Kinetik Holdings Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No. )

Check the appropriate box:

(Name of registrant as specified in its charter)

N/A

(Name of person(s) filing proxy statement, if other than the registrant)

Notice of Annual Meeting of Stockholders

and Proxy Statement

May 19, 2025

2700 Post Oak Boulevard, Suite 300, Houston TX 77056-5748

“We have a demonstrated track record of strong operational execution, and our commitment to safe and reliable operations for our customers and communities in which we operate is propelling sustainable growth and reinforcing Kinetik’s position as a best-in-class leader in the Delaware Basin.”

Dear Stockholder

2024 was another transformational year for Kinetik. We achieved record volume and Adjusted EBITDA growth and closed the largest transaction since the Company merger in February of 2022. We substantially expanded our asset footprint and capabilities across the Delaware Basin and enhanced our growth profile through highly strategic and accretive transactions and commercial agreements and achieved significant milestones across our finance-related objectives. Notably, we:

•Achieved record natural gas processed volume growth of 13% year-over-year;

•Reported record Adjusted EBITDA growth 16% year-over-year;

•Closed $1 billion of strategic transactions that furthered our expansion into New Mexico, including our acquisition of Durango Permian, LLC, a 15-year gas gathering and processing agreement in Eddy County, New Mexico, and divestiture of our 16% stake in the Gulf Coast Express pipeline to primarily fund the acquisition;

•Increased our equity interest in EPIC Crude Holdings, LP to 27.5% ownership in a series of transactions that support the pipeline’s continued growth and strengthen its financial profile;

•Announced a strategic connector pipeline between Kinetik’s Delaware North and Delaware South positions to support significant future growth in New Mexico;

•Announced our acquisition of the compelling bolt-on Barilla Draw crude and gas gathering assets primarily located in Reeves County, Texas;

•Progressed construction of the Kings Landing Complex in New Mexico;

•Substantially increased our public float following Apache’s sale of its remaining ownership stake in the Company;

•Reduced our leverage (as defined in our credit agreement) below the Company’s leverage target of 3.5x;

•Accelerated our return of capital to shareholders by increasing our cash dividend by 4%; and

•Received a ‘positive credit ratings outlook’ from S&P.

Most importantly, every day we delivered on our mission to be the premier provider of safe, reliable, and environmentally responsible midstream services in the Delaware Basin. I am extremely proud of what our team has accomplished this past year. We have a demonstrated track record of strong operational execution, and our commitment to safe and reliable operations for our customers and communities in which we operate is propelling sustainable growth and reinforcing Kinetik’s position as a best-in-class leader in the Delaware Basin. With that, I would like to sincerely thank you for your investment and continued support of Kinetik. We are excited about our future, and for now, look forward to the year ahead.

Jamie Welch

Chief Executive Officer and President

2700 Post Oak Boulevard, Suite 300, Houston TX 77056-5748

Notice of Annual Meeting of Stockholders of Kinetik Holdings Inc.

Date:

May 19, 2025

Time:

10:00 a.m. Central Time

Place:

Virtual meeting via live webcast, accessible at:

www.virtualshareholdermeeting.

com/KNTK2025

YOUR VOTE

IS IMPORTANT

Whether or not you plan to attend the meeting, we encourage you to vote as soon as possible. For specific instructions on how to vote your shares, please refer to the instructions on the Notice of Internet Availability of Proxy Materials you received in the mail, the section titled “How to Vote” beginning on page 61 of this proxy statement, or, if you requested to receive printed proxy materials, your enclosed proxy card.

Notice is hereby given that the 2025 annual meeting of stockholders of Kinetik Holdings Inc., a Delaware corporation (“Kinetik,” the “Company,” or “we”), will be held on May 19, 2025, at 10:00 a.m. (Central Time) in a virtual-only meeting format by live webcast for the following purposes:

Holders of record of the Company’s Common Stock as of the close of business on March 20, 2025, are entitled to notice of, and to vote at, the annual meeting. This proxy statement is first being mailed to Kinetik stockholders on or about April 3, 2025.

IMPORTANT NOTICE Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to be held on May 19, 2025: This proxy statement and the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, are available free of charge on the Company’s website atwww.kinetik.com.

By order of the Board of Directors,

Lindsay Ellis

General Counsel, Chief Compliance Officer and Secretary, Kinetik Holdings Inc.

Houston, Texas, April 3, 2025

Information on our website and any other website referenced herein is not incorporated by reference into, and does not constitute a part of, this proxy statement.