Kinder Morgan (KMI) 10-K risk factor changes: FY2024 vs FY2023

[removed: Economic disruptions, such as those which occurred during the COVID-19 pandemic, or conditions] [added: Conditions] in the business environment generally, such as declining or sustained low commodity prices, supply disruptions, or higher development or production costs, could result in a slowing of supply to our pipelines, terminals and other assets.

[removed: Also, sustained lower demand for hydrocarbons, or changes in the regulatory environment or applicable governmental] policies, including in relation to climate change or other environmental concerns, may have a negative impact on the supply of crude oil and other products.

[removed: In addition, public] [added: Public] concern about the potential risks posed by climate change has resulted in increased demand for energy efficiency and a transition to energy provided from renewable energy sources rather than fossil fuels, fuel-efficient alternatives such as hybrid and electric vehicles, and pursuit of other technologies to reduce GHG emissions, such as carbon capture and sequestration.

Furthermore, such unfavorable conditions may compound the adverse effects of larger [removed: disruptions, such as COVID-19.][added: economic disruptions.]

[removed: The slowdown resulting from] [added: global economic downturn caused by] the [added: coronavirus] pandemic [added: in 2020] affected numerous industries, including the crude oil and gas industry, the steel industry and specific segments and markets in which we operate, resulting in reduced demand and increased price competition for our products and services.

Also, economic conditions in the wake of the pandemic [removed: have] included inflationary pressure, which [removed: has] resulted in higher operating expenses and project costs for us, as well as higher interest rates.

See “*—Financial distress experienced by our customers or other counterparties could have an adverse impact on us in the event they are unable to pay us for the products or services we provide or otherwise fulfill their obligations to us.*” In addition, decreases in the prices of crude oil, NGL and natural gas are likely to have a negative impact on [added: our operating results and cash flow.]

Public opinion may be influenced by negative portrayals of the [added: energy] industry [removed: in which we operate] as well as opposition to development projects.

[removed: Negative impacts from a compromised reputation or changes in public opinion (including with respect to the production, transportation and use of hydrocarbons generally) could include increased] regulatory oversight and costs, difficulty obtaining rights-of-way and delays in obtaining, or challenges to, regulatory approvals with respect to growth projects, blockades, project cancellations, difficulty securing financing, revenue loss, reduction in customer base, and decreased value of our securities and our business.

[removed: Moreover,] [added: In the past,] governmental agencies have responded to environmental justice concerns by imposing greater scrutiny in the permit approval process and enforcement actions that could exacerbate the negative reputational [removed: impacts.][added: impacts, and they may do so in the future.]

These hedging arrangements expose us to risk of financial loss in some circumstances, including when production is less than expected, when the counterparty to the hedging contract defaults on its contract obligations, or when there is a change in the expected differential between the underlying price in the hedging [added: agreement and the actual price received.]

“*Quantitative and Qualitative Disclosures About Market Risk*” and Note [removed: 14] [added: 13] “Risk Management” to our consolidated financial statements.

*A breach of information security or the failure of one or more key [removed: information technology (IT)] [added: IT] or operational (OT) systems, or those of third parties, may adversely affect our business, results of operations or business reputation.*

The risk of a disruption or breach of our operational systems, or the compromise of the data processed in connection with our operations, has increased as attempted attacks, including acts of terrorism or cyber sabotage, [added: which may be escalated during periods of heightened geopolitical tensions,] have advanced in sophistication and number around the world.

[removed: Efforts by us and our vendors to develop,] implement and maintain security measures, including malware and anti-virus software and controls, may not be successful in preventing these events, and any network and information systems-related events could require us to expend significant remedial resources.

The occurrence of an attack could cause a substantial decrease in revenues and cash flows, increased costs to respond [added: or other financial loss, significant reporting requirements, damage to our reputation, increased regulation or litigation or inaccurate information reported from our operations.]

[removed: These] climate-related changes could result in damage to our physical assets, especially operations located in low-lying areas near coasts and river banks, and facilities situated in hurricane-prone and rain-susceptible regions.

New growth projects generally will be subject to, among other things, the receipt of regulatory approvals, feasibility and cost analyses, funding [removed: availability and] [added: availability,] industry, market and demand conditions, and environmental justice considerations.

Regulatory authorities may modify their permitting policies in ways that disadvantage our construction [removed: projects, such as the FERC’s ongoing evaluation of its process][added: projects.]

Federal regulators may also expand existing regulatory requirements, such as PHMSA’s recent expansion of gas gathering pipeline regulation and [removed: PHMSA’s consideration of regulating] the [added: Congressional mandate under the Pipeline Safety Act that PHMSA regulate the] transportation of gaseous CO2.

See [removed: “*—We] [added: “—*We] are subject to reputational risks and risks relating to public opinion.*” Inclement weather, natural disasters and delays in performance by third-party contractors have also resulted in, and may continue to result in, increased costs or delays in construction.

Significant increases in costs of construction materials, cost overruns or delays, or our inability to obtain a required permit or right-of-way, could have a material adverse effect on our return on investment, results of operations and cash flows, and could result in project cancellations or [added: otherwise] limit our ability to pursue [removed: other] growth opportunities.

If we pursue joint ventures with third parties, those parties may share approval rights over major [removed: decisions,] [added: decisions] and may act in their own [removed: interests.][added: interests, which may differ from our interests or our views of the interests of the venture.]

[removed: Their views may differ from our own] [added: Such differences in actual] or [removed: our views of the] [added: perceived] interests [removed: of the venture which] could result in operational delays or impasses, which in turn could affect the financial expectations of and our expected benefits from the venture.

