Garthwaite Michael P. 4

4 · KINDER MORGAN, INC. · Filed Jul 20, 2026

AI-generated summary of this filing

Updated Jul 20, 2026

Kinder Morgan VP Michael Garthwaite Exercises RSUs, Sells Shares

What Happened

Michael P. Garthwaite, VP (President, Products Pipelines) at Kinder Morgan (KMI), had restricted stock units (RSUs) vest on July 18, 2026, resulting in 15,915 shares being settled to him. Simultaneously, 4,145 of those shares were withheld by the issuer to satisfy tax withholding (valued at $133,884 using $32.30/share). Separately, on July 16, 2026 he sold 1,550 shares in an open-market transaction under a pre-existing 10b5-1 plan for a weighted average price of $32.52, proceeds $50,400.
These RSU settlements are not a cash option exercise — they are awards converted into shares on the vesting date. The withholding is a routine tax payment; the small open-market sale was executed under a Rule 10b5-1 trading plan.

Key Details

Transaction dates and prices:
- 07/16/2026: Open-market sale — 1,550 shares at weighted avg $32.52, proceeds $50,400 (sales ranged $32.295–$32.62).
- 07/18/2026: RSU vesting — 15,915 shares settled (no cash paid); 4,145 shares withheld for taxes at $32.30/share (tax value $133,884).
Footnotes of note:
- 10b5-1 trading plan in place (adopted Dec 9, 2025) for the open-market sale.
- RSUs vested on July 18, 2026; each RSU converts to one share.
- Tax withholding was effected by share retention by the issuer.
Shares owned after the transactions: not specified in the filing.
Filing timeliness: Form 4 was filed July 20, 2026 for transactions on July 16 and July 18 — appears timely under Form 4 rules (filed within required days).

Context

This was primarily an award settlement (RSU vesting) with routine tax withholding; part of the vested shares were also sold under an existing 10b5-1 plan. Such withholding and planned sales are common and do not, by themselves, indicate a change in insider sentiment.

Form 4

Period: 2026-07-16

VP (Pres., Products Pipelines)

Transactions

Sale
Class P Common Stock
[F1][F2]
2026-07-16$32.52/sh−1,550$50,400→ 40,193 total
Exercise/Conversion
Class P Common Stock
[F3]
2026-07-18+15,915→ 56,108 total
Tax Payment
Class P Common Stock
[F4][F5]
2026-07-18$32.30/sh−4,145$133,884→ 51,963 total
Exercise/Conversion
Restricted Stock Unit
[F6][F3][F7]
2026-07-18−15,915→ 0 total
→ Class P Common Stock (15,915 underlying)

Footnotes (7)

[F1]Sales were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on December 9, 2025 in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.
[F2]The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.295 to $32.62 per share. The reporting person undertakes to provide, upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
[F3]This transaction represents the settlement of restricted stock units in shares of Class P Common Stock on their scheduled vesting date.
[F4]Represents shares withheld by the issuer to satisfy tax withholding obligations upon the reported vesting of restricted stock units.
[F5]Closing price of Class P Common Stock on the last trading day before the vesting date.
[F6]Each restricted stock unit represents the right to receive, at settlement, one share of Class P Common Stock.
[F7]These restricted stock units vested on July 18, 2026.

Signature

/s/ Michael P. Garthwaite|2026-07-20

1 file