Form 4: Kinetik Holdings Inc. Executive Todd Carpenter Reports Stock Transactions

Todd Carpenter, General Counsel of Kinetik Holdings Inc., reports acquisition and disposal of Class A Common Stock and an award of Performance Share Units.

Summary

• On March 7, 2024, Todd Carpenter acquired 12,855 shares of Class A Common Stock at $0.00 and 15,407 restricted stock units.
• On March 11, 2024, Carpenter sold 3,182 shares of Class A Common Stock at $35.57.
• Carpenter also received an award of 8,067 Performance Share Units on March 7, 2024.
• The reported transactions leave Carpenter with 253,972 shares of Class A Common Stock, 273,662 restricted stock units, and 8,067 Performance Share Units.
• The shares sold were to cover tax withholding obligations related to the vested shares awarded in lieu of cash for the 2023 fiscal year incentive award.
• Carpenter also acquired 4,283 shares of Class A Common Stock through the Issuer's Dividend and Distribution Reinvestment Plan.

Sentiment

Score: 6

Explanation: The document is a routine regulatory filing, and the transactions are typical for executive compensation. There is no indication of significant positive or negative sentiment.

Positives

• The award of shares in lieu of cash may be viewed positively as it aligns the executive's interests with those of the shareholders.
• The Dividend and Distribution Reinvestment Plan allows for the accumulation of additional shares.

Negatives

• The sale of shares to cover tax obligations could be perceived negatively, although it is a common practice.

Risks

• The vesting of RSUs is contingent on continued employment, creating a retention risk.
• The vesting of PSUs is dependent on the Issuer's total shareholder return, which is subject to market fluctuations and company performance.

Future Outlook

The vesting of RSUs and PSUs is contingent on future events, including continued employment and the company's total shareholder return.

Industry Context

Form 4 filings are a routine part of regulatory compliance for publicly traded companies, providing transparency into the transactions of company insiders.

Comparison to Industry Standards

• Executive compensation packages often include a mix of salary, bonus, stock options, and restricted stock units.
• Performance-based equity awards, such as PSUs, are common in the energy industry to align executive compensation with shareholder value creation.
• The vesting schedules for RSUs and PSUs are typical, with vesting periods ranging from three to five years.
• Companies like Enterprise Products Partners and Williams Companies also utilize similar equity-based compensation plans for their executives.

Stakeholder Impact

• The transactions have a minor impact on shareholders, as they involve a small number of shares relative to the total outstanding.
• The executive's compensation is tied to the company's performance, aligning their interests with those of the shareholders.

Next Steps

• The RSUs will vest on January 1, 2027, contingent on continued employment.
• The PSUs will vest based on the company's total shareholder return over the period from January 1, 2024, to December 31, 2026.

Key Dates