Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 15, 2025, Elizabeth Cordia notified the Board of Directors (the “Board”) of Kinetik Holdings Inc. (the “Company”) that she would be resigning as a member of the Board effective immediately. Ms. Cordia expressed no disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Ms. Cordia served on the Board as a designee of Blackstone Energy Partners II L.P. (“BX”) under the terms of the Amended and Restated Stockholders Agreement (the “Stockholders Agreement”), dated as of October 21, 2021, by and among APA Corporation, a Delaware corporation, Apache Midstream LLC, a Delaware limited liability company, the Company, New BCP Raptor Holdco, LLC, a Delaware limited liability company, BCP Raptor Aggregator, LP, a Delaware limited partnership and controlled affiliate of Blackstone Capital Partners VII, L.P, Blackstone Energy Partners II L.P., BX Permian Pipeline Aggregator LP, a Delaware limited partnership, ISQ, and for the limited purposes set forth therein, BCP Raptor Holdco, LP, a Delaware limited partnership. Pursuant to the terms of the Stockholders Agreement, BX has the right to designate a director to fill the vacancy created by Ms. Cordia’s resignation, and BX designated Karen Putterman (“Ms. Putterman”) to fill such vacancy.
On January 15, 2025, the Board appointed Ms. Putterman to serve as a director of the Board, effective immediately.
Ms. Putterman will not receive compensation for her service on the Board. Except for the Stockholders Agreement described above, there are no arrangements or understandings pursuant to which Ms. Putterman was selected as a director. Ms. Putterman has no direct or indirect material interest in any transaction required to be disclosed under Item 404(a) of Regulation S-K.
Ms. Putterman will enter into the standard form indemnification agreement with the Company that the Company has entered into with each of its other directors and officers. The agreements require the Company to indemnify these individuals to the fullest extent permitted under Delaware law against liabilities that may arise by reason of their service to the Company, and to advance expenses incurred as a result of any proceeding against them as to which they could be indemnified. The foregoing description of the indemnification agreements is a summary only and is subject to, and qualified in its entirety by reference to, the form of indemnification agreement, a copy of which is filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on February 28, 2022 and is incorporated herein by reference.
2
