01/06/2026 | Press release | Distributed by Public on 01/06/2026 16:22
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Performance Share Units | (3) | 01/02/2026 | A | 1,245 | (3) | (3) | Class A Common Stock, par value $0.001 | 18,666 | $ 0 | 18,666 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Wall Matthew 2700 POST OAK BLVD., SUITE 300 HOUSTON, TX 77056 |
See Remarks | |||
| By: /s/ Lindsay Ellis, Attorney-in-Fact | 01/06/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Includes an award of restricted stock units ("RSUs") granted to the Reporting Person under the Kinetik Holding Inc. (the "Issuer") Amended and Restated 2019 Omnibus Compensation Plan, as amended from time to time (the "Plan") that will generally vest on January 1, 2027, subject to the Reporting Person's continued employment through such date and may be settled only for shares of Class A Common Stock on a one-for-one basis. |
| (2) | Shares withheld by the Issuer to satisfy the Reporting Person's tax liability that arose with a vesting event of RSUs granted on March 10, 2023 and May 9, 2025. |
| (3) | Reflects 1,245 dividend equivalent shares accrued on PSUs granted to the Reporting Person under the Issuer's Plan and the Issuer's Dividend and Distribution Reinvestment Plan after the Reporting Person's immediately prior Form 4 filing. Each dividend equivalent unit reflects the right to receive Class A Common Stock, subject to the terms and conditions (including vesting and settlement terms) applicable to the corresponding PSU. During the 2-year vesting period, the award will be credited with dividend equivalents that will be paid out in Class A Common Stock at the time the underlying units vest and shares are issued. The award and credited dividend will be payable on a one-to-one basis of Class A Common Stock for each vested PSU, including PSUs resulting from dividend equivalents. |
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Remarks: EVP, COO |
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