In [removed: any case,] [added: addition,] we must compensate landowners for the use of their [removed: property, and] [added: property and,] in eminent domain actions, such compensation may be determined by a court.

We may not be able to develop or acquire additional reserves at an acceptable cost or have necessary [added: financing for these activities in the future.]

As of December 31, [removed: 2023,] [added: 2024,] we had approximately [removed: $31.9] [added: $31.8] billion of consolidated debt (excluding debt fair value adjustments).

For more information about our debt, see Note [removed: 9] [added: 8] “Debt” to our consolidated financial statements.

[added: Adverse changes to the availability, terms and cost of capital, interest rates or our credit ratings (which would have a corresponding impact on the credit ratings of our] subsidiaries that are party to the cross guarantee agreement) could cause our cost of doing business to increase by limiting our access to capital, including our ability to refinance maturities of existing indebtedness on similar terms, which could in turn reduce our cash flows, and could limit our ability to pursue acquisition or expansion opportunities.

*Our large amount of [removed: variable rate] debt makes us vulnerable to increases in interest [removed: rates.*][added: rates to the extent we have variable-rate debt and maturing fixed-rate debt.*]

As of December 31, [removed: 2023, approximately $8.3 billion of our] [added: 2024, we had] approximately [removed: $31.9] [added: $31.8] billion of consolidated debt (excluding debt fair value [removed: adjustments) was] [added: adjustments), including $1.5 billion of senior notes maturing within the next 12 months, and approximately $3.6 billion of debt] subject to variable interest rates, either as short-term or long-term variable-rate debt obligations, or as long-term fixed-rate debt effectively converted to variable rates through the use of interest rate swaps.

[removed: As] [added: If and to the extent that] interest rates increase, [added: our costs to refinance maturities of existing indebtedness may also increase, as will] the amount of cash required to service variable-rate [removed: debt also increases, as do our costs to refinance maturities of existing indebtedness,] [added: debt,] and our earnings and cash flows could be adversely affected.

Some shippers on our pipelines have filed complaints with the regulators seeking prospective reductions in the tariff rates and, in the [added: case of a protest to a rate filing, seeking substantial refunds for alleged overcharges during the years in question.]

Please read Note [removed: 18] [added: 17] “Litigation and Environmental” to our consolidated financial statements for a description of material pending challenges to the rates we charge on our pipelines.

[removed: Overall,] [added: In recent years,] we [removed: have seen] [added: saw] an increase in the efforts of regulatory authorities to issue new regulations and guidance and to interpret existing laws and regulations in ways that [removed: promote] [added: promoted] the use of renewable energy sources and further protection of the environment, [removed: call] [added: called] upon companies to increase monitoring and emissions reduction efforts, and [removed: increase] [added: increased] investigations and enforcement actions for potential violations of environmental laws.

For example, in December 2023, the EPA finalized a rule containing standards of performance for [removed: GHG emissions, in the form of] methane [removed: limitations,] and volatile organic compound emissions [removed: for] [added: from] crude oil and natural gas sources, including the production, processing, and transmission and storage segments.

The Plan’s emission standards would require installation of more stringent air pollution controls on hundreds of existing internal combustion engines used by our Natural Gas Pipelines business [removed: segment.][added: segment by May 1, 2026, except for any compliance schedule extensions granted by the EPA, which would need to be supported by us and approved by the EPA on an engine-by-engine basis.]

If the Plan [removed: remains] [added: were to remain] in effect in its current form (including full compliance by [removed: its May 1, 2026] [added: a revised] compliance [removed: deadline,] [added: deadline accounting for the stays,] and assuming failure of all pending challenges to SIP disapprovals and no successful challenge to the Plan), we currently estimate that the Plan would have a material adverse impact on us.

“*Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Capital Expenditures—Impact of Regulation*.” [removed: Multiple] [added: We are unable to predict whether pending] legal challenges [removed: have been filed, including by] [added: will ultimately result in changes to the Plan or how those changes, if any, would impact] us.

See Note [removed: 18,] [added: 17,] “Litigation and Environmental—*Environmental Matters—Challenge to Federal “Good Neighbor Plan*,” to our consolidated financial statements.

Also, sustained lower demand for hydrocarbons, or changes in the regulatory environment or applicable governmental

See “*—Our operating results may be adversely affected by unfavorable economic and market conditions.*”

In addition, we may experience increasing costs for construction materials, including cost increases associated with increased tariffs (such as those proposed by the new U.S. presidential administration).

For example, the

More recently, we may see increasing market uncertainty and volatility due to possible shifts in U.S. and foreign trade, economic and other policies following the recent change in U.S. presidential administration.

Negative impacts from a compromised reputation or changes in public opinion (including with respect to the production, transportation and use of hydrocarbons generally) could include increased

Efforts by us and our vendors to develop,

Risk of these attacks may escalate during periods of heightened geopolitical tensions.

These

In response to increasing inflation, the U.S. Federal Reserve raised interest rates over the period from March 2022 to July 2023 before beginning rate reductions in September 2024 due to slowing inflation.

There can be no assurance that the U.S. Federal reserve will continue rate reductions, will not resume rate increases or regarding the pace at which any such reductions or increases could occur.

In addition, a certain degree of regulatory uncertainty is created by the recent change in U.S. presidential administrations.

It remains unclear specifically what the new administration may do with respect to future policies and regulations that may affect us.

The EPA’s final rule known as the “Good Neighbor Plan” (the Plan) was predicated on the EPA’s disapproval of numerous state implementation plans, or SIPs, submitted under the interstate transport (Good Neighbor) provisions of the Clean Air Act for the 2015 Ozone NAAQS and became effective on August 4, 2023.

