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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0000905148-22-000294 0001904934 XXXXXXXX LIVE 10 Class A Common Stock, par value $0.0001 per share 03/12/2025 false 0001692787 02215L209 Kinetik Holdings Inc. 2700 Post Oak Boulevard Suite 300 Houston TX 77056-4400 Gautam Bhandari (786) 693-5700 ISQ Global Fund II GP, LLC 600 Brickell Avenue, Penthouse Miami FL 33131-3067 0001904934 ISQ Global Fund II GP LLC b OO DE 0 30134083 0 30134083 30134083 N 34.4 OO (1) Shared voting and dispositive power and the aggregate amount beneficially owned by each reporting person include 27,489,164 Common Units and an equal number of paired shares of Class C Common Stock, which together may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis. (2) Shared voting and dispositive power and the aggregate amount beneficially owned by each reporting person include 1,600,399 shares of Class A Common Stock which the Reporting Persons may acquire under the terms of the Contribution Allocation Agreement. (3) Percentage ownership calculated based on the sum of (i) 60,078,190 shares of Class A Common Stock outstanding as of February 21, 2025, as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 3, 2025, and (ii) 27,489,164 shares of Class A Common Stock issuable to the Reporting Persons upon redemption of the Common Units and corresponding shares of Class C Common Stock owned by the Reporting Persons, which shares have been added to the total shares of Class A Common Stock outstanding pursuant to Rule 13d-3(d)(1)(i) under the Act. 0001904404 I Squared Capital, LLC b OO E9 0 30134083 0 30134083 30134083 N 34.4 HC OO (1) Shared voting and dispositive power and the aggregate amount beneficially owned by each reporting person include 27,489,164 Common Units and an equal number of paired shares of Class C Common Stock, which together may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis. (2) Shared voting and dispositive power and the aggregate amount beneficially owned by each reporting person include 1,600,399 shares of Class A Common Stock which the Reporting Persons may acquire under the terms of the Contribution Allocation Agreement. (3) Percentage ownership calculated based on the sum of (i) 60,078,190 shares of Class A Common Stock outstanding as of February 21, 2025, as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 3, 2025, and (ii) 27,489,164 shares of Class A Common Stock issuable to the Reporting Persons upon redemption of the Common Units and corresponding shares of Class C Common Stock owned by the Reporting Persons, which shares have been added to the total shares of Class A Common Stock outstanding pursuant to Rule 13d-3(d)(1)(i) under the Act. 0001904413 ISQ Holdings, LLC b OO E9 0 30134083 0 30134083 30134083 N 34.4 HC OO (1) Shared voting and dispositive power and the aggregate amount beneficially owned by each reporting person include 27,489,164 Common Units and an equal number of paired shares of Class C Common Stock, which together may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis. (2) Shared voting and dispositive power and the aggregate amount beneficially owned by each reporting person include 1,600,399 shares of Class A Common Stock which the Reporting Persons may acquire under the terms of the Contribution Allocation Agreement. (3) Percentage ownership calculated based on the sum of (i) 60,078,190 shares of Class A Common Stock outstanding as of February 21, 2025, as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 3, 2025, and (ii) 27,489,164 shares of Class A Common Stock issuable to the Reporting Persons upon redemption of the Common Units and corresponding shares of Class C Common Stock owned by the Reporting Persons, which shares have been added to the total shares of Class A Common Stock outstanding pursuant to Rule 13d-3(d)(1)(i) under the Act. 0002020905 Wahba Sadek b OO X1 0 30134083 0 30134083 30134083 N 34.4 IN HC (1) Shared voting and dispositive power and the aggregate amount beneficially owned by each reporting person include 27,489,164 Common Units and an equal number of paired shares of Class C Common Stock, which together may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis. (2) Shared voting and dispositive power and the aggregate amount beneficially owned by each reporting person include 1,600,399 shares of Class A Common Stock which the Reporting Persons may acquire under the terms of the Contribution Allocation Agreement. (3) Percentage ownership calculated based on the sum of (i) 60,078,190 shares of Class A Common Stock outstanding as of February 21, 2025, as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 3, 2025, and (ii) 27,489,164 shares of Class A Common Stock issuable to the Reporting Persons upon redemption of the Common Units and corresponding shares of Class C Common Stock owned by the Reporting Persons, which shares have been added to the total shares of Class A Common Stock outstanding pursuant to Rule 13d-3(d)(1)(i) under the Act. 0002020876 Bhandari Gautam b OO X1 0 30134083 0 