0000899243-22-027869.txt : 20220805 0000899243-22-027869.hdr.sgml : 20220805 20220805185609 ACCESSION NUMBER: 0000899243-22-027869 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220803 FILED AS OF DATE: 20220805 DATE AS OF CHANGE: 20220805 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Welch Jamie CENTRAL INDEX KEY: 0001579251 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38048 FILM NUMBER: 221142049 MAIL ADDRESS: STREET 1: 3738 OAK LAWN AVE. CITY: DALLAS STATE: TX ZIP: 75219 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Kinetik Holdings Inc. CENTRAL INDEX KEY: 0001692787 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 814675947 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2700 POST OAK BLVD. STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 713-621-7330 MAIL ADDRESS: STREET 1: 2700 POST OAK BLVD. STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77056 FORMER COMPANY: FORMER CONFORMED NAME: Altus Midstream Co DATE OF NAME CHANGE: 20181113 FORMER COMPANY: FORMER CONFORMED NAME: Kayne Anderson Acquisition Corp DATE OF NAME CHANGE: 20161220 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-08-03 0 0001692787 Kinetik Holdings Inc. KNTK 0001579251 Welch Jamie 2700 POST OAK BOULEVARD SUITE 300 HOUSTON TX 77056 1 1 0 0 See Remarks Class A Common Stock 2022-08-03 4 M 0 39 0.00 A 2790394 D Class A Common Stock 1200 I By spouse Consideration Allocation Rights 2022-08-03 4 M 0 39 D Class A Common Stock 39 24519 D Consideration Allocation Rights refer to the right of a holder thereof to receive on February 25, 2025 and February 25, 2026, or an earlier settlement date as described in the Consideration Allocation Agreement (the "Allocation Agreement"), dated as of February 22, 2022, by and among the Issuer and certain stockholders, on a one-for-one basis, additional shares of Class A Common Stock originally issued as consideration in connection with the transactions under the Contribution Agreement (the "Contribution Agreement"), dated October 21, 2021, by and among the Issuer, Kinetik Holdings LP, BCP Raptor Holdco, LP and New BCP Raptor Holdco, LLC, to the extent such shares of Class A Common Stock originally issued as consideration are forfeited by the original holders. Class A Common Stock or any other class or series of capital stock of the Issuer will be issued pursuant to Consideration Allocation Rights solely to the extent a corresponding forfeiture of specified shares has occurred. On August 3, 2022, the Reporting Person received shares of Class A Common Stock in settlement of Consideration Allocation Rights pursuant to the Allocation Agreement. Total number of shares of Class A Common Stock has been adjusted to reflect the two-for-one stock split the Company effected on June 8, 2022 with respect to its Class A Common Stock and Class C Common Stock. The stock split was accomplished by distributing one additional share of Class A Common Stock for each share of Class A Common Stock outstanding and one additional share of Class C Common Stock for each share of Class C Common Stock outstanding. Includes an additional 75,239 shares (as adjusted to reflect the two-for-one stock split) acquired by Mr. Welch since the date of Mr. Welch's last Form 4 pursuant to the Company's Dividend and Distribution Reinvestment Plan, which acquisition was exempt from Section 16 pursuant to Rule 16a-11 under the Securities Exchange Act of 1934, as amended. Reflects shares of Class A Common Stock held in the Reporting Person's spouse's individual retirement account. Total number of Consideration Allocation Rights has been adjusted to reflect the two-for-one stock split the Company effected on June 8, 2022 with respect to its Class A Common Stock and Class C Common Stock. The stock split was accomplished by distributing one additional share of Class A Common Stock for each share of Class A Common Stock outstanding and one additional share of Class C Common Stock for each share of Class C Common Stock outstanding. Chief Executive Officer, President, Chief Financial Officer By: /s/ Todd Carpenter, Attorney-in-Fact 2022-08-05