Multiple legal challenges have been filed, including by states seeking review of SIP disapprovals (12 of which have received stays pending review) and by us.

On June 27, 2024, the Supreme Court granted a temporary stay of the Plan until a disposition of a review of the Plan by the U.S. Court of Appeals for the D.C. Circuit and any appeal of that decision to the Supreme Court.

On February 6, 2025, the EPA filed a motion asking the U.S. Court of Appeals for the D.C. Circuit to hold the cases in abeyance for 60 days to allow the Trump Administration time to familiarize themselves with the Plan, receive briefing from the EPA about the cases and the Plan, and decide what action on the Plan, if any, is necessary.

New laws or regulations, or different

PHMSA is also working on a final rulemaking regarding requirements for pipelines located in coastal ecological unusually sensitive areas, as well as a final rule that updates requirements for responding to changes in class location for gas pipelines.

In addition, the European Union has approved a law to impose limits on methane emissions applicable to imports of natural gas and crude oil beginning in 2030.

Recovery of such increased costs from our customers is uncertain in all

In April 2024, the SEC voluntarily stayed the effectiveness of the new rules, pending judicial review, and on February 11, 2025, the Acting Chairman of the SEC directed the SEC staff to request that the court not schedule the case for argument to provide time for the SEC to deliberate and determine the appropriate next steps in the cases.

The State of California also has enacted legislation requiring climate-related disclosures.

Other U.S. states have announced similar proposed regulations.

These types of regulations may expose us to significant additional compliance costs.

Some customers and other third parties also have begun requesting disclosures from us related to their own reporting obligations.

trading rights for our vessels, fines or forfeiture of vessels.

In recent years, a number of initiatives and regulatory changes relating to reducing GHG emissions have been undertaken by federal, state and municipal governments and crude oil and gas industry participants.

For example, following the commodity price declines we experienced due to COVID-19 during the first half of 2020, we recorded a combined $1.95 billion of non-cash impairments associated with our Natural Gas Pipelines Non-Regulated and CO2 reporting units, primarily for impairments of goodwill and assets owned in these businesses.

For example, COVID-19 resulted in a global economic downturn in 2020.

While global economic activity largely rebounded in 2021, we could experience similar or compounded adverse impacts as a result of other global events affecting economic conditions.

our operating results and cash flow.

agreement and the actual price received.

For example, in May 2021, a ransomware attack on a major U.S. refined products pipeline forced the operator to temporarily shut down the pipeline, resulting in disruption of fuel supplies along the East Coast.

or other financial loss, significant reporting requirements, damage to our reputation, increased regulation or litigation or inaccurate information reported from our operations.

for reviewing and approving applications for construction of natural gas infrastructure.

In addition, we may experience increasing costs for construction materials.

financing for these activities in the future.

Adverse changes to the availability, terms and cost of capital, interest rates or our credit ratings (which would have a corresponding impact on the credit ratings of our

In response to increasing inflation, the U.S. Federal Reserve raised interest rates in March 2022 for the first time in over three years and raised rates many more times since.

case of a protest to a rate filing, seeking substantial refunds for alleged overcharges during the years in question.

The EPA’s final rule known as the “Good Neighbor Plan” (the Plan) became effective on August 4, 2023, except in states that were awarded a stay of the EPA’s disapproval of their SIPs prior to the Plan’s effective date.

Following the Plan’s effective date, several other states have been awarded similar stays.

As a precursor to the Plan, the EPA disapproved 21 SIPs and found that two other states had failed to submit SIPs under the interstate transport (good neighbor) provisions of the Clean Air Act for the 2015 Ozone NAAQS.

The EPA has since proposed to disapprove five additional state SIPs and apply the Plan or portions of the Plan to sources in those states, including one state that would affect our operations.

The Plan requires that all impacted engines meet the stringent emission limits by May 1, 2026 unless compliance schedule extensions are granted by the EPA, which would need to be supported by us and approved by the EPA on an engine-by-engine basis.

We are unable to predict whether any legal challenges will ultimately result in changes to the Plan or how those changes, if any, would impact us.

We plan to continue our integrity management program to assess and maintain the integrity of our existing and future pipelines as required by PHMSA rules.

We expect to increase expenditures in the future to comply with PHMSA regulations.

“*Business and Properties—Narrative Description of Business—Business Strategy;*” (ii) a description of developments during [removed: 2023,] [added: 2024,] found in Items 1 and 2.

A comparative discussion of our [removed: 2022] [added: 2023] to [removed: 2021] [added: 2022] operating results can be found in Item 7.

“*Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations*” included in our Annual Report on Form 10-K for the year ended December 31, [removed: 2022] [added: 2023] filed with the SEC on February [removed: 7, 2022.][added: 20, 2024.]

Following are acquisitions [added: and divestitures] we made during the [added: 2024] reporting period.

[added: See Note 3] “Acquisitions and Divestitures” to our consolidated financial statements for further information on these transactions.

[removed: 2024] [added: 2025] Dividends and Discretionary Capital

We expect to declare dividends of [removed: $1.15] [added: $1.17] per share for [removed: 2024,] [added: 2025,] a 2% increase from the [removed: 2023] [added: 2024] declared dividends of [removed: $1.13] [added: $1.15] per share.

We also expect to invest $2.3 billion in expansion projects and contributions to joint ventures, or discretionary capital expenditures, during [removed: 2024.][added: 2025.]

The expectations for [removed: 2024] [added: 2025] discussed above involve risks, uncertainties and assumptions, and are not guarantees of performance.

For discussion on our hedging activities and related sensitivities to our estimates, see Note [removed: 14] [added: 13] “Risk Management” to our consolidated financial statements and Item 7A.