30134083 30134083 N 34.4 IN HC (1) Shared voting and dispositive power and the aggregate amount beneficially owned by each reporting person include 27,489,164 Common Units and an equal number of paired shares of Class C Common Stock, which together may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis. (2) Shared voting and dispositive power and the aggregate amount beneficially owned by each reporting person include 1,600,399 shares of Class A Common Stock which the Reporting Persons may acquire under the terms of the Contribution Allocation Agreement. (3) Percentage ownership calculated based on the sum of (i) 60,078,190 shares of Class A Common Stock outstanding as of February 21, 2025, as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 3, 2025, and (ii) 27,489,164 shares of Class A Common Stock issuable to the Reporting Persons upon redemption of the Common Units and corresponding shares of Class C Common Stock owned by the Reporting Persons, which shares have been added to the total shares of Class A Common Stock outstanding pursuant to Rule 13d-3(d)(1)(i) under the Act. Class A Common Stock, par value $0.0001 per share Kinetik Holdings Inc. 2700 Post Oak Boulevard Suite 300 Houston TX 77056-4400 The Amendment No. 10 to Schedule 13D ("Amendment No. 10") is being filed by the undersigned, pursuant to Rule 13d-2(a) under the Act, with respect to the Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), of Kinetik Holdings Inc., a Delaware corporation formerly known as Altus Midstream Company (the "Issuer"). The principal executive offices of the Issuer are located at 2700 Post Oak Boulevard, Suite 300, Houston, Texas 77056. This Amendment No. 10 amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the "SEC") on March 4, 2022 (the "Original Schedule 13D"), as amended by Amendment No. 1, filed with the SEC on May 19, 2022, Amendment No. 2, filed with the SEC on August 19, 2022, Amendment No. 3, filed with the SEC on November 21, 2022, Amendment No. 4, filed with the SEC on February 21, 2023, Amendment No. 5, filed with the SEC on May 19, 2023, Amendment No. 6, filed with the SEC on August 18, 2023, Amendment No. 7, filed with the SEC on November 27, 2023, Amendment No. 8, filed with the SEC on March 11, 2024, and Amendment No. 9, filed with the SEC on March 6, 2025 (collectively, the "Schedule 13D"). Capitalized terms used herein and not otherwise defined in this Amendment No. 10 have the meanings previously defined in the Schedule 13D. Except as specifically provided herein, this Amendment No. 10 does not modify any of the information previously reported in the Schedule 13D. Item 4 of the Schedule 13D is hereby amended and supplemented as follows: Pursuant to the A&R SHA (as defined and described in the Original Schedule 13D), Buzzard Midstream LLC and its affiliates (collectively, "ISQ") have the right to designate two directors to the Board (as defined in the Original Schedule 13D) for so long as ISQ Beneficially Owns (as such term is defined in the A&R SHA) 20% or more of the outstanding shares of Class A Common Stock and Class C Common Stock (collectively, "Common Stock") and one director for so long as ISQ Beneficially Owns 10% or more but less than 20% of the shares of Common Stock outstanding. Based on the definition of "Beneficial Owner" in the A&R SHA, the 1,600,399 shares of Class A Common Stock which ISQ may acquire under the terms of the Contribution Allocation Agreement (which may be issued solely to the extent a corresponding forfeiture of Restricted Shares (as defined in the Original Schedule 13D) has occurred) are excluded from ISQ's aggregate Beneficial Ownership for purposes of the A&R SHA. Following the sale of 3,952,431 shares of Class A Common Stock for the account of Buzzard Midstream LLC on March 4, 2025, which was reported in Amendment No. 9, ISQ Beneficially Owns an aggregate 28,533,684 shares of Common Stock for purposes of the A&R SHA (consisting of 1,044,520 shares of Class A Common Stock and 27,489,164 shares of Class C Common Stock), which represents approximately 18.1% of the shares of Common Stock outstanding for purposes of the A&R SHA, based on the sum of (i) 60,078,190 shares of Class A Common Stock outstanding as of February 21, 2025 and (ii) 97,696,784 shares of Class C Common Stock outstanding as of February 21, 2025, each of which was reported in the Issuer's annual report on Form 10-K filed with the SEC on March 3, 2025. As a result of the sale on March 4, 2025, ISQ has the right to designate one director to the Board. In connection therewith, on March 12, 2025, Jesse Krynak, one of the two (2) directors on the Board designated by ISQ, resigned from the Board. ISQ Global Fund II GP LLC /s/ Gautam Bhandari Gautam Bhandari, Director 03/14/2025 I Squared Capital, LLC /s/ Gautam Bhandari Gautam Bhandari, Manager of ISQ Holdings, LLC, its managing member 03/14/2025 ISQ Holdings, LLC /s/ Gautam Bhandari Gautam Bhandari, Manager 03/14/2025 Wahba Sadek /s/ Sadek Wahba Sadek Wahba 03/14/2025 Bhandari Gautam /s/ Gautam Bhandari Gautam Bhandari 03/14/2025