trading Policy (this “Policy”) provides guidance to Kinetik Holdings Inc. (the “Company”) and its directors, officers, and employees and consultants with respect to transactions in the Company’s securities (such as common stock, options to buy or sell common stock, warrants, convertible securities and debt

Subsidiaries of the Company.

Exhibit 21.1 KINETIK HOLDINGS INC. Listing of Subsidiaries Entity Name Jurisdiction of Formation ALTUS MIDSTREAM GATHERING LP Delaware ALTUS MIDSTREAM NGL PIPELINE LP Delaware ALTUS MIDSTREAM PIPELINE LP Delaware ALTUS MIDSTREAM PROCESSING LP Delaware ALTUS MIDSTREAM SUBSIDIARY GP LLC Delaware BARILLA DRAW GATHERING, LLC Delaware BCP MANAGEMENT SERVICES, LLC Delaware BCP PHP INTERMEDIATE HOLDCO, L

Permian Highway Pipeline LLC audited financial statements as of December 31, 202

FINANCIAL STATEMENTS With Independent Auditors’ Report PERMIAN HIGHWAY PIPELINE LLC As of December 31, 2024 and 2023 and For the Years Ended December 31, 2024 and 2023 PERMIAN HIGHWAY PIPELINE LLC TABLE OF CONTENTS Page Number Independent Auditors’ Report 1 Financial Statements Statements of Income 3 Balance Sheets 4 Statements of Cash Flows 5 Statements of Members’ Equity 6 Notes to Financial Statements 7 KPMG LLP 811 Main Street Houston, TX 77002 KPMG LLP, a Delaware limited liability partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38048 KINETIK HOLDING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 26, 2025 Date of Report (date of earliest event reported) Kinetik Holdings

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 26, 2025 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commis

Kinetik Reports Fourth Quarter and Record Full Year 2024 Financial and Operating Results and Provides 2025 Guidance

Kinetik Reports Fourth Quarter and Record Full Year 2024 Financial and Operating Results and Provides 2025 Guidance •Generated fourth quarter 2024 net income of $16.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 15, 2025 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38048 KINET

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 6, 2024 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commiss

Kinetik Reports Record Third Quarter 2024 Financial and Operating Results and Again Increases Full-Year 2024 Adjusted EBITDA Guidance

Kinetik Reports Record Third Quarter 2024 Financial and Operating Results and Again Increases Full-Year 2024 Adjusted EBITDA Guidance •Generated third quarter net income of $83.

Kinetik Announces General Counsel to Retire

Exhibit 99.1 NEWS RELEASE Kinetik Announces General Counsel to Retire HOUSTON and MIDLAND, Texas, September 30, 2024 – Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik” or the “Company”) today announced Todd Carpenter, General Counsel and Chief Compliance Officer, informed Kinetik of his intent to retire from the Company effective February 28, 2025. Mr. Carpenter will continue his current day-to-day r

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 30, 2024 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission Fi

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 24, 2024 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commissi

Consolidated Financial Statements and Report of Independent Certified Public Accountants Durango Permian LLC and Subsidiaries December 31, 2023 Page Report of Independent Certified Public Accountants 3-4 Consolidated Balance Sheet 5 Consolidated Stat

Consolidated Financial Statements and Report of Independent Certified Public Accountants Durango Permian LLC and Subsidiaries December 31, 2023 Page Report of Independent Certified Public Accountants 3-4 Consolidated Balance Sheet 5 Consolidated Statement of Operations 6 Consolidated Statement of Member’s Capital 7 Consolidated Statement of Cash Flows 8 Notes to Consolidated Financial Statements 9-20 Contents GT.

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION On June 24, 2024 (the “Closing Date”), Kinetik Holdings Inc. ("the Company") consummated the previously announced transaction contemplated by the Membership Interest Purchase Agreement (the “Durango MIPA”), dated May 9, 2024, by and between the Company, Kinetik Holdings, LP, a subsidiary of the Company (the "Partnership"), a

Condensed Consolidated Financial Statements Durango Permian LLC and Subsidiaries March 31, 2024 Page Condensed Consolidated Balance Sheet 3 Condensed Consolidated Statement of Operations 4 Condensed Consolidated Statement of Member’s Capital 5 Conden

Condensed Consolidated Financial Statements Durango Permian LLC and Subsidiaries March 31, 2024 Page Condensed Consolidated Balance Sheet 3 Condensed Consolidated Statement of Operations 4 Condensed Consolidated Statement of Member’s Capital 5 Condensed Consolidated Statement of Cash Flows 6 Notes to Condensed Consolidated Financial Statements 7-12 Contents Durango Permian LLC and Subsidiaries CONDENSED CONSOLIDATED BALANCE SHEET March 31, 2024 (In Thousands) (Unaudited) The accompanying notes are an integral part of these statements.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38048 KINETIK HO

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 7, 2024 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commissio

Kinetik Reports Second Quarter 2024 Financial and Operating Results

Kinetik Reports Second Quarter 2024 Financial and Operating Results •Generated second quarter net income of $108.

As filed with the Securities and Exchange Commission on July 12, 2024

Table of Contents As filed with the Securities and Exchange Commission on July 12, 2024 Registration No.

SCHEDULE 13G

EX-99.2 3 ef20032131ex99-2.htm EXHIBIT 99.2 EXHIBIT 99.2 CUSIP No. 02215L209 SCHEDULE 13G Page 12 of 12 Pages ITEM 7 INFORMATION The securities being reported on by Morgan Stanley as a parent holding company are owned, or may be deemed to be beneficially owned, by MS Capital Partners Adviser Inc., an indirectly wholly-owned subsidiary of Morgan Stanley, as well as MS Energy Partners GP LP, Durango

KNTK / Kinetik Holdings Inc. / MORGAN STANLEY - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 02215L209 (CUSIP Number) June 24, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua

SCHEDULE 13G

EX-99.1 2 ef20032131ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 CUSIP No. 02215L209 SCHEDULE 13G Page 11 of 12 Pages JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Class A Common Stock of Kinetik Holdings, Inc., dated as of July 5, 2024, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall

Kinetik Completes Acquisition of Durango Midstream’s New Mexico Gathering and Processing System

Exhibit 99.1 NEWS RELEASE Kinetik Completes Acquisition of Durango Midstream’s New Mexico Gathering and Processing System HOUSTON and MIDLAND, Texas, June 24, 2024 – Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik” or the “Company”) today completed its previously announced acquisition of Durango Permian LLC (“Durango”), a robust platform with exciting potential in the Northern Delaware Basin. Kinetik

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 24, 2024 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Nu

Observer Rights Agreement, dated as of June 24, 2024, by and among Kinetik Holdings Inc., Kinetik Holdings LP and Durango Midstream LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Commission on June 28, 2024).

Exhibit 10.1 Execution Version OBSERVER RIGHTS AGREEMENT THIS OBSERVER RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of June 24, 2024 (the “Effective Date”), by and among Kinetik Holdings Inc., a Delaware corporation (the “Parent”), Kinetik Holdings LP, a Delaware limited partnership (“Purchaser”) and Durango Midstream LLC, a Colorado liability company (“Durango”). The Parent, Pu

Registration Rights Agreement, dated as of June 24, 2024, by and among Kinetik Holdings Inc. and Durango Midstream LLC (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed June 28, 2024).