Fair value calculated for the purpose of testing our long-lived assets, including intangible assets, goodwill and equity method investments, [added: for impairment involves the use of significant estimates and assumptions regarding the timing and amounts of future cash inflows and outflows, discount rates, market prices and asset lives, among other items.]

“*Business and Properties—Narrative Description of Business—Environmental Matters.*” For more information on our environmental disclosures, see Note [removed: 18] [added: 17] “Litigation and Environmental” to our consolidated financial statements.

“*Business and Properties—Narrative Description of Business—Industry Regulation.*” For more information on legal proceedings, see Note [removed: 18] [added: 17] “Litigation and Environmental” to our consolidated financial statements.

The selection of assumptions used in the actuarial calculations of our pension and OPEB plans is further discussed in Note [removed: 10] [added: 9] *“*Share-based Compensation and Employee Benefits” to our consolidated financial statements.

The following sensitivity analysis shows the estimated impact of a 1% change in the primary assumptions used in our actuarial calculations associated with our pension and OPEB plans for the year ended December 31, [removed: 2023:][added: 2024:]

| Discount rates | | | | | | $ | (9) | | | | | $ | [removed: 133] [added: 118] | | | | | $ | — | | | | | $ | 10 | |

| Expected return on plan assets | | | | | | [removed: (17)] [added: (15)] | | | | | | — | | | | | | (3) | | | | | | — | | |

| Rate of compensation increase | | | | | | 2 | | | | | | [removed: (10)] [added: (9)] | | | | | | [removed: —] [added: 1] | | | | | | [removed: —] [added: (5)] | | |

| Discount rates | | | | | | 11 | | | | | | [removed: (155)] [added: (137)] | | | | | | — | | | | | | (11) | | |

| Expected return on plan assets | | | | | | [removed: 17] [added: 15] | | | | | | — | | | | | | 3 | | | | | | — | | |

| Rate of compensation increase | | | | | | (2) | | | | | | [removed: 9] [added: 8] | | | | | | [removed: —] [added: (1)] | | | | | | [removed: —] [added: 5] | | |

For more information, see Note [removed: 5] [added: 4] “Income Taxes” to our consolidated financial statements.

As described in further detail below, our management evaluates our performance primarily using Net income attributable to Kinder Morgan, Inc. and Segment earnings before DD&A [removed: expenses,] [added: expenses] including amortization of excess cost of equity [removed: investments,] [added: investments] (EBDA) (as presented in Note [removed: 16] [added: 15] “Reportable [removed: Segments”)] [added: Segments”),] along with the non-GAAP financial measures of Adjusted Net [removed: income attributable to Common Stock, and distributable cash flow (DCF), both in the aggregate and per share for each, Adjusted Segment EBDA, Adjusted Net income attributable to Kinder Morgan, Inc., Adjusted earnings before interest, income taxes, DD&A expenses, including amortization of excess cost of equity investments, (EBITDA) and Net Debt.]

The Consolidated Earnings Results for the years ended December 31, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] present Net income attributable to Kinder Morgan, Inc., as prepared and presented in accordance with GAAP, and Segment EBDA, which is disclosed in Note [removed: 16] [added: 15] “Reportable Segments” pursuant to FASB ASC 280.

Our general and administrative expenses and corporate charges include such items as unallocated employee benefits, insurance, rentals, unallocated litigation and environmental expenses, and shared corporate services including accounting, [removed: information technology,] [added: IT,] human resources and legal services.

Management compensates for the limitations of our consolidated non-GAAP financial measures by reviewing our [added: comparable GAAP measures identified in the descriptions of consolidated non-GAAP measures below, understanding the differences between the measures and taking this information into account in its analysis and its decision-making processes.]

(See the tables included in *“—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Net Income Attributable to Kinder Morgan, Inc.,” “—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to [removed: DCF”] [added: Adjusted Net Income Attributable to Common Stock”] and “—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted EBITDA”* below).

We also include adjustments related to joint ventures (see [removed: “Amounts] [added: “*—*Amounts] from Joint Ventures” below).

The following table summarizes our Certain Items for the years ended December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] which are also described in more detail in the footnotes to tables included in *“—Segment Earnings Results”* below.

| Change in fair value of derivative contracts(a) | | | [removed: (126)] [added: $] | [added: 72] | | | | | [removed: 57] [added: $] | [added: (126)] | |

| Loss on impairment | | | [removed: 67] [added: —] | | | | | | [removed: —] [added: 67] | | |

| Income tax Certain [removed: Items(b)] [added: Items(c)] | | | [removed: 33] [added: (52)] | | | | | | [removed: (37)] [added: 33] | | |

| [removed: Other(c)] [added: Other(d)] | | | [removed: 45] [added: 7] | | | | | | [removed: 32] [added: 45] | | |

| Total Certain [removed: Items(d)(e)] [added: Items(e)] | | | $ | [removed: 19] [added: (42)] | | | | | $ | [removed: 88] [added: 19] | |

(a)Gains or losses are reflected [added: within non-GAAP financial measures] when realized.

[removed: (b)Represents] [added: (c)Represents] the income tax provision on Certain Items plus discrete income tax items.

[removed: (c)2023] [added: (d)2023] amount represents pension cost adjustments related to settlements made by our pension plans.

[removed: (d)2023 and 2022 amounts include the following amounts reported] [added: 2023 amount represents $67 million included] within “Earnings from equity investments” on the accompanying consolidated [removed: statements of income: (i) none and $1 million, respectively, included within “Change in fair value] [added: statement] of [removed: derivative contracts” and (ii) $67 million, for the 2023 period only, included within “Loss on impairment”] [added: income] for a non-cash impairment related to our investment in Double Eagle Pipeline LLC in our Products Pipelines business segment (see Note [removed: 4 “Losses and Gains on Divestitures, Impairments and Other Write-downs*—Impairments—Investments*”).][added: 6 “Investments”).]

