Form 4: Kinetik Holdings 10% Owner Converts Units to Class A Stock, Sells Over 4.2 Million Shares

ISQ Global Fund II GP LLC, a 10% owner and director of Kinetik Holdings Inc., reported the conversion of over 4.2 million Kinetik Holdings Units into Class A Common Stock, followed by the sale of an equivalent number of shares at $44.16 per share.

Summary

• On June 4, 2025, ISQ Global Fund II GP LLC, along with related entities and individuals (I Squared Capital, LLC, ISQ Holdings, LLC, Sadek Wahba, and Gautam Bhandari), reported changes in their beneficial ownership of Kinetik Holdings Inc. (KNTK).
• The reporting persons converted 4,262,090 Kinetik Holdings Units into an equal number of Class A Common Stock shares.
• Immediately following the conversion, 4,262,090 shares of Class A Common Stock were sold at a price of $44.16 per share.
• The Kinetik Holdings Units represent common units in Kinetik Holdings LP and an equal number of Class C Common Stock of the Issuer, with a redemption right into Class A Common Stock or cash.
• After these transactions, the indirect beneficial ownership of Class A Common Stock by the reporting persons, held through Buzzard Midstream LLC, decreased from 4,262,091 shares to 1 share.
• The direct beneficial ownership of Kinetik Holdings Units by the reporting persons decreased by 4,262,090 units, resulting in 22,569,492 units remaining.

Sentiment

Score: 5

Explanation: The sentiment is neutral as this is a routine insider transaction reporting a conversion and sale, which is not inherently positive or negative for the company's operational performance, though it represents a significant reduction in a major shareholder's direct equity stake.

Positives

• The transaction allowed the reporting entity to monetize a significant portion of its holdings in Kinetik Holdings Inc. at a price of $44.16 per share.

Negatives

• The sale of over 4.2 million shares by a 10% owner and director could be perceived by some investors as a reduction in insider confidence, although it may be part of a pre-planned liquidity event or portfolio rebalancing.

Risks

• The sale of a large block of shares by a significant insider could potentially put downward pressure on the stock price, depending on market liquidity and investor sentiment.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This document is an insider trading report (Form 4) and primarily details changes in beneficial ownership by a significant shareholder and director. It does not provide broader industry context or trends.

Related Party Transactions

• The conversion of Kinetik Holdings Units and subsequent sale of Class A Common Stock by ISQ Global Fund II GP LLC and its affiliates are considered related party transactions, as these entities are 10% owners and have director representation on Kinetik Holdings Inc.'s board.

Stakeholder Impact

• Shareholders: The sale of a large block of shares by a significant insider could influence investor perception and potentially impact the stock price due to the change in ownership structure and potential interpretations of insider sentiment.
• Company: The transaction itself does not directly impact the company's operations or financial health, but it alters the composition of its shareholder base.

Key Dates

Keywords

Kinetik Holdings Inc., KNTK, Form 4, Insider Trading, Beneficial Ownership, Stock Sale, Conversion, I Squared Capital, ISQ Global Fund II GP LLC, Equity Transaction