Exhibit 4.1 Execution Version REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 24, 2024, is made and entered into by and among Kinetik Holdings Inc., a Delaware corporation (the “Company”), and Durango Midstream LLC, a Colorado limited liability company (the “Holder”). Each of the Company and the Holder is sometimes referred to herein individual

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38048 A. Full title of the plan and

Kinetik Completes Divestiture of Its Equity Interest in Gulf Coast Express Pipeline HOUSTON & MIDLAND, Texas--( )-- Kinetik Holdings Inc. (NYSE: KNTK) (“ ” or the “BUSINESS WIRE Kinetik ”) today announced the completion of its previously announced sa

Kinetik Completes Divestiture of Its Equity Interest in Gulf Coast Express Pipeline HOUSTON & MIDLAND, Texas-( )- Kinetik Holdings Inc.

Regulation FD Disclosure, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 4, 2024 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commission

UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION On June 4, 2024, Kinetik Holdings Inc. (the “Company” or “Kinetik”) completed the previously announced transaction contemplated by the Purchase and Sale Agreement (the "GCX Purchase Agreement") to sell its 16% equity interest in Gulf Coast Express Pipeline LLC ("GCX") through its wholly owned subsidiary Kinetik GCX Pipe

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 20, 2024 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Num

Kinetik Holdings Inc. Amended and Restated 2019 Omnibus Compensation Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on May 23, 2024).

Exhibit 10.1 KINETIK HOLDINGS INC. Amended and Restated 2019 Omnibus Compensation Plan Section 1 Introduction 1.1 Establishment. Kinetik Holdings Inc., a Delaware corporation (hereinafter referred to, together with its Affiliates (as defined below) as the “Company” except where the context otherwise requires), hereby establishes the Kinetik Holdings Inc. Amended and Restated 2019 Omnibus Compensat

As filed with the Securities and Exchange Commission on May 20, 2024

As filed with the Securities and Exchange Commission on May 20, 2024 Registration No.

Kinetik Holdings Inc. Amended and Restated 2019 Omnibus Compensation Plan.

Exhibit 4.4 KINETIK HOLDINGS INC. Amended and Restated 2019 Omnibus Compensation Plan Section 1 Introduction 1.1 Establishment. Kinetik Holdings Inc., a Delaware corporation (hereinafter referred to, together with its Affiliates (as defined below) as the “Company” except where the context otherwise requires), hereby establishes the Kinetik Holdings Inc. Amended and Restated 2019 Omnibus Compensati

Calculation of Filing Fee Tables.

Exhibit 107.1 Calculation of Filing Fee Table Form S-8 Registration Statement Under The Securities Act Of 1933 (Form Type) Kinetik Holdings Inc. (Exact Name of Registrant as Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule (3) Amount Registered (1)(2) Proposed Maximum Offering Price Per Unit (3) Maximum Aggregate Offering Price

Purchase and Sale Agreement, dated as of May 9, 2024, by and among Kinetik GCX Pipe LLC, GCX Pipeline, LLC, solely for purposes of Section 6.7, Article X and Article XI, AL GCX Holdings, LLC and solely for purposes of Section 6.8, Article X and Article XI, Kinetik Holdings LP (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on May 13, 2024).

Exhibit 10.2 Execution Version PURCHASE AND SALE AGREEMENT by and between KINETIK GCX PIPE LLC, GCX PIPELINE, LLC, solely for purposes of Section 6.7, Article X and Article XI, AL GCX HOLDINGS, LLC, and solely for purposes of Section 6.8, Article X and Article XI, KINETIK HOLDINGS LP dated as of May 9, 2024 TABLE OF CONTENTS ARTICLE I DEFINITIONS AND RULES OF CONSTRUCTION 1 1.1 Definitions 1 1.2 R

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2024 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Numb

Membership Interest Purchase Agreement, dated as of May 9, 2024, by and among Kinetik Holdings Inc., Kinetik Holdings LP and Durango Midstream, LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Commission on May 13, 2024).

Exhibit 10.1 Execution Version MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND BETWEEN DURANGO MIDSTREAM LLC, KINETIK HOLDINGS LP AND KINETIK HOLDINGS INC. May 9, 2024 TABLE OF CONTENTS ARTICLE I DEFINITIONS AND CONSTRUCTION 1 Section 1.01 Definitions 1 Section 1.02 Rules of Construction 1 ARTICLE II PURCHASE AND SALE; CLOSING 3 Section 2.01 Purchase and Sale of Purchased Interests 3 Section 2.02 Cl

The Next Chapter: $1 Billion of Strategic, Accretive Northern Delaware Transactions and Divestiture of its 16% Interest in the Gulf Coast Express Pipeline

Exhibit 99.1 The Next Chapter: $1 Billion of Strategic, Accretive Northern Delaware Transactions and Divestiture of its 16% Interest in the Gulf Coast Express Pipeline In a series of transactions: • Kinetik agreed to acquire Durango Permian LLC (“Durango”), which expands its operations in Eddy and Lea Counties, New Mexico, the most active counties in the Permian Basin (“Durango Acquisition”). The

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38048 KINETIK H

Kinetik Reports First Quarter 2024 Financial and Operating Results

Kinetik Reports First Quarter 2024 Financial and Operating Results •Generated first quarter net income of $35.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 8, 2024 Date of Report (date of earliest event reported) Kinetik Holdings Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 8, 2024 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 2, 2024 Date of Report (date of earliest event reported) Kinetik Holdings Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 2, 2024 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PUR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38048 KINETIK HOLDING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of th Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of th Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐Preliminary Proxy Statement ☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)

Sale and Contribution Agreement, dated April 2, 2024, by and among Kinetik Holdings LP, a subsidiary of Kinetik Holdings Inc., Kinetik Receivables LLC and the originators party thereto.

Execution Version SALE AND CONTRIBUTION AGREEMENT Dated as of April 2, 2024 among PERSONS LISTED AS ORIGINATORS ON SCHEDULE I HERETO, as Originators, KINETIK HOLDINGS LP, as Servicer, and KINETIK RECEIVABLES LLC, as Buyer (184036886.

Kinetik Executes New Accounts Receivable Securitization Facility

Kinetik Executes New Accounts Receivable Securitization Facility HOUSTON & MIDLAND, April 3, 2024 – Kinetik Holdings Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

Receivables Purchase Agreement, dated April 2, 2024, by and among Kinetik Receivables LLC, as the seller, Kinetik Holdings LP, a subsidiary of Kinetik Holdings Inc., as the servicer, PNC Bank, National Association, as administrative agent, PNC Capital Markets LLC, as structuring agent, and the purchasers party thereto.

EXECUTION VERSION RECEIVABLES PURCHASE AGREEMENT Dated as of April 2, 2024 by and among KINETIK RECEIVABLES LLC as Seller, THE PERSONS FROM TIME TO TIME PARTY HERETO, as Purchasers, PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, KINETIK HOLDINGS LP as Servicer, and PNC CAPITAL MARKETS LLC, as Structuring Agent and Sustainability Agent 4880-2648-9762v.

Kinetik Announces Changes to Its Board of Directors

Kinetik Announces Changes to Its Board of Directors HOUSTON & MIDLAND, April 4, 2024 – Kinetik Holdings Inc.

KNTK / Kinetik Holdings Inc. / APA Corp - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 8)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 02215L209 (CUSIP Number) Ben C. Rodgers One Post Oak Central 2000 Post Oak Boulevard, Suite 100 Houston, Texas 77056-4400 (

Underwriting Agreement, dated as of March 13, 2024 by and among Kinetik Holdings Inc., Apache Midstream LLC and Goldman Sachs & Co. LLC, as representative of the several underwriters named therein.