[removed: (e)2023] [added: (e)2024] and [removed: 2022] [added: 2023] amounts [removed: include, in] [added: include] the [removed: aggregate, $(7) million and $(11) million, respectively, included] [added: following amounts reported] within “Interest, net” on the accompanying consolidated statements of [removed: income which consist of none and $(15) million, respectively, of “Fair value amortization” and $(7)] [added: income: $(5)] million and [removed: $4] [added: $(7)] million, respectively, of “Change in fair value of derivative contracts.”

Adjusted Net Income Attributable to Kinder Morgan, Inc. [removed: (previously referred to as “Adjusted Earnings”)] is calculated by adjusting Net income attributable to Kinder Morgan, Inc. for Certain Items.

Acquisitions and Divestitures

| North McElroy Unit acquisition $61 million *(June 2024)* | | | We acquired AVAD Energy Partners’ interest in the North McElroy Unit (NMU). NMU is an existing waterflood that currently produces approximately 1,250 Bbl/d of crude oil. Our analysis suggests that NMU could be a candidate for CO2 flooding. | | | CO2 *(Oil and Gas Producing activities)* | | |

| CO2 assets divestiture $18 million *(June 2024)* | | | We sold our interests in the Katz Unit, Goldsmith Landreth San Andres Unit, Tall Cotton Field and Reinecke Unit, along with certain shallow interests in the Diamond M Field, all located in the Permian Basin, and received a leasehold interest in an undeveloped leasehold directly adjacent to the SACROC unit. | | | CO2 *(Oil and Gas Producing activities)* | | |

| Oklahoma assets divestiture $43 million *(February 2024)* | | | We sold our Oklahoma midstream assets consisting of our Oklahoma system and Cedar Cove. | | | Natural Gas Pipelines *(Midstream)* | | |

Additionally, on January 13, 2025, we announced that we had entered into an agreement to purchase a natural gas gathering and processing system in North Dakota from Outrigger Energy II LLC for a cash payment of $640 million.

The acquisition includes a 0.27 Bcf/d processing facility and a 104-mile, large-diameter, high-pressure rich gas gathering header pipeline with 0.35 Bcf/d of capacity connecting supplies from the Williston Basin area to high-demand markets.

With this transaction, we expect to reduce future capital expenditures needed to accommodate the growth of our existing Bakken

customers.

Initially, we plan to fund the transaction with short-term borrowings and cash on hand.

Subject to customary closing conditions and regulatory approval, this transaction is expected to close in the first quarter of 2025.

Income Attributable to Common Stock, in the aggregate and per share, Adjusted Segment EBDA, Adjusted Net Income Attributable to Kinder Morgan, Inc., Adjusted earnings before interest, income taxes, DD&A expenses including amortization of excess cost of equity investments (EBITDA), and Net Debt.

Historically, we have disclosed the non-GAAP financial measure of distributable cash flow (DCF), in the aggregate and per share; however, we are not including discussion of DCF in this report due to declining investor interest in DCF as a primary performance measure.

(b)2024 amount represents gains of $40 million and $29 million, respectively, on divestitures of CO2 and Oklahoma midstream assets.

Adjusted Segment EBDA is calculated by adjusting segment earnings before DD&A and amortization of excess cost of equity investments, general and administrative expenses and corporate charges, interest expense, and income taxes (Segment EBDA) for Certain Items attributable to the segment.

| Revenues | | | $ | 15,100 | | | | | $ | 15,334 | | | | | $ | (234) | | | | | (2) | | % |

| DD&A | | | (2,354) | | | | | | (2,250) | | | | | | (104) | | | | | | (5) | | % |

| | | | | | | | | | | | | | | | | | | | | | | | |

| Net Income Attributable to Kinder Morgan, Inc. | | | $ | 2,613 | | | | | $ | 2,391 | | | | | $ | 222 | | | | | 9 | | % |

Our consolidated revenues primarily consist of services and sales revenue.

The decrease was primarily due to (i) a $398 million decrease in product sales driven by lower volumes resulting primarily from contractual changes and an asset divestiture and (ii) a $326 million decrease in natural gas sales due to lower commodity prices partially offset by higher volumes.

These decreases in sales revenues were partially offset by a $45 million increase in other sales driven by higher RIN sales.

Revenues were

Services revenues increased $515 million driven by (i) higher volumes, including from expansion projects; (ii) our late 2023 acquisition of the STX Midstream assets partially offset by a reduction in revenues related to divested assets; and (iii) higher rate escalations.

Increased costs were primarily driven by greater activity levels and inflation, including for service, integrity, labor and fuel costs.

*DD&A*

DD&A increased $104 million in 2024 compared to 2023.

The increase was primarily due to our late 2023 acquisition of the STX Midstream assets and an increase in SACROC’s unit of production rate partially offset by the impact of our divested assets.

