SCHEDULE: Kinetik Holdings: ISQ Group Amends 23.1% Stake

ISQ Global Fund II GP LLC and affiliated entities updated their beneficial ownership in Kinetik Holdings Inc. to 23.1% following a redemption and sale of Class A Common Stock by Buzzard Midstream LLC.

Summary

• Reporting persons, including ISQ Global Fund II GP LLC, I Squared Capital, LLC, ISQ Holdings, LLC, Wahba Sadek, and Gautam Bhandari, collectively beneficially own 20,169,892 shares of Kinetik Holdings Inc. Class A Common Stock.
• This represents approximately 23.1% of the Class A Common Stock outstanding.
• The beneficial ownership includes 18,569,492 Common Units and paired Class C Common Stock redeemable for Class A Common Stock, and 1,600,399 shares acquirable under the Contribution Allocation Agreement.
• On February 26, 2026, Buzzard Midstream LLC redeemed 4,000,000 Common Units for an equal number of Class A Common Stock shares.
• Subsequently, 4,000,000 shares of Class A Common Stock were sold for the account of Buzzard Midstream LLC at $44.85 per share on February 26, 2026.
• The percentage ownership calculation is based on 64,590,736 Class A shares outstanding as of February 20, 2026, plus the 4,000,000 shares issued to Buzzard Midstream LLC and 18,569,492 shares issuable to the Reporting Persons.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, primarily a factual update on beneficial ownership and a specific transaction by a related entity. It does not inherently signal positive or negative operational performance or strategic shifts for Kinetik Holdings Inc.

Future Outlook

No forward-looking statements or guidance are provided in this filing.

Industry Context

StockSavvy.ai notes that Schedule 13D filings are standard disclosures for significant ownership changes, particularly for institutional investors like I Squared Capital. The conversion and subsequent sale of a substantial block of shares by Buzzard Midstream LLC, while a liquidity event for them, could introduce some short-term trading volume for Kinetik Holdings Inc. The continued significant stake held by the ISQ group indicates ongoing strategic interest in the midstream sector.

Comparison to Industry Standards

• This filing is a routine disclosure of beneficial ownership changes, common for large institutional investors.
• The 23.1% stake held by the ISQ group is a substantial position, typical for private equity firms maintaining influence in portfolio companies.
• For example, similar large stakes are often seen with firms like Blackstone or Apollo Global Management in their infrastructure or energy portfolio companies, where they maintain significant control or influence post-IPO or strategic investment.
• The sale by Buzzard Midstream LLC is a specific transaction, not directly comparable to broader industry benchmarks without more context on their specific investment thesis or exit strategy.

Related Party Transactions

• Buzzard Midstream LLC redeemed 4,000,000 Common Units for Class A Common Stock, and subsequently sold these shares. This transaction involves entities related to the reporting persons and the issuer.

Stakeholder Impact

• Shareholders: The sale of 4,000,000 shares by Buzzard Midstream LLC could increase the float and potentially impact short-term trading dynamics. The continued significant ownership by the ISQ group suggests ongoing institutional interest.

Key Dates

Recommendation

The filing primarily details a change in beneficial ownership and a significant share sale by a related entity, Buzzard Midstream LLC. While the sale itself is a notable event, the filing does not provide sufficient operational or strategic context to warrant a strong buy or sell recommendation. The ISQ group maintains a substantial stake, indicating continued long-term interest, but the specific reasons for Buzzard Midstream's sale are not disclosed. Investors should hold and monitor future operational reports and further disclosures for Kinetik Holdings Inc. to assess the broader implications.

Keywords

Kinetik Holdings Inc., Class A Common Stock, Schedule 13D/A, Beneficial Ownership, ISQ Global Fund II GP LLC, I Squared Capital, Buzzard Midstream LLC, Common Units, Class C Common Stock, SEC Filing, Equity Stake, Share Sale