EX-1.1 Exhibit 1.1 Execution Version KINETIK HOLDINGS INC. (a Delaware corporation) 11,373,801 Shares of Class A Common Stock UNDERWRITING AGREEMENT Dated: March 13, 2024 KINETIK HOLDINGS INC. (a Delaware corporation) 11,373,801 Shares of Class A Common Stock UNDERWRITING AGREEMENT March 13, 2024 Goldman Sachs & Co. LLC as Representative of the several Underwriters named in Schedule A hereto c/o G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 13, 2024 KINETIK HOLDINGS I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 13, 2024 KINETIK HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-38048 81-4675947 (State or other jurisdiction of incorporation) (Commission Fi

Kinetik Announces Pricing of Secondary Offering of Common Stock

EX-99.2 Exhibit 99.2 Kinetik Announces Pricing of Secondary Offering of Common Stock March 14, 2024 12:39 AM Eastern Daylight Time HOUSTON & MIDLAND, Texas – (BUSINESS WIRE) – Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik” or the “Company”) announced today the pricing of an underwritten secondary offering of 11,373,801 shares of its Class A common stock (the “Offering”) by Apache Midstream LLC (the

Kinetik Announces Secondary Offering of Common Stock

EX-99.1 Exhibit 99.1 Kinetik Announces Secondary Offering of Common Stock March 13, 2024 04:45 PM Eastern Daylight Time HOUSTON & MIDLAND, Texas – (BUSINESS WIRE) – Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik” or the “Company”) announced today the commencement of an underwritten secondary offering of 11,373,801 shares of its Class A common stock (the “Offering”) by Apache Midstream LLC (the “Sell

11,373,801 Shares Kinetik Holdings Inc. Class A Common Stock

424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-277883 PROSPECTUS SUPPLEMENT (To prospectus dated March 13, 2024) 11,373,801 Shares Kinetik Holdings Inc. Class A Common Stock Apache Midstream LLC (the “selling stockholder” or “Apache Midstream”), is offering 11,373,801 shares (13,079,871 shares, if the underwriters exercise their option to purchase additional shares i

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3ASR (Form Type) Kinetik Holdings Inc.

Subject To Completion Preliminary Prospectus Supplement dated March 13, 2024

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-277883 The information in this preliminary prospectus supplement relates to an effective registration statement filed with the U.S. Securities and Exchange Commission, but is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell nor does it seek an offer to buy these securities in any

As filed with the Securities and Exchange Commission on March 13, 2024

As filed with the Securities and Exchange Commission on March 13, 2024 Registration No.

KNTK / Kinetik Holdings Inc. / ISQ Global Fund II GP LLC - SC 13D/A Activist Investment

SC 13D/A 1 ef20023853sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) Gautam Bhandari ISQ Global Fund II GP, LLC 600 Brickell Avenue, Pent

KNTK / Kinetik Holdings Inc. / Blackstone Holdings III L.P. - SC 13D/A Activist Investment

SC 13D/A 1 d770302dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 1015

All Other Employees) (incorporated by reference to Exhibit 10.16 to the Registrant’s Annual Report on Form 10-K filed on March 5, 2024).

KINETIK HOLDINGS INC. 2019 OMNIBUS COMPENSATION PLAN RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan, as amended from time to time (the “Plan”), Kinetik Holdings Inc. (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Restricted Stock Units (the “RSUs”) set forth

Subsidiaries of the Company.

Exhibit 21.1 KINETIK HOLDINGS INC. Listing of Subsidiaries Entity Name Jurisdiction of Formation ALTUS MIDSTREAM GATHERING LP Delaware ALTUS MIDSTREAM NGL PIPELINE LP Delaware ALTUS MIDSTREAM PIPELINE LP Delaware ALTUS MIDSTREAM PROCESSING LP Delaware ALTUS MIDSTREAM SUBSIDIARY GP LLC Delaware BCP MANAGEMENT SERVICES, LLC Delaware BCP PHP INTERMEDIATE HOLDCO, LLC Delaware BCP PHP, LLC Delaware BCP

Form of Participation Agreement pursuant to the Kinetik Holdings Inc. Executive Severance Plan.

Exhibit 10.2 [Kinetik Letterhead] [DATE] [NAME OF ELIGIBLE EXECUTIVE] Re: Participation Agreement – Kinetik Holdings Inc. Executive Severance Plan Dear [FIRST NAME OF ELIGIBLE EXECUTIVE]: We are pleased to inform you that you have been designated as eligible to participate in the Kinetik Holdings Inc. Executive Severance Plan (as it may be amended from time to time, the “Plan”), as a Tier [1][2] E

Agreement (2024 VPs and Above) (incorporated by reference to Exhibit 10.14 to the Registrant’s Annual Report on Form 10-K filed on March 5, 2024).

KINETIK HOLDINGS INC. 2019 OMNIBUS COMPENSATION PLAN RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan, as amended from time to time (the “Plan”), Kinetik Holdings Inc. (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Restricted Stock Units (the “RSUs”) set forth

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): February 28, 2024 KINETIK HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission

Kinetik Holdings Inc. Clawback Policy.

Kinetik Holdings Inc. Clawback Policy (this “Policy”) Adopted by the Board of Directors (the “Board”) upon the recommendation of the Compensation Committee of the Board (the “Committee”) on November 27, 2023. 1. Recoupment. If Kinetik Holdings Inc.(the “Company”) is required to prepare a Restatement, the Committee shall, unless determined to be Impracticable, take reasonably prompt action to recou

Form of Performance Stock Unit Agreement (2024)

KINETIK HOLDINGS INC. 2019 OMNIBUS COMPENSATION PLAN PERFORMANCE STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan, as amended from time to time (the “Plan”), Kinetik Holdings Inc. (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of restricted stock units subject to performanc

Form of Deferred Stock Unit Agreement (2024 Directors)

KINETIK HOLDINGS INC. 2019 OMNIBUS COMPENSATION PLAN DEFERRED STOCK UNIT GRANT NOTICE Under the terms of the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan, as amended from time to time (the “Plan”), Kinetik Holdings Inc., a Delaware corporation (the “Company”), grants to the individual listed below (“you” or the “Participant”) the number of fully vested Restricted Stock Units (the “DSUs”) s

Form of Restricted Stock Unit Agreement (2024 Directors)

KINETIK HOLDINGS INC. 2019 OMNIBUS COMPENSATION PLAN RESTRICTED STOCK UNIT GRANT NOTICE Under the terms of the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan, as amended from time to time (the “Plan”), Kinetik Holdings Inc., a Delaware corporation (the “Company”), grants to the individual listed below (“you” or the “Participant”) the number of Restricted Stock Units (the “RSUs”) set forth be

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38048 KINETIK HOLDING

. Executive Severance Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed March 5, 2024).

Exhibit 10.1 KINETIK HOLDINGS INC. EXECUTIVE SEVERANCE PLAN 1. Purpose. Kinetik Holdings Inc. (the “Company”) has adopted the Kinetik Holdings Inc. Executive Severance Plan (the “Plan”) to provide severance pay and benefits to eligible officers and management employees who are Eligible Executives (as defined below) and whose employment is terminated on or after February 28, 2024 (the “Effective Da

Permian Highway Pipeline LLC audited financial statements as of December 31, 2023.