The increase was primarily due to (i) higher average short-term and long-term debt balances driven by funding our STX Midstream acquisition; and (ii) higher interest rates associated with our fixed-to-variable interest rate swap agreements and our long-term debt; partially offset by a reduction in the notional balances associated with our fixed-to-variable interest rate swap agreements.

| | | | 2024 | | | | | | 2023 | | |

| Net income attributable to Kinder Morgan, Inc. | | | $ | 2,613 | | | | | $ | 2,391 | |

| DD&A | | | 2,354 | | | | | | 2,250 | | |

| | | | 2024 | | | | | | 2023 | | |

The increase resulted primarily from favorable earnings in our Natural Gas Pipelines, Terminals and Products Pipelines business segments, which were also primary drivers of the increase in Adjusted EBITDA of $377 million, partially offset by an increase in DD&A expenses.

| | | | 2024 | | | | | | 2023 | | |

The combined changes include $41 million consisting of higher labor and benefit-related costs, higher legal costs and higher corporate development costs, offset by lower pension costs of $30 million.

| | | | 2024 | | | | | | 2023 | | |

| Gain on divestiture | | | (29) | | | | | | — | | |

| | | | 2024 | | | | | | 2023 | | |

| Change in fair value of derivative contracts | | | 75 | | | | | | (122) | | |

| Gain on divestiture | | | (29) | | | | | | — | | |

Acquisitions

See Note 3.

| STX Midstream acquisition $1,831 million *(December 2023)* | | | We acquired the STX Midstream pipeline system consisting of a set of integrated, large diameter high pressure natural gas pipelines in the Eagle Ford basin, including the Eagle Ford Transmission system, a 90% interest in NET Mexico Pipeline LLC and a 50% interest in Dos Caminos, LLC. Approximately 75% of the business is supported by take-or-pay contracts. | | | Natural Gas Pipelines *(Midstream activities)* | | |

| Diamond M Field acquisition $13 million *(June 2023)* | | | We acquired the Diamond M Field asset which is located directly adjacent to our existing SACROC field. The field is currently under waterflood but is expected to be very receptive to CO2 flooding given its proximity to SACROC. We expect to begin implementation of enhanced oil recovery in 2024. | | | CO2 *(Oil and Gas Producing activities)* | | |

for impairment involves the use of significant estimates and assumptions regarding the timing and amounts of future cash inflows and outflows, discount rates, market prices and asset lives, among other items.

For more information on our impairments and significant estimates and assumptions used in our impairment evaluations, see Note 4 “Losses and Gains on Divestitures, Impairments and Other Write-downs.”

comparable GAAP measures identified in the descriptions of consolidated non-GAAP measures below, understanding the differences between the measures and taking this information into account in its analysis and its decision-making processes.

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | Year Ended December 31, | | | | | | | | |

| | | | 2023 | | | | | | 2022 | | |

| Fair value amortization | | | $ | — | | | | | $ | (15) | |

| Legal, environmental and other reserves | | | — | | | | | | 51 | | |

DCF

DCF is calculated by adjusting Net income attributable to Kinder Morgan, Inc. for Certain Items, and further for DD&A and amortization of excess cost of equity investments, income tax expense, cash taxes, sustaining capital expenditures and other items.

DCF is a significant performance measure used by us, investors and other external users of our financial statements to evaluate our performance and to measure and estimate the ability of our assets to generate economic earnings after paying interest expense, paying cash taxes and expending sustaining capital.

DCF provides additional insight into the specific costs associated with our assets in the current period and facilitates period-to-period comparisons of our performance from ongoing business activities.

DCF is also used by us, investors, and other external users to compare the performance of companies across our industry.

DCF per share serves as the primary financial performance target for purposes of annual bonuses under our annual incentive compensation program and for performance-based vesting of equity compensation grants under our long-term incentive compensation program.

DCF should not be used as an alternative to net cash provided by operating activities computed under GAAP.

We believe the GAAP measure most directly comparable to DCF is Net income attributable to Kinder Morgan, Inc. DCF per share is DCF divided by average outstanding shares, including restricted stock awards that participate in dividends.

Adjusted Segment EBDA is calculated by adjusting Segment EBDA for Certain Items attributable to the segment.

We also include amounts from joint ventures for income taxes and DD&A (see “Amounts from Joint Ventures” below).

non-controlling interests.

| Revenues | | | $ | 15,334 | | | | | $ | 19,200 | | | | | $ | (3,866) | | | | | (20) | | % |

| DD&A | | | (2,250) | | | | | | (2,186) | | | | | | (64) | | | | | | (3) | | % |

The decrease was primarily due to lower costs of sales for natural gas of $3,587 million and for products of $622 million driven primarily by lower commodity prices.

The increase was primarily driven by higher labor and other expenses, including integrity costs and services, fuel costs and materials and supplies, related to greater activity levels and inflation, partially offset by lower legal costs due to a legal reserve established in the 2022 period associated with the EPNG pipeline rupture.

The increase was primarily due to higher interest rates associated with fixed-to-floating interest rate swaps.

Other, net changed $92 million in 2023 compared to 2022.

The unfavorable change was primarily due to increased pension costs resulting from higher interest rates, declining pension asset performance and adjustments related to settlements made by our pension plans partially offset by a payment made in the 2022 period associated with the bankruptcy settlement involving our former equity investee, Ruby.

| Fair value amortization | | | — | | | | | | (15) | | |

| DD&A | | | 2,250 | | | | | | 2,186 | | |

| Cash taxes | | | (11) | | | | | | (13) | | |

| Amounts from joint ventures | | | | | | | | | | | |

| Unconsolidated joint venture cash taxes(f) | | | (76) | | | | | | (70) | | |

| Other items(h) | | | 67 | | | | | | (38) | | |

| DCF | | | $ | 4,715 | | | | | $ | 4,970 | |

| Weighted average shares outstanding for dividends(i) | | | 2,247 | | | | | | 2,271 | | |

| DCF per share | | | $ | 2.10 | | | | | $ | 2.19 | |

| Declared dividends per share | | | $ | 1.13 | | | | | $ | 1.11 | |

We enter into certain energy commodity derivative contracts in order to reduce [removed: and minimize the] risks encountered in the ordinary course of business associated with unfavorable changes in the market price of crude oil, natural gas and NGL.

