Kinetik Holdings (NYSE: KNTK) executive logs RSU grant and tax share withholding

Rhea-AI Filing Summary

Kinetik Holdings Inc. reported insider equity compensation activity for its General Counsel, Chief Compliance Officer and Corporate Secretary. On 01/02/2026, the officer acquired 3,020 shares of Class A common stock at $0 as an award of restricted stock units that generally vest on January 1, 2027, subject to continued employment. On the same date, 2,260 shares were disposed of at $36.05, representing shares withheld by the company to cover tax obligations from earlier RSU vesting.

In addition, the officer acquired 255 performance share units as dividend equivalents, linked to a total of 3,773 shares of Class A common stock under outstanding performance share unit awards. Following these transactions, the officer directly beneficially owned 32,417 shares of Class A common stock and 3,773 performance share units.

Insights

Equity compensation analyst

Routine equity awards and tax withholding for Kinetik executive.

The filing shows normal course equity compensation for a senior officer of Kinetik Holdings Inc. On 01/02/2026, the executive received 3,020 shares of Class A common stock at $0 via restricted stock units that generally vest on January 1, 2027, contingent on continued employment. This is typical for long-term incentive plans and aligns the officer’s interests with shareholders.

The disposal of 2,260 shares at $36.05 is explicitly described as shares withheld to satisfy tax liabilities from prior RSU vesting, rather than an open-market sale. The filing also records 255 performance share units credited as dividend equivalents, bringing total performance share units to 3,773. Overall, this appears to be standard executive compensation activity, with no clear indication of a change in strategic direction or financial condition.

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

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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^*

Ellis Lindsay

(Last) (First) (Middle)

2700 POST OAK BLVD., SUITE 300

(Street)

HOUSTON TX 77056

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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

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

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

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, par value $0.001	01/02/2026		A(1)		3,020	A	$0	34,677	D
Class A Common Stock, par value $0.001	01/02/2026		F		2,260(2)	D	$36.05	32,417	D

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
Performance Share Units	(3)	01/02/2026		A		255		(3)	(3)	Class A Common Stock, par value $0.001	3,773	$0	3,773	D

Explanation of Responses:

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 255 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.

Remarks:

General Counsel, Chief Compliance Officer and Corporate Secretary

	By: /s/ Lindsay Ellis, Attorney-in-Fact	01/06/2026
	** 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.

FAQ

What insider transactions did Kinetik Holdings (KNTK) report on January 2, 2026?

On 01/02/2026, a Kinetik Holdings executive received 3,020 shares of Class A common stock via restricted stock units at $0 and had 2,260 shares disposed of at $36.05 to cover taxes from prior RSU vesting.

Who is the reporting person in this Kinetik Holdings (KNTK) Form 4 filing?

The reporting person is Kinetik Holdings' General Counsel, Chief Compliance Officer and Corporate Secretary, who is listed as an officer of the company in the filing.

How many Kinetik Holdings (KNTK) shares does the officer own after these transactions?

After the reported transactions, the officer directly beneficially owned 32,417 shares of Kinetik Holdings Class A common stock and 3,773 performance share units tied to Class A common stock.

Why were 2,260 Kinetik Holdings (KNTK) shares disposed of in this filing?

The 2,260 shares were withheld by Kinetik Holdings to satisfy the officer’s tax liability arising from the vesting of RSUs granted on March 10, 2023 and May 9, 2025.

What are the terms of the new restricted stock units granted by Kinetik Holdings (KNTK)?

The filing states the RSUs granted under the company’s Amended and Restated 2019 Omnibus Compensation Plan will generally vest on January 1, 2027, subject to the officer’s continued employment, and may be settled in Class A common stock on a one-for-one basis.

What are the 255 performance share units related to Kinetik Holdings (KNTK) in this Form 4?

The 255 performance share units reflect dividend equivalent shares accrued on existing PSUs under Kinetik’s plans. Each dividend equivalent unit represents the right to receive Class A common stock on a one-for-one basis when the underlying PSUs vest and shares are issued.