FINANCIAL STATEMENTS With Independent Auditors’ Report PERMIAN HIGHWAY PIPELINE LLC As of December 31, 2023 and 2022 and For the Years Ended December 31, 2023 and 2022 PERMIAN HIGHWAY PIPELINE LLC TABLE OF CONTENTS Page Number Statements of Income 5 Statements of Cash Flows 7 Notes to Financial Statements 9 Independent Auditor Reports 1 Statements of Members’ Equity 8 Balance Sheets 6 Financial St

Exhibit 4.1 to our Annual Report on Form 10-K

V&E Draft 2/9/24 Exhibit 4.1 DESCRIPTION OF KINETIK HOLDINGS INC.’S SECURITIES Kinetik Holdings Inc. (“Kinetik” or the “Company”, “we,” “us” or “our”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: Class A Common Stock, par value $0.0001 per share (“Class A Common Stock”). The following is a summary of the rights of the holders of Class

Kinetik Reports Fourth Quarter and Full Year 2023 Financial and Operating Results and Provides 2024 Guidance

Kinetik Reports Fourth Quarter and Full Year 2023 Financial and Operating Results and Provides 2024 Guidance •Generated fourth quarter 2023 net income of $267.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 28, 2024 Date of Report (date of earliest event reported) Kinetik Holdings

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 28, 2024 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 5, 2024 Kinetik Holdings

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 5, 2024 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 19, 2023 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission Fil

Purchase Agreement dated December 15, 2023 by and among Kinetik Holdings Inc., Kinetik Holdings LP and Wells Fargo Securities, LLC, as representative of the Initial Purchasers named therein.

EX-10.1 Exhibit 10.1 Execution Version $300,000,000 Kinetik Holdings LP 6.625% Sustainability-Linked Senior Notes due 2028 Purchase Agreement December 15, 2023 Wells Fargo Securities, LLC, as Representative of the several Initial Purchasers listed in Schedule 1 hereto c/o Wells Fargo Securities, LLC 550 South Tryon Street, 7th Floor Charlotte, North Carolina 28202 To the addressees set forth above

Kinetik Announces $200 Million Private Placement of Additional 6.625% Sustainability-Linked Senior Notes due 2028

EX-99.1 Exhibit 99.1 Kinetik Announces $200 Million Private Placement of Additional 6.625% Sustainability-Linked Senior Notes due 2028 December 15, 2023 08:24 AM Eastern Standard Time HOUSTON & MIDLAND, Texas—(BUSINESS WIRE)—Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik”) announced today that its subsidiary, Kinetik Holdings LP (the “Issuer”), intends to offer, subject to market and other condition

Kinetik Prices Upsized $300 Million Private Placement of Additional 6.625% Sustainability-Linked Senior Notes Due 2028

EX-99.2 Exhibit 99.2 Kinetik Prices Upsized $300 Million Private Placement of Additional 6.625% Sustainability-Linked Senior Notes Due 2028 December 15, 2023 04:15 PM Eastern Standard Time HOUSTON & MIDLAND, Texas—(BUSINESS WIRE)—Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik”) today announced that its subsidiary, Kinetik Holdings LP (the “Issuer”), has priced its previously announced offering of $3

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SC 13D/A 1 d600639dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 02215L209 (CUSIP Number) Ben C. Rodgers One Post Oak Central 2000 Post Oak Boulevard, Suite 1

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 15, 2023 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission Fil

Kinetik Announces Secondary Offering of Common Stock

Exhibit 99.1 Kinetik Announces Secondary Offering of Common Stock MIDLAND/HOUSTON, December 11, 2023 – Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik” or the “Company”) announced today the commencement of an underwritten secondary offering of 6,000,000 shares of its Class A common stock (the “Offering”) by Apache Midstream LLC (the “Selling Stockholder”), a subsidiary of Apache Corporation. Kinetik

Kinetik Announces Pricing of Upsized Secondary Offering of Common Stock

Exhibit 99.2 Kinetik Announces Pricing of Upsized Secondary Offering of Common Stock MIDLAND/HOUSTON, December 11, 2023 – Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik” or the “Company”) announced today the pricing of an upsized underwritten secondary offering of 6,500,000 shares of its Class A common stock (the “Offering”) by Apache Midstream LLC (the “Selling Stockholder”), a subsidiary of Apache

Underwriting Agreement, dated as of December 11, 2023 by and among Kinetik Holdings Inc., Apache Midstream LLC and J.P. Morgan Securities LLC, as representative of the several underwriters named therein.

Exhibit 1.1 KINETIK HOLDINGS INC. (a Delaware corporation) 6,500,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT Dated: December 11, 2023 Execution Version KINETIK HOLDINGS INC. (a Delaware corporation) 6,500,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT December 11, 2023 J.P. Morgan Securities LLC as Representative of the several Underwriters named in Schedule A hereto c/o J

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 11, 2023 KINETIK HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-38048 81-4675947 (State or other jurisdiction of incorporation) (Commission

6,500,000 Shares Kinetik Holdings Inc. Class A Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-262043 PROSPECTUS SUPPLEMENT (To prospectus dated January 28, 2022) 6,500,000 Shares Kinetik Holdings Inc. Class A Common Stock Apache Midstream LLC (the “selling stockholder” or “Apache Midstream”), is offering 6,500,000 shares (7,475,000 shares, if the underwriters exercise their option to purchase additional shares in full)

Subject To Completion Preliminary Prospectus Supplement dated December 11, 2023

424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-262043 The information in this preliminary prospectus is not complete and may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission becomes effective. This preliminary prospectus is not an offer to sell nor does it seek an offer to buy these securi

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 4, 2023 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File

First Amendment, dated December 6, 2023, by and among Kinetik Holdings LP, Kinetik Holdings Inc., PNC Bank, National Association, as administrative agent, and the banks and other financial institutions party thereto, as lenders.

Exhibit 10.2 Execution Version FIRST AMENDMENT TO CREDIT AGREEMENT FIRST AMENDMENT TO CREDIT AGREEMENT (this “First Amendment”), dated as of December 6, 2023, by and among KINETIK HOLDINGS LP, a Delaware limited partnership (the “Borrower”), solely for purposes of Section 5 hereto, Kinetik Holdings Inc., a Delaware corporation (the “Borrower Parent”), PNC BANK, NATIONAL ASSOCIATION, as administrat

Indenture, dated December 6, 2023, by and among Kinetik Holdings Inc., Kinetik Holdings LP and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on December 6, 2023).

Exhibit 4.1 Execution Version KINETIK HOLDINGS LP, as Issuer KINETIK HOLDINGS INC., as Parent and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of December 6, 2023 6.625% Sustainability-Linked Senior Notes due 2028 TABLE OF CONTENTS Page ARTICLE ONE DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01. Definitions 1 Section 1.02. Rules of Construction 15 ARTICLE

Kinetik Prices $500 Million Sustainability-Linked Senior Notes Offering Due 2028

Exhibit 99.1 NEWS RELEASE Kinetik Prices $500 Million Sustainability-Linked Senior Notes Offering Due 2028 HOUSTON & MIDLAND, Texas, December 4, 2023 – Kinetik Holdings Inc. (NYSE: KNTK) (“Kinetik”) today announced that its subsidiary, Kinetik Holdings LP (the “Issuer”), has priced its previously announced offering of $500 million sustainability-linked senior notes due 2028 (the “Senior Notes”). T

Purchase Agreement, dated December 4, 2023, by and among Kinetik Holdings Inc., Kinetik Holdings LP and Wells Fargo Securities, LLC and BofA Securities, Inc., as representatives of the Initial Purchasers named therein.