Using derivative contracts for this purpose helps provide increased certainty with regard to operating cash [removed: flows] [added: flows,] which helps us to undertake further capital improvement projects, attain budget results and meet dividend targets.

| Commodity derivative | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |

| Crude oil | | | | | | $ | [removed: 127] [added: 120] | | | | | $ | [removed: 157] [added: 127] | |

| Natural gas | | | | | | [removed: 28] [added: 76] | | | | | | [removed: 49] [added: 28] | | |

| NGL | | | | | | 4 | | | | | | [removed: 5] [added: 4] | | |

| Total | | | | | | $ | [removed: 159] [added: 200] | | | | | $ | [removed: 211] [added: 159] | |

In order to maintain a cost effective capital structure, it is our policy to borrow funds using a mix of [removed: fixed rate] [added: fixed-rate] debt and [removed: variable rate] [added: variable-rate] debt.

Fixed-to-variable interest rate swap agreements are entered into for the purpose of converting a portion of the underlying cash flows related to long-term [removed: fixed rate] [added: fixed-rate] debt securities into [removed: variable rate] [added: variable-rate] debt in order to achieve our desired mix of fixed and [removed: variable rate] [added: variable-rate] debt.

Variable-to-fixed interest rate swap agreements are entered into primarily for the purpose of managing our exposure to changes in interest rates on our debt balances that are subject to variable interest rates and adjusting, on a short-term basis, our mix of [removed: fixed rate] [added: fixed-rate] debt and [removed: variable rate] [added: variable-rate] debt based on changes in market conditions.

For [removed: fixed rate] [added: fixed-rate] debt, changes in interest rates generally affect the fair value of the debt instrument, but not our earnings or cash flows.

Conversely, for [removed: variable rate] [added: variable-rate] debt, changes in interest rates generally do not impact the fair value of the debt instrument, but may affect our future earnings and cash flows.

Generally, there is not an obligation to prepay [removed: fixed rate] [added: fixed-rate] debt prior to maturity and, as a result, changes in fair value should not have a significant impact on the [removed: fixed rate] [added: fixed-rate] debt.

| | | | December 31, [removed: 2023] [added: 2024] | | | | | | | | | | | | December 31, [removed: 2022] [added: 2023] | | | | | | | | |

| Fixed rate debt(b) | | | $ | [removed: 30,063] [added: 31,519] | | | | | $ | [removed: 29,317] [added: 30,423] | | | | | $ | [removed: 31,474] [added: 30,063] | | | | | $ | [removed: 29,756] [added: 29,317] | |

| Variable rate debt | | | $ | [removed: 2,053] [added: 371] | | | | | $ | [removed: 2,053] [added: 371] | | | | | $ | [removed: 314] [added: 2,053] | | | | | $ | [removed: 314] [added: 2,053] | |

| Notional principal amount of variable-to-fixed interest rate swap [removed: agreements(c)] [added: agreements] | | | [removed: —] [added: (1,500)] | | | | | | | | | | | | [removed: (1,500)] [added: —] | | | | | | | | |

| Notional principal amount of fixed-to-variable interest rate swap agreements | | | [removed: 6,200] [added: 4,750] | | | | | | | | | | | | [removed: 7,500] [added: 6,200] | | | | | | | | |

| Debt balances subject to variable interest [removed: rates(d)] [added: rates(c)] | | | $ | [removed: 8,253] [added: 3,621] | | | | | | | | | | | $ | [removed: 6,314] [added: 8,253] | | | | | | | |

(b)A hypothetical 10% change in the average interest rates applicable to such debt as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] would result in changes of approximately [removed: $1,889] [added: $1,416] million and [removed: $1,882] [added: $1,889] million, respectively, in the estimated fair values of these instruments.

[removed: (d)A] [added: (c)A] hypothetical 10% change in the weighted average interest rate on all of our borrowings (approximately 58 [removed: and 48] basis points in [removed: 2023] [added: both 2024] and [removed: 2022, respectively)] [added: 2023)] when applied to our outstanding balance of variable rate debt as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] including adjustments for the notional swap amounts described in the table above, would result in changes of approximately [removed: $48] [added: $21] million and [removed: $30] [added: $48] million, respectively.

[removed: As presented in the table above, we] [added: We] monitor [removed: the] [added: our] mix of [removed: fixed rate] [added: fixed-rate] and [removed: variable rate] [added: variable-rate] debt obligations in light of changing market [removed: conditions] [added: conditions,] and [removed: from time to time,] [added: we] may alter that mix [added: from time to time] by, for example, refinancing outstanding balances of variable rate debt with fixed rate debt (or vice versa) or by entering into interest rate swap agreements or other interest rate hedging agreements.

As of December 31, [removed: 2023,] [added: 2024,] including debt converted to variable rates through the use of interest rate swaps but excluding our debt fair value adjustments, approximately [removed: 26%] [added: 11%] of our debt balances were subject to variable interest rates.

For more information on our interest rate risk management and on our interest rate swap agreements, see Note [removed: 14] [added: 13] “Risk Management” to our consolidated financial statements.

As of December 31, [removed: 2023,] [added: 2024,] we had a notional principal amount of $543 million of cross-currency swap agreements that effectively convert all of our fixed-rate Euro denominated debt, including annual interest payments and the payment of principal at maturity, to U.S. dollar denominated debt at fixed rates.

(c)December 31, 2022 amount includes $1.25 billion that expired in December 2023.

See Note [removed: 18] [added: 17] “Litigation and Environmental” to our consolidated financial statements.

