ISQ Global Fund II GP LLC - 17 Mar 2025 Form 4 Insider Report for Kinetik Holdings Inc. (KNTK)

Role
10%+ Owner
Signature
ISQ Global Fund II GP, LLC, By: /s/ Gautam Bhandari, Director
Issuer symbol
KNTK
Transactions as of
17 Mar 2025
Net transactions value
-$89,632,639
Form type
4
Filing time
19 Mar 2025, 17:29:15 UTC
Previous filing
06 Mar 2025
Next filing
06 Jun 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KNTK Class A Common Stock Conversion of derivative security +657,582 +63% 1,702,102 17 Mar 2025 See Explanation of Responses F1, F2, F3
transaction KNTK Class A Common Stock Sale $55,004,371 -1,044,519 -61% $52.66 657,583 17 Mar 2025 See Explanation of Responses F3
transaction KNTK Class A Common Stock Sale $34,628,268 -657,582 -100% $52.66 1 18 Mar 2025 See Explanation of Responses F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction KNTK Kinetik Holdings Units Conversion of derivative security $0 -657,582 -2.4% $0.000000 26,831,582 17 Mar 2025 Class A Common Stock 657,582 Direct F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Securities issued pursuant to and in connection with a contribution agreement (the "Contribution Agreement"), dated October 21, 2021, by and among Kinetik Holdings Inc., a Delaware corporation (f/k/a Altus Midstream Company, the "Issuer"), Kinetik Holdings LP, a Delaware limited partnership (f/k/a Altus Midstream LP, the "Partnership"), BCP Raptor Holdco, LP, a Delaware limited partnership, and New BCP Raptor Holdco, LLC, a Delaware limited liability company.
F2 The term "Kinetik Holdings Units" is used herein to represent common units representing limited partnership interests in the Partnership ("Partnership Common Units") and an equal number of paired shares of Class C Common Stock of the Issuer. The terms of the Third Amended and Restated Agreement of Limited Partnership of the Partnership provide that each holder of Partnership Common Units (other than the Issuer) generally has the right to cause the Partnership to redeem all or a portion of its Partnership Common Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer or, at the Partnership's election, an equivalent amount of cash. In connection with any redemption of Partnership Common Units pursuant to the Redemption Right, the corresponding number of shares of the Class C Common Stock will be cancelled. The Partnership Common Units and the right to exercise the Redemption Right have no expiration date.
F3 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.
F4 This amount has been adjusted to reflect the two-for-one stock split effected by the Issuer on June 8, 2022.