Exhibit 10.1 Execution Version $500,000,000 Kinetik Holdings LP 6.625% Sustainability-Linked Senior Notes due 2028 Purchase Agreement December 4, 2023 Wells Fargo Securities, LLC and BofA Securities, Inc., as Representatives of the several Initial Purchasers listed in Schedule 1 hereto c/o Wells Fargo Securities, LLC 550 South Tryon Street, 7th Floor Charlotte, North Carolina 28202 c/o BofA Securi

Kinetik Announces $500 Million Sustainability-Linked Senior Notes Offering

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Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 4, 2023 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File

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SC 13D/A 1 d941292dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 1015

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SC 13D/A 1 ef20015376sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) Adil Rahmathulla ISQ Global Fund II GP, LLC 600 Brickell Avenue, Pen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38048 KINET

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-38048 Kinetik Holdings Inc. (Exact name of Issuer as specified in its c

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 8, 2023 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commiss

Kinetik Reports Third Quarter 2023 Financial and Operating Results

Kinetik Reports Third Quarter 2023 Financial and Operating Results •Generated third quarter net income of $43.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 24, 2023 Kinetik Holdings

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 24, 2023 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File

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SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 02215L209 (CUSIP Number) Ben C. Rodgers One Post Oak Central 2000 Post Oak Boulevard, Suite 100 Houston, Texas 77056-4400 (

KNTK / Kinetik Holdings Inc - Class A / Blackstone Holdings III L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 10154 Tel: (212) 583-5000 (Name, A

KNTK / Kinetik Holdings Inc - Class A / ISQ Global Fund II GP LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) Adil Rahmathulla ISQ Global Fund II GP, LLC 600 Brickell Avenue, Penthouse Miami, Florida 33131-3067 Tel: (78

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38048 KINETIK HO

Kinetik Reports Second Quarter 2023 Financial and Operating Results

Kinetik Reports Second Quarter 2023 Financial and Operating Results •Generated second quarter net income of $71.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 7, 2023 Date of Report (date of earliest event reported) Kinetik Holdings In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 7, 2023 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No.1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 31, 2023 K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No.1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 31, 2023 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38048 A. Full title of the plan and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 31, 2023 Kinetik Holdings Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 31, 2023 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Num

Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation of Kinetik Holdings Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on June 2, 2023).

EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KINETIK HOLDINGS INC. May 31, 2023 Kinetik Holdings Inc., a corporation (the “Corporation”) organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “DGCL”), DOES HEREBY CERTIFY: FIRST: The name of the Corporation is Kinetik

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SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 10154 Tel: (212) 583-5000 (Name, A

KNTK / Kinetik Holdings Inc - Class A / ISQ Global Fund II GP LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) Adil Rahmathulla ISQ Global Fund II GP, LLC 600 Brickell Avenue, Penthouse Miami, Florida 33131-3067 Tel: (78

Form of Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, SEC File No. 001-38048).

Exhibit 10.2 KINETIK HOLDINGS INC. 2019 OMNIBUS COMPENSATION PLAN RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan, as amended from time to time (the “Plan”), Kinetik Holdings Inc. (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Restricted Stock Units (the “RSU

Kinetik Reports First Quarter 2023 Financial and Operating Results

Kinetik Reports First Quarter 2023 Financial and Operating Results •Generated first quarter net income of $4.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 3, 2023 Date of Report (date of earliest event reported) Kinetik Holdings Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 3, 2023 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commission F

Form of Restricted Stock Unit Agreement (Directors) (incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, SEC File No. 001-38048).

Exhibit 10.3 KINETIK HOLDINGS INC. 2019 OMNIBUS COMPENSATION PLAN RESTRICTED STOCK UNIT GRANT NOTICE Under the terms of the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan, as amended from time to time (the “Plan”), Kinetik Holdings Inc., a Delaware corporation (the “Company”), grants to the individual listed below (“you” or the “Participant”) the number of Restricted Stock Units (the “RSUs”)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38048 KINETIK H

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of th Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of th Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of th Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of th Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 9, 2023 Kinetik Holdings In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 9, 2023 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Nu

Subsidiaries of the Company.

Exhibit 21.1 KINETIK HOLDINGS INC. Listing of Subsidiaries Entity Name Jurisdiction of Formation ALTUS MIDSTREAM GATHERING LP Delaware ALTUS MIDSTREAM NGL PIPELINE LP Delaware ALTUS MIDSTREAM PIPELINE LP Delaware ALTUS MIDSTREAM PROCESSING LP Delaware ALTUS MIDSTREAM SUBSIDIARY GP LLC Delaware BCP MANAGEMENT SERVICES, LLC Delaware BCP PHP INTERMEDIATE HOLDCO, LLC Delaware BCP PHP, LLC Delaware BCP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38048 KINETIK HOLDING

Permian Highway Pipeline LLC audited financial statements as of December 31, 2022.

FINANCIAL STATEMENTS With Report of Independent Auditor PERMIAN HIGHWAY PIPELINE LLC As of December 31, 2022 and 2021 and For the Years Ended December 31, 2022, 2021 and 2020 PERMIAN HIGHWAY PIPELINE LLC TABLE OF CONTENTS Page Number Report of Independent Auditor 1 Financial Statements Statements of Operations 3 Balance Sheets 4 Statements of Cash Flows 5 Statements of Members’ Equity 6 Notes to F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 27, 2023 Date of Report (date of earliest event reported) Kinetik Holdings

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 27, 2023 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commis

Kinetik Reports Fourth Quarter and Full Year 2022 Financial and Operating Results and Provides 2023 Guidance

Kinetik Reports Fourth Quarter and Full Year 2022 Financial and Operating Results and Provides 2023 Guidance •Generated fourth quarter 2022 net income1 of $48.

KNTK / Kinetik Holdings Inc - Class A / Blackstone Holdings III L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 10154 Tel: (212) 583-5000 (Name, A

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SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 02215L209 (CUSIP Number) Ben C. Rodgers One Post Oak Central 2000 Post Oak Boulevard, Suite 100 Houston, Texas 77056-4400 (

KNTK / Kinetik Holdings Inc - Class A / ISQ Global Fund II GP LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) Adil Rahmathulla ISQ Global Fund II GP, LLC 600 Brickell Avenue, Penthouse Miami, Florida 33131-3067 Tel: (78

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SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 10154 Tel: (212) 583-5000 (Name, A

ALTM / Altus Midstream Co / ISQ Global Fund II GP LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) Adil Rahmathulla ISQ Global Fund II GP, LLC 600 Brickell Avenue, Penthouse Miami, Florida 33131-3067 Tel: (78

Kinetik Reports Third Quarter 2022 Financial and Operating Results

Kinetik Reports Third Quarter 2022 Financial and Operating Results ?Generated third quarter net income of $49.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 9, 2022 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commiss

Code of Business Conduct

Exhibit 14.1 KINETIK HOLDINGS INC. CODE OF BUSINESS CONDUCT CONTENTS OVERVIEW 1 OUR OVERARCHING POLICY 2 OUR COMMITMENT TO THE CODE OF BUSINESS CONDUCT AND ETHICS 3 Duty to Report 3 How to Report 3 No Retaliation 4 Enforcement 4 OUR COMMITMENT TO OUR GREATEST ASSET, OUR PEOPLE 5 Equal Employment Opportunity 5 Harassment 5 Social Media 5 Handling External Communications 6 OUR COMMITMENT TO SAFEGUAR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38048 KINET

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-38048 KINETIK HOLDINGS INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-38048 KINETIK HOLDINGS INC. NASDAQ Global Market (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 2700 Post Oa

Kinetik Announces Transfer of Its Common Stock Listing to New York Stock Exchange

Exhibit 99.1 NEWS RELEASE Kinetik Announces Transfer of Its Common Stock Listing to New York Stock Exchange HOUSTON and MIDLAND, Texas, October 10, 2022 ? Kinetik Holdings Inc. (NASDAQ: KNTK) (?Kinetik? or the ?Company?) today announced the transfer of its Class A Common Stock to the New York Stock Exchange (?NYSE?) from the Nasdaq Global Select Market (?Nasdaq?). Kinetik?s Class A Common Stock wi

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 10, 2022 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File

Form 8-A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 KINETIK HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 81-4675947 (State of incorporation or organization) (I.R.S. Employer Identification No.) 2700 Post Oak Boulev

ALTM / Altus Midstream Co / ISQ Global Fund II GP LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) Adil Rahmathulla ISQ Global Fund II GP, LLC 600 Brickell Avenue, Penthouse Miami, Florida 33131-3067 Tel: (78

ALTM / Altus Midstream Co / Blackstone Holdings III L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 10154 Tel: (212) 583-5000 (Name, Address an

ALTM / Altus Midstream Co / APA Corp - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 02215L209 (CUSIP Number) Ben C. Rodgers One Post Oak Central 2000 Post Oak Boulevard, Suite 100 Houston, Texas 77056-4400 (713) 296-

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 9, 2022 Date of Report (date of earliest event reported) Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-38048 (Commissio

Kinetik Reports Robust Second Quarter 2022 Financial and Operating Results and Increases 2022 Guidance

Kinetik Reports Robust Second Quarter 2022 Financial and Operating Results and Increases 2022 Guidance ?Revised upwards 2022 Guidance for Pro Forma Adjusted EBITDA1,2,3 to $820 million to $840 million, representing a 5% increase over the prior guidance midpoint ?Completed $3.

