Kinetik (KNTK) backer trims stake, still holds 842K shares

Rhea-AI Filing Summary

Kinetik Holdings Inc. (KNTK) had a Form 4 filed for entities and individuals associated with I Squared Capital reporting an indirect sale of Kinetik Class A Common Stock. On 2026-08-26, an entity associated with the reporting persons sold 76,260 shares at a weighted average price of $55.2753 per share in multiple trades between $55.00 and $55.77. Following this transaction, 842,564 shares of Class A Common Stock remain indirectly held. The shares are directly owned by Buzzard Midstream LLC; ISQ Global Fund II GP LLC, I Squared Capital, LLC, ISQ Holdings, LLC, and individuals Wahba Sadek and Gautam Bhandari are related upstream owners, with Sadek and Bhandari disclaiming beneficial ownership except to the extent of any pecuniary interest.

Insider Trade Summary

Net Seller: 76,260 shares

Net Sell 1 txn

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

Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner

Sold 76,260 shs ($4.22M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F2	76,260	$55.2753	$4.22M

Holdings After Transaction: Class A Common Stock — 842,564 shares (Indirect, See Explanation of Responses)

Footnotes (2)

1. F1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.00 to $55.77, 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. F2. 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.

Key Figures

Shares sold: 76,260 shares Weighted average sale price: $55.2753 per share Sale price range: $55.00–$55.77 per share +2 more

5 metrics

Shares sold 76,260 shares Class A Common Stock sold on 2026-08-26

Weighted average sale price $55.2753 per share Aggregate sale price for 76,260 shares

Sale price range $55.00–$55.77 per share Multiple transactions within this range on 2026-08-26

Shares held after transaction 842,564 shares Indirectly held Class A Common Stock following the sale

Net buy/sell shares -76,260 shares Net selling activity in this Form 4 per transaction summary

Key Terms

weighted average price, beneficial ownership, pecuniary interest, voting and investment power

4 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"

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

"except to the extent of his pecuniary interest therein."

voting and investment power financial

"exercises voting and investment power over the securities directly"

FAQ

What insider transaction did KNTK report in this Form 4?

The filing reports an indirect sale of 76,260 shares of Kinetik Holdings Inc. Class A Common Stock on 2026-08-26 by an entity associated with the reporting persons, at a weighted average price of $55.2753 per share in multiple trades between $55.00 and $55.77.

Who sold shares in KNTK according to this Form 4?

The shares are directly held by Buzzard Midstream LLC. ISQ Global Fund II GP LLC, I Squared Capital, LLC, ISQ Holdings, LLC, Wahba Sadek, and Bhandari Gautam are reporting persons due to their indirect roles in Buzzard Midstream’s ownership structure.

How many KNTK shares remain held after the reported sale?

After the transaction, the entity associated with the reporting persons indirectly holds 842,564 shares of Kinetik Holdings Inc. Class A Common Stock, as reported in the Form 4 following the sale on 2026-08-26.

What price range were the KNTK shares sold at in this Form 4?

The 76,260 shares of Kinetik Class A Common Stock were sold in multiple transactions at prices ranging from $55.00 to $55.77 per share, with a reported weighted average sale price of $55.2753 per share.

Do the individuals Sadek and Bhandari claim full beneficial ownership of the KNTK shares?

No. The Form 4 states that Sadek Wahba and Gautam Bhandari disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest in them.

Is this KNTK sale under a Rule 10b5-1 trading plan?

The document-level Rule 10b5-1 checkbox is false, indicating the transaction is not affirmed as executed under a Rule 10b5-1 trading plan in this Form 4.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/28/2026 - 07:01 PM Accepted by SEC EDGAR 08/28/2026 - 07:00 PM Learn about SEC filing dates

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)
08/26/2026

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	08/26/2026		S		76,260	D	$55.2753(1)	842,564	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 $55.00 to $55.77, 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.

	ISQ Global Fund II GP, LLC, By: /s/ Gautam Bhandari, Director	08/28/2026
	I Squared Capital, LLC, By: ISQ Holdings, LLC, its managing member, By: /s/ Gautam Bhandari, Manager	08/28/2026
	ISQ Holdings, LLC, By: /s/ Gautam Bhandari, Manager	08/28/2026
	/s/ Sadek Wahba	08/28/2026
	/s/ Gautam Bhandari	08/28/2026
	** 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)