Kinetik (NYSE: KNTK) 10% owner sells 376K shares

Rhea-AI Filing Summary

Kinetik Holdings Inc. disclosed that investment entities associated with I Squared Capital sold a total of 376,343 shares of Class A Common Stock in open-market transactions over three days. The shares were sold indirectly through Buzzard Midstream LLC at weighted average prices around $48–$49.53 per share.

After these sales, the reporting group continues to hold 963,458 shares indirectly. ISQ Global Fund II GP LLC, I Squared Capital, and ISQ Holdings exercise voting and investment power over Buzzard Midstream’s holdings, while Sadek Wahba and Gautam Bhandari disclaim beneficial ownership except for their pecuniary interests.

Insights

Insider transactions analyst

Large shareholder trims position via indirect open-market sales.

Entities associated with I Squared Capital sold 376,343 shares of Kinetik Holdings Inc. Class A stock through Buzzard Midstream LLC. Sales occurred on three consecutive days at weighted average prices near $48–$49.53 per share.

All transactions are open-market sales (code S) and purely non-derivative, with no option exercises or complex instruments involved. Following the sales, the group still holds 963,458 shares indirectly, indicating a remaining sizeable stake.

Footnotes clarify the ownership chain and that Sadek Wahba and Gautam Bhandari disclaim beneficial ownership beyond pecuniary interests. No Rule 10b5-1 trading plan is mentioned in the excerpt, so these appear as discretionary portfolio moves rather than pre-programmed trades.

Insider Trade Summary

Net Seller: 376,343 shares ($18,451,283)

Net Sell 3 txns

Insider ISQ Global Fund II GP LLC, I Squared Capital, LLC, ISQ Holdings, LLC, Wahba Sadek, Bhandari Gautam

Role null | null | null | null | null

Sold 376,343 shs ($18.45M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	183,434	$49.526	$9.08M
Sale	Class A Common Stock	192,041	$48.5566	$9.32M
Sale	Class A Common Stock	868	$48.0099	$42K

Holdings After Transaction: Class A Common Stock — 963,458 shares (Indirect, See Explanation of Responses)

Footnotes (1)

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.00 to $48.025, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The securities are directly held by Buzzard Midstream LLC. ISQ Global Fund II GP, LLC ("Fund II GP") is the general partner of the members of the indirect owners of Buzzard Midstream LLC and, in such capacity, exercises voting and investment power over the securities directly held by Buzzard Midstream LLC. I Squared Capital, LLC ("I Squared Capital") is the sole member of Fund II GP. ISQ Holdings, LLC ("ISQ Holdings") is the managing member of I Squared Capital. Each of Sadek Wahba and Gautam Bhandari is a member of ISQ Holdings and disclaims beneficial ownership over the securities reported herein except to the extent of his pecuniary interest therein. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.00 to $48.92, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.955 to $49.715, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Key Figures

Total shares sold: 376,343 shares Shares sold on 2026-04-27: 868 shares at $48.0099 Shares sold on 2026-04-28: 192,041 shares at $48.5566 +3 more

6 metrics

Total shares sold 376,343 shares Open-market sales of Class A Common Stock

Shares sold on 2026-04-27 868 shares at $48.0099 Open-market sale, non-derivative

Shares sold on 2026-04-28 192,041 shares at $48.5566 Open-market sale, non-derivative

Shares sold on 2026-04-29 183,434 shares at $49.5260 Open-market sale, non-derivative

Post-transaction holdings 963,458 shares Indirect Class A Common Stock after last sale

Net share change -376,343 shares Net-sell direction across all reported trades

Key Terms

weighted average price, beneficial ownership, pecuniary interest, ten percent owner, +1 more

5 terms

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

beneficial ownership financial

"disclaims beneficial ownership over the securities reported herein except to the extent of his pecuniary interest"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"disclaims beneficial ownership over the securities reported herein except to the extent of his pecuniary interest therein."

ten percent owner financial

"is_ten_percent_owner": 1"

indirect ownership financial

""ownership_type": "indirect""

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

ISQ Global Fund II GP LLC

(Last) (First) (Middle)

600 BRICKELL AVENUE

PENTHOUSE

(Street)