Form of Deferred Stock Unit Agreement (Directors) (incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report for the quarter ended June 30, 2022, SEC File No. 001-38048).

Exhibit 10.3 KINETIK HOLDINGS INC. 2019 OMNIBUS COMPENSATION PLAN DEFERRED STOCK UNIT GRANT NOTICE Under the terms of the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan, as amended from time to time (the ?Plan?), Kinetik Holdings Inc., a Delaware corporation (the ?Company?), grants to the individual listed below (?you? or the ?Participant?) the number of fully vested Restricted Stock Units (

Form of Restricted Stock Unit Agreement (Directors) (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, SEC File No. 001-38048).

Exhibit 10.2 KINETIK HOLDINGS INC. 2019 OMNIBUS COMPENSATION PLAN RESTRICTED STOCK UNIT GRANT NOTICE Under the terms of the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan, as amended from time to time (the ?Plan?), Kinetik Holdings Inc., a Delaware corporation (the ?Company?), grants to the individual listed below (?you? or the ?Participant?) the number of Restricted Stock Units (the ?RSUs?)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38048 KINETIK HO

Kinetik Holdings Inc. 107,580,912 Shares of Class A common stock

Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-266106 PROSPECTUS Kinetik Holdings Inc. 107,580,912 Shares of Class A common stock This prospectus relates to the offer and sale by the selling stockholders named herein of: ? 5,550,000 shares of Class A common stock received as consideration in the Transaction (as defined herein); ? 2,067,748 shares of Class A common stock re

$400,000,000 Kinetik Holdings Inc. Class A Common Stock Preferred Stock Depositary Shares Kinetik Holdings LP Debt Securities

Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-266106 PROSPECTUS $400,000,000 Kinetik Holdings Inc. Class A Common Stock Preferred Stock Depositary Shares Warrants Kinetik Holdings LP Debt Securities From time to time we may offer and sell the following securities: ? Shares of Class A common stock; ? Shares of preferred stock; ? Depositary shares; ? Debt securities; and ?

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 20, 2022 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Nu

KINETIK HOLDINGS INC. 2700 Post Oak Boulevard, Suite 300 Houston, Texas 77056 (713) 621-7330

KINETIK HOLDINGS INC. 2700 Post Oak Boulevard, Suite 300 Houston, Texas 77056 (713) 621-7330 July 21, 2022 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Kinetik Holdings Inc. Registration Statement on Form S-3 (File No. 333-266106) Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended

Form of Indenture for Debt Securities

Exhibit 4.3 Form of KINETIK HOLDINGS LP, as Issuer, and KINETIK HOLDINGS INC., as Parent, and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee Indenture Dated as of , Debt Securities KINETIK HOLDINGS LP RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939 AND INDENTURE, DATED AS OF , Section 310 (a)(1) 7.10 (a)(2) 7.10 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 7.10 (b) 7.08,

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Kinetik Holdings Inc.

Consent of KPMG LLP (BCP Raptor Holdco, LP).

Exhibit 23.7 Consent of Independent Registered Public Accounting Firm We consent to the use of our report dated February 23, 2022, except for Note 11, as to which the date is June 30, 2022, with respect to the consolidated financial statements of BCP Raptor Holdco, LP, incorporated herein by reference and to the reference to our firm under the heading ?Experts? in the prospectuses. /s/ KPMG LLP Ho

As filed with the Securities and Exchange Commission on July 12, 2022

Table of Contents As filed with the Securities and Exchange Commission on July 12, 2022 Registration No.

Form T-1 Statement of Eligibility and Qualification respecting the Indenture.

Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ? Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 30, 2022 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Nu

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page(s) Report of Independent Registered Public Accounting Firm 1 – 2 Consolidated Financial Statements Consolidated Balance Sheets as of December 31, 2021 and 2020 3 Consolidated Statements of Operations an

Exhibit 99.1 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page(s) Report of Independent Registered Public Accounting Firm 1 ? 2 Consolidated Financial Statements Consolidated Balance Sheets as of December 31, 2021 and 2020 3 Consolidated Statements of Operations and Comprehensive Income (Loss) for each of the years in the three-year period ended December 31, 2021 4 Consolidated Statements of Changes

Indenture, dated June 8, 2022, by and among Kinetik Holdings Inc., as parent, Kinetik Holdings LP, as issuer, and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on June 14, 2022).

Exhibit 4.1 KINETIK HOLDINGS LP, as Issuer KINETIK HOLDINGS INC., as Parent and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of June 8, 2022 5.875% Senior Notes due 2030 TABLE OF CONTENTS Page ARTICLE ONE DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01. Definitions 1 Section 1.02. Rules of Construction 15 ARTICLE TWO THE NOTES 15 Section 2.01. Form and Dat

Form of 5.875% Senior Notes Due 2030 (included in Exhibit 4.3) (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on June 14, 2022).

Exhibit 4.2 [Face of Note] 1. [Insert the Private Placement Legend, if applicable, pursuant to the provisions of the Indenture] 2. [Insert the Global Notes Legend, if applicable, pursuant to the provisions of the Indenture] A-1 CUSIP: No. Principal Amount: $ KINETIK HOLDINGS LP 5.875% Senior Notes due 2030 Kinetik Holdings LP, a Delaware limited partnership (the ?Issuer?), which term includes any

Loan Credit Agreement, dated June 8, 2022, by and among Kinetik Holdings LP and PNC Bank, National Association, as administrative agent, and the banks and other financial institutions party thereto, as lenders.

Exhibit 10.2 Execution Version CREDIT AGREEMENT dated as of June 8, 2022 among KINETIK HOLDINGS LP, as Borrower THE LENDERS PARTY HERETO, PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, MUFG BANK, LTD., TRUIST BANK, WELLS FARGO BANK, NATIONAL ASSOCIATION, BANK OF AMERICA, N.A. and TD SECURITIES (USA) LLC as Co-Syndication Agents, and TD SECURITIES (USA) LLC as Sustainability Advisor PNC C

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 8, 2022 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Num

Revolving Credit Agreement, dated June 8, 2022, by and among Kinetik Holdings LP and Bank of America, N.A., as administrative agent, and the banks and other financial institutions party thereto, as lenders.

