Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 5, 2024, Ronald Schweizer notified the Board of Directors (the “Board”) of Kinetik Holdings Inc. (the “Company”) that he would be resigning as a member of the Board, effective immediately. Mr. Schweizer expressed no disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Mr. Schweizer served on the Board as a designee of Buzzard Midstream LLC (“ISQ”) 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, 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, ISQ has the right to designate a director to fill the vacancy created by Mr. Schweizer’s resignation, and ISQ designated Michael A. Kumar to fill such vacancy.
On February 5, 2024, the Board appointed Michael A. Kumar to serve as a director of the Board, effective immediately.
Mr. Michael A. Kumar will not receive compensation for his service on the Board. Except for the Stockholders Agreement described above, there are no arrangements or understandings pursuant to which Mr. Michael A. Kumar was selected as a director. Mr. Michael A. Kumar has no direct or indirect material interest in any transaction required to be disclosed under Item 404(a) of Regulation S-K.
Mr. Michael A. Kumar 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.
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