MIAMI FLORIDA 33131-3067

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Kinetik Holdings Inc. [ KNTK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/27/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	04/27/2026		S		868	D	$48.0099(1)	1,338,933	I	See Explanation of Responses(2)
Class A Common Stock	04/28/2026		S		192,041	D	$48.5566(3)	1,146,892	I	See Explanation of Responses(2)
Class A Common Stock	04/29/2026		S		183,434	D	$49.526(4)	963,458	I	See Explanation of Responses(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

ISQ Global Fund II GP LLC

(Last) (First) (Middle)

600 BRICKELL AVENUE

PENTHOUSE

(Street)

MIAMI FLORIDA 33131-3067

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

I Squared Capital, LLC

(Last) (First) (Middle)

600 BRICKELL AVENUE

PENTHOUSE

(Street)

MIAMI FLORIDA 33131-3067

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

ISQ Holdings, LLC

(Last) (First) (Middle)

600 BRICKELL AVENUE

PENTHOUSE

(Street)

MIAMI FLORIDA 33131-3067

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Wahba Sadek

(Last) (First) (Middle)

600 BRICKELL AVENUE

PENTHOUSE

(Street)

MIAMI FLORIDA 33131-3067

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Bhandari Gautam

(Last) (First) (Middle)

600 BRICKELL AVENUE

PENTHOUSE

(Street)

MIAMI FLORIDA 33131-3067

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.00 to $48.025, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

2. The securities are directly held by Buzzard Midstream LLC. ISQ Global Fund II GP, LLC ("Fund II GP") is the general partner of the members of the indirect owners of Buzzard Midstream LLC and, in such capacity, exercises voting and investment power over the securities directly held by Buzzard Midstream LLC. I Squared Capital, LLC ("I Squared Capital") is the sole member of Fund II GP. ISQ Holdings, LLC ("ISQ Holdings") is the managing member of I Squared Capital. Each of Sadek Wahba and Gautam Bhandari is a member of ISQ Holdings and disclaims beneficial ownership over the securities reported herein except to the extent of his pecuniary interest therein.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.00 to $48.92, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.955 to $49.715, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	ISQ Global Fund II GP, LLC, By: /s/ Gautam Bhandari, Director	04/29/2026
	I Squared Capital, LLC, By: ISQ Holdings, LLC, its managing member, By: /s/ Gautam Bhandari, Manager	04/29/2026
	ISQ Holdings, LLC, By: /s/ Gautam Bhandari, Manager	04/29/2026
	/s/ Sadek Wahba	04/29/2026
	/s/ Gautam Bhandari	04/29/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

How many Kinetik (KNTK) shares did the reporting group sell in this Form 4?

The reporting group sold 376,343 Kinetik Class A shares. These were executed as three open-market sales on April 27, 28, and 29, 2026, through Buzzard Midstream LLC, reflecting a sizable but partial reduction of the group’s indirect position in the company.

At what prices were the Kinetik (KNTK) shares sold in this insider filing?

Shares were sold at weighted average prices near $48–$49.53. Individual transactions show reported prices of $48.0099, $48.5566, and $49.5260 per share, with footnotes noting price ranges within narrow bands around those levels across multiple trade executions.

Who actually holds and sold the Kinetik (KNTK) shares reported on this Form 4?

The shares are directly held and sold by Buzzard Midstream LLC. ISQ Global Fund II GP LLC, I Squared Capital, and ISQ Holdings exercise voting and investment power over Buzzard Midstream, while Sadek Wahba and Gautam Bhandari are members of ISQ Holdings with beneficial ownership limited to their pecuniary interests.

How many Kinetik (KNTK) shares does the reporting group hold after these sales?

After the reported transactions, the group holds 963,458 shares. This figure reflects the remaining indirect ownership of Kinetik Class A Common Stock following the three open-market sales disclosed in the Form 4, all held through Buzzard Midstream LLC’s position.

Were any stock options or derivatives involved in this Kinetik (KNTK) Form 4?

No derivatives or option exercises appear in this filing. All reported transactions involve non-derivative Kinetik Class A Common Stock sold in the open market, and the derivativeSummary shows no remaining derivative positions associated with these specific Form 4 transactions.