Exhibit 10.1 Execution Version US$1,250,000,000 SENIOR REVOLVING CREDIT FACILITY CREDIT AGREEMENT dated as of June 8, 2022 among KINETIK HOLDINGS LP, as Borrower THE LENDERS PARTY HERETO, THE ISSUING BANKS PARTY HERETO, BANK OF AMERICA, N.A., as Administrative Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, MUFG BANK, LTD., PNC CAPITAL MARKETS LLC and TRUIST BANK as Co-Syndication Agents, TRUIST BA

Kinetik Prices $1.0 Billion Sustainability-Linked Senior Notes Offering Due 2030

Exhibit 99.1 NEWS RELEASE Kinetik Prices $1.0 Billion Sustainability-Linked Senior Notes Offering Due 2030 MIDLAND/HOUSTON, June 1, 2022 ? Kinetik Holdings Inc. (NASDAQ: KNTK) (?Kinetik?) today announced that its subsidiary, Kinetik Holdings LP (the ?Issuer?), has priced its previously announced offering of $1.0 billion sustainability-linked senior notes due 2030 (the ?Senior Notes?) at 99.588% of

Purchase Agreement dated June 1, 2022 by and among Kinetik Holdings Inc., Kinetik Holdings LP and J.P. Morgan Securities LLC, as representative of the Initial Purchasers named therein

Exhibit 10.1 $1,000,000,000 Kinetik Holdings LP 5.875% Sustainability-Linked Senior Notes due 2030 Purchase Agreement June 1, 2022 J.P. Morgan Securities LLC As Representative of the several Initial Purchasers listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: Kinetik Holdings LP (formerly known as Altus Midstream LP), a Del

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 1, 2022 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Num

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 1, 2022 Kinetik Holdings Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38048 81-4675947 (State or Other Jurisdiction of Incorporation) (Commission File Num

Unaudited pro forma condensed consolidated combined financial statements

Exhibit 99.2 Unaudited pro forma condensed consolidated combined financial statements The following unaudited pro forma condensed consolidated combined financial statements are provided to aid you in your analysis of the financial aspects of the transactions (the ?Transactions?) contemplated by that certain Contribution Agreement, dated October 21, 2021, by and among Kinetik Holdings Inc. (f/k/a A

Kinetik Announces $1.0 Billion Sustainability-Linked Senior Notes Offering

Exhibit 99.1 Final NEWS RELEASE Kinetik Announces $1.0 Billion Sustainability-Linked Senior Notes Offering MIDLAND/HOUSTON, June 1, 2022 ? Kinetik Holdings Inc. (NASDAQ: KNTK) (?Kinetik?) announced today that its subsidiary, Kinetik Holdings LP (the ?Issuer?), intends to offer $1.0 billion aggregate principal amount of sustainability-linked senior notes due 2030 (the ?Senior Notes?) in an offering

ALTM / Altus Midstream Co / Blackstone Holdings III L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 10154 Tel: (212) 583-5000 (Name, A

CONSIDERATION ALLOCATION AGREEMENT

EX-C Exhibit C CONSIDERATION ALLOCATION AGREEMENT February 22, 2022 Ladies and Gentlemen: Reference is made to that certain Contribution Agreement by and among Altus Midstream Company, a Delaware corporation (the “Company”), Altus Midstream LP, a Delaware limited partnership, New BCP Raptor Holdco, LLC, a Delaware limited liability company, and solely for the purposes set forth therein, BCP Raptor Holdco, LP, a Delaware limited partnership (“Raptor”), dated October 21, 2021 (the “Contribution Agreement”).

ALTM / Altus Midstream Co / ISQ Global Fund II GP LLC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) Adil Rahmathulla ISQ Global Fund II GP, LLC 600 Brickell Avenue, Penthouse Miami, Florida 33131-3067 Tel: (78

Kinetik Announces Two-For-One Split of its Common Stock

Exhibit 99.1 Final NEWS RELEASE Kinetik Announces Two-For-One Split of its Common Stock HOUSTON/MIDLAND, May 19, 2022 ? Kinetik Holdings Inc. (NASDAQ: KNTK) (?Kinetik? or the ?Company?) today announced that the Board of Directors has approved and declared a two-for-one split of the Company?s Common Stock in the form of a stock dividend (?Stock Split?). The Company anticipates that the Stock Split

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 19, 2022 Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware 001-38048 81-4675947 (State or other jurisdiction of incorporation) (Commission File

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 16, 2022 Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware 001-38048 81-4675947 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

Schedule 14A

DEF 14A 1 d339134ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Us

Kinetik Reports Strong First Quarter 2022 Financial and Operating Results

Exhibit 99.1 Kinetik Reports Strong First Quarter 2022 Financial and Operating Results ? Completed the previously announced Altus Midstream Company (?Altus?) and BCP Raptor Holdco LP (?BCP?) business combination on February 22, 2022 (?Transaction?) ? Due to attractive market fundamentals and strong commercial/operational execution, we now expect to exceed the top end of Kinetik?s previously announ

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 10, 2022 Kinetik Holdings Inc. (Exact name of registrant as specified in its charter) Delaware 001-38048 81-4675947 (State or other jurisdiction of incorporation) (Commission File

Form of Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.5 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, SEC File No. 001-38048).

Exhibit 10.5 KINETIK HOLDINGS INC. 2019 OMNIBUS COMPENSATION PLAN RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan, as amended from time to time (the ?Plan?), Kinetik Holdings Inc. (the ?Company?) hereby grants to the individual listed below (?you? or the ?Participant?) the number of Restricted Stock Units (the ?RSU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38048 KINETIK H

Form of Stock Award Grant Letter (incorporated by reference to Exhibit 10.6 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, SEC File No. 001-38048).

Exhibit 10.6 [Kinetik Holdings Inc. letterhead] [?], 2022 [] [] [] Dear [], In recognition of your service as a director of Kinetik Holdings Inc. (the ?Company?), the Company hereby grants you, as of the date hereof, an award (the ?Award?) of [] unrestricted shares of the Company?s Class A common stock (the ?Stock?) under the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan (as amended from ti

Kinetik Holdings Inc. 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.4 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, SEC File No. 001-38048).

Exhibit 10.4 KINETIK HOLDINGS INC. 2019 Omnibus Compensation Plan Section 1 Introduction 1.1 Establishment. Kinetik Holdings Inc., a Delaware corporation (hereinafter referred to, together with its Affiliates (as defined below) as the ?Company? except where the context otherwise requires), hereby establishes the Kinetik Holdings Inc. 2019 Omnibus Compensation Plan (as amended from time to time, th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Amendment No. 1) ☒ ANNUAL REPORT PU RSU ANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 ☐ TRANSITION REP

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Amendment No. 1) ☒ ANNUAL REPORT PU RSU ANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001

Consent of KPMG LLP (BCP Raptor Holdco, LP).

Exhibit 23.7 Consent of Independent Registered Public Accounting Firm We consent to the use of our report dated February 23, 2022, with respect to the consolidated financial statements of BCP Raptor Holdco, LP, incorporated herein by reference and to the reference to our firm under the heading ?Experts? in the prospectus. /s/ KPMG LLP Houston, Texas April 1, 2022

Filing fee table

EX-FILING FEES 9 d327594dexfilingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table FORM S-3 REGISTRATION STATEMENT (Form Type) Kinetik Holdings Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offe

Powers of Attorney (incorporated by reference to the signature page hereto).

Table of Contents As filed with the Securities and Exchange Commission on April 4, 2022 Registration No.

Joint Filing Agreement

Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, each of the entities named below (i) agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto, the ?Schedule 13D?) with respect to the Class A Common Stock, $0.0001 par value per share, of Kinetik Holdings Inc., (ii) agr

ALTM / Altus Midstream Co / APA Corp - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 02215L209 (CUSIP Number) Ben C. Rodgers One Post Oak Central 2000 Post Oak Boulevard, Suite 100 Houston, Texas 77056-4400 (713) 296-

Underwriting Agreement, dated as of March 8, 2022, by and among Kinetik Holdings Inc., Apache Midstream LLC, and BofA Securities, Inc., J.P. Morgan Securities LLC, and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein.

