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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
FORM 8-K
___________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

May 19, 2025
Date of Report (date of earliest event reported)

Kinetik Logo.jpg
Kinetik Holdings Inc.
(Exact name of registrant as specified in its charter)
___________________________________

Delaware
(State or other jurisdiction of
incorporation or organization)
001-38048
(Commission File Number)
81-4675947
(I.R.S. Employer Identification Number)
2700 Post Oak Blvd. Suite 300
Houston, Texas 77056
(Address of principal executive offices and zip code)
(713) 621-7330
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Class A Common Stock, par value $0.0001 per share KNTK New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 5.07. Submission of Matters to a Vote of Security Holders.

At the Annual Meeting, held on May 19, 2025, the Kinetik Holding Inc. (the "Company") stockholders voted upon the following three proposals, each of which is described in more detail in the Company's definitive proxy statement filed wth the Securities and Exchange Commission on April 3, 2025 (the "Proxy Statement"). The final vote results for each proposal were as follows:

Proposal 1: Election of Directors

The stockholders elected each of the ten nominees listed below to the Company’s board of directors to serve a one-year term beginning upon their election until their respective successors have been duly elected and qualified at the annual meeting of stockholders in 2026.

For Withhold Abstain Broker Non-Votes
Deborah L. Byers 116,445,076 539,362 - 7,373,610
David I. Foley 116,274,578 709,860 - 7,373,610
Michael Kumar 116,574,611 409,827 - 7,373,610
D. Mark Leland 116,297,664 686,774 - 7,373,610
Kevin S. McCarthy 115,125,243 1,859,195 - 7,373,610
John-Paul Munfa 116,479,647 504,791 - 7,373,610
William Ordemann 116,341,745 642,693 - 7,373,610
Karen Putterman 116,494,543 489,895 7,373,610
Laura A. Sugg 116,194,317 790,121 - 7,373,610
Jamie Welch 116,512,166 472,272 - 7,373,610

Proposal 2: Advisory Vote to Approve Named Executive Officer Compensation (Say-on-Pay)

The Company’s stockholders approved, on an advisory non-binding basis, the compensation of the named executive officers of the Company, as disclosed in the Proxy Statement, by the vote indicated below:

For Against Abstain Broker Non-Votes
116,544,533 233,731 206,174 7,373,610
Proposal 3: Ratification of the Appointment of Independent Auditor

The appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025 was ratified by the stockholders, by the vote indicated below:

For Against Abstain Broker Non-Votes
124,178,777 63,952 115,319 -




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
    
  Kinetik Holdings Inc.
Dated: May 20, 2025   /s/ Lindsay Ellis
  Lindsay Ellis
  General Counsel, Secretary and Chief Compliance Officer