Exhibit 1.1 KINETIK HOLDINGS INC. (a Delaware corporation) 3,478,261 Shares of Class A Common Stock UNDERWRITING AGREEMENT Dated: March 8, 2022 KINETIK HOLDINGS INC. (a Delaware corporation) 3,478,261 Shares of Class A Common Stock UNDERWRITING AGREEMENT March 8, 2022 BofA Securities, Inc. J.P. Morgan Securities LLC Morgan Stanley & Co. LLC as Representatives of the several Underwriters named in S

Kinetik Announces Pricing of Upsized Secondary Offering of Common Stock

Exhibit 99.2 Final NEWS RELEASE Kinetik Announces Pricing of Upsized Secondary Offering of Common Stock MIDLAND/HOUSTON, Mar. 8, 2022 ? Kinetik Holdings Inc. (NASDAQ: KNTK) (?Kinetik? or the ?Company?) announced today the pricing of an upsized underwritten secondary offering of 3,478,261 shares of its Class A common stock (the ?Offering?) by Apache Midstream LLC (the ?Selling Stockholder?), a subs

Kinetik Announces Secondary Offering of Common Stock

EX-99.1 3 d290608dex991.htm EX-99.1 Exhibit 99.1 Final NEWS RELEASE Kinetik Announces Secondary Offering of Common Stock MIDLAND/HOUSTON, Mar. 8, 2022 – Kinetik Holdings Inc. (NASDAQ: KNTK) (“Kinetik” or the “Company”) announced today the commencement of an underwritten secondary offering of 2,500,000 shares of its Class A common stock (the “Offering”) by Apache Midstream LLC (the “Selling Stockho

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 8, 2022 KINETIK HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-38048 81-4675947 (State or other jurisdiction of incorporation) (Commission Fil

3,478,261 Shares Kinetik Holdings Inc. Class A Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-262043 PROSPECTUS (To prospectus dated January 26, 2022) 3,478,261 Shares Kinetik Holdings Inc. Class A Common Stock Apache Midstream LLC (the ?selling stockholder? or ?Apache Midstream?), is offering 3,478,261 shares (4,000,000 shares, if the underwriters exercise their option to purchase additional shares in full) of our Cla

Subject To Completion Preliminary Prospectus Supplement dated March 8, 2022

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-262043 The information in this preliminary prospectus is not complete and may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission becomes effective. This preliminary prospectus is not an offer to sell nor does it seek an offer to buy these securities i

RESTRICTED STOCK AGREEMENT

Exhibit D RESTRICTED STOCK AGREEMENT This Restricted Stock Agreement (this ?Agreement?) is made and entered into as of February 21, 2022 (the ?Effective Date?) by and between Altus Midstream Company, a Delaware corporation (the ?Company? (it being understood that from and after the Closing, the Company?s name shall be ?Kinetik Holdings Inc.

ALTM / Altus Midstream Co / ISQ Global Fund II GP LLC Activist Investment

SC 13D 1 efc22-205sc13d.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) Adil Rahmathulla ISQ Global Fund II GP, LLC 600 Brickell Avenue, Penthouse Miami,

February 25, 2022

Exhibit J February 25, 2022 Buzzard Midstream LLC 600 Brickell Avenue, PH Miami, FL 33131 Re: Tag Right Ladies and Gentlemen: This letter agreement (this ?Agreement?) is entered into by and among BCP Raptor Aggregator, LP, a Delaware limited partnership (?Raptor Aggregator?), BX Permian Pipeline Aggregator LP, a Delaware limited partnership (?BX Permian Aggregator? and, together with Raptor Aggregator, collectively, the ?BX Parties?) and Buzzard Midstream LLC, a Delaware limited liability company (?Buzzard?).

CONSIDERATION ALLOCATION AGREEMENT

Exhibit C CONSIDERATION ALLOCATION AGREEMENT February 22, 2022 Ladies and Gentlemen: Reference is made to that certain Contribution Agreement by and among Altus Midstream Company, a Delaware corporation (the ?Company?), Altus Midstream LP, a Delaware limited partnership, New BCP Raptor Holdco, LLC, a Delaware limited liability company, and solely for the purposes set forth therein, BCP Raptor Holdco, LP, a Delaware limited partnership (?Raptor?), dated October 21, 2021 (the ?Contribution Agreement?).

JOINT FILING AGREEMENT

Exhibit A JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the ?Exchange Act?) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Kinetik Holdings Inc.

ALTM / Altus Midstream Co / Blackstone Holdings III L.P. - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* KINETIK HOLDINGS INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 02215L209 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 10154 Tel: (212) 583-5000 (Name, Address and

Limited Waiver and Third Amendment to Credit Agreement, dated as of October 15, 2021, among Altus Midstream LP, the lenders party thereto, the issuing banks party thereto, JPMorgan Chase Bank, N.A., as administrative agent and the other agents party thereto.

EX-10.7 12 d242119dex107.htm EX-10.7 Exhibit 10.7 LIMITED WAIVER AND THIRD AMENDMENT TO CREDIT AGREEMENT THIS LIMITED WAIVER AND THIRD AMENDMENT TO CREDIT AGREEMENT, dated as of October 15, 2021 (the “Amendment”), among ALTUS MIDSTREAM LP, a Delaware limited partnership (“Borrower”), the Lenders party hereto, Swingline Lender party hereto, Issuing Banks party hereto, JPMORGAN CHASE BANK, N.A., as

INFORMATION ABOUT KINETIK

Exhibit 99.7 INFORMATION ABOUT KINETIK In this Exhibit 99.7, unless otherwise indicated or the context so requires, references to the ?Company,? ?we,? ?our? and ?us? refer to Kinetik Holdings Inc., in each case including its subsidiaries. Overview We are an integrated midstream energy company in the Permian Basin providing comprehensive gathering, transportation, compression, processing, and treat

Voting Agreement, dated October 21, 2021, by and among APA Corporation, Apache Midstream LLC and Altus Midstream Company.

Exhibit 10.6 VOTING AGREEMENT This Voting Agreement (this ?Agreement?), dated as of October 21, 2021, is entered into by and among Altus Midstream Company, a Delaware corporation (the ?Corporation?), APA Corporation, a Delaware corporation (?APA Corporation?), and Apache Midstream LLC, a Delaware limited liability company (?Apache Midstream? and together with APA Corporation, the ?Stockholders?).

Code of Conduct, effective February 22, 2022.

Exhibit 14.1 KINETIK HOLDINGS INC. CODE OF BUSINESS CONDUCT CONTENTS OVERVIEW 1 OUR OVERARCHING POLICY 2 OUR COMMITMENT TO THE CODE OF BUSINESS CONDUCT AND ETHICS 3 Duty to Report 3 How to Report 3 No Retaliation 4 Enforcement 4 OUR COMMITMENT TO OUR GREATEST ASSET, OUR PEOPLE 5 Equal Employment Opportunity 5 Harassment 5 Social Media 6 Handling External Communications 6 OUR COMMITMENT TO SAFEGUAR

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page(s) Independent Auditors’ Report F-1 Consolidated Financial Statements Consolidated Balance Sheets as of December 31, 2021 and 2020 F-3 Consolidated Statements of Operations and Comprehensive Income (Los

EX-99.4 Exhibit 99.4 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page(s) Independent Auditors’ Report F-1 Consolidated Financial Statements Consolidated Balance Sheets as of December 31, 2021 and 2020 F-3 Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, 2021, 2020 and 2019 F-4 Consolidated Statements of Partners’ Capital for the years ended Dece