For the fiscal year ended December 31, [removed: 2023][added: 2024]

[removed: ][added: ]

Aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, based on closing prices in the daily composite list for transactions on the New York Stock Exchange on June [removed: 30, 2023] [added: 28, 2024] was approximately [removed: $33,533,173,723.][added: $38,478,431,485.]

As of February [removed: 16, 2024,] [added: 12, 2025,] the registrant had [removed: 2,219,369,970] [added: 2,221,963,025] shares of Class P common stock outstanding.

Portions of the Registrant’s definitive proxy statement for the [removed: 2024] [added: 2025] Annual Meeting of Stockholders, which shall be filed no later than April 30, [removed: 2024,] [added: 2025,] are incorporated into PART III, as specifically set forth in PART III.

| | | | [Information Regarding Forward-Looking [removed: Statements](#i60e0d1313a89494db3b8cf2e4e5bfb85_13)] [added: Statements](#i05694bb7d67a43afb7313186e8b605f6_13)] | | | [removed: [2](#i60e0d1313a89494db3b8cf2e4e5bfb85_13)] [added: [2](#i05694bb7d67a43afb7313186e8b605f6_13)] | | |

| [Items 1. and [removed: 2.](#i60e0d1313a89494db3b8cf2e4e5bfb85_19)] [added: 2.](#i05694bb7d67a43afb7313186e8b605f6_19)] | | | [Business and [removed: Properties](#i60e0d1313a89494db3b8cf2e4e5bfb85_19)] [added: Properties](#i05694bb7d67a43afb7313186e8b605f6_19)] | | | [removed: [4](#i60e0d1313a89494db3b8cf2e4e5bfb85_19)] [added: [4](#i05694bb7d67a43afb7313186e8b605f6_19)] | | |

| | | | [General Development of [removed: Business](#i60e0d1313a89494db3b8cf2e4e5bfb85_22)] [added: Business](#i05694bb7d67a43afb7313186e8b605f6_22)] | | | [removed: [4](#i60e0d1313a89494db3b8cf2e4e5bfb85_22)] [added: [4](#i05694bb7d67a43afb7313186e8b605f6_22)] | | |

| | | | [Recent [removed: Developments](#i60e0d1313a89494db3b8cf2e4e5bfb85_25)] [added: Developments](#i05694bb7d67a43afb7313186e8b605f6_25)] | | | [removed: [4](#i60e0d1313a89494db3b8cf2e4e5bfb85_25)] [added: [4](#i05694bb7d67a43afb7313186e8b605f6_25)] | | |

| | | | [Narrative Description of [removed: Business](#i60e0d1313a89494db3b8cf2e4e5bfb85_28)] [added: Business](#i05694bb7d67a43afb7313186e8b605f6_28)] | | | [removed: [6](#i60e0d1313a89494db3b8cf2e4e5bfb85_28)] [added: [6](#i05694bb7d67a43afb7313186e8b605f6_28)] | | |

| | | | [Business [removed: Strategy](#i60e0d1313a89494db3b8cf2e4e5bfb85_31)] [added: Strategy](#i05694bb7d67a43afb7313186e8b605f6_31)] | | | [removed: [6](#i60e0d1313a89494db3b8cf2e4e5bfb85_31)] [added: [6](#i05694bb7d67a43afb7313186e8b605f6_31)] | | |

| | | | [Business [removed: Segments](#i60e0d1313a89494db3b8cf2e4e5bfb85_34)] [added: Segments](#i05694bb7d67a43afb7313186e8b605f6_34)] | | | [removed: [6](#i60e0d1313a89494db3b8cf2e4e5bfb85_34)] [added: [6](#i05694bb7d67a43afb7313186e8b605f6_34)] | | |

| | | | [Natural Gas [removed: Pipelines](#i60e0d1313a89494db3b8cf2e4e5bfb85_37)] [added: Pipelines](#i05694bb7d67a43afb7313186e8b605f6_37)] | | | [removed: [7](#i60e0d1313a89494db3b8cf2e4e5bfb85_37)] [added: [7](#i05694bb7d67a43afb7313186e8b605f6_37)] | | |

| [added: *Products Pipelines*] | | | [removed: [Products Pipelines](#i60e0d1313a89494db3b8cf2e4e5bfb85_40)] | | | [removed: [10](#i60e0d1313a89494db3b8cf2e4e5bfb85_40)] | | | [added: | | | | | | | | | | | |]

| | | | [Major [removed: Customers](#i60e0d1313a89494db3b8cf2e4e5bfb85_49)] [added: Customers](#i05694bb7d67a43afb7313186e8b605f6_49)] | | | [removed: [16](#i60e0d1313a89494db3b8cf2e4e5bfb85_49)] [added: [16](#i05694bb7d67a43afb7313186e8b605f6_49)] | | |

| | | | [Industry [removed: Regulation](#i60e0d1313a89494db3b8cf2e4e5bfb85_52)] [added: Regulation](#i05694bb7d67a43afb7313186e8b605f6_52)] | | | [removed: [17](#i60e0d1313a89494db3b8cf2e4e5bfb85_52)] [added: [17](#i05694bb7d67a43afb7313186e8b605f6_52)] | | |

| | | | [Environmental Matters and Safety [removed: Regulation](#i60e0d1313a89494db3b8cf2e4e5bfb85_55)] [added: Regulation](#i05694bb7d67a43afb7313186e8b605f6_55)] | | | [removed: [19](#i60e0d1313a89494db3b8cf2e4e5bfb85_55)] [added: [19](#i05694bb7d67a43afb7313186e8b605f6_55)] | | |

| | | | [Human [removed: Capital](#i60e0d1313a89494db3b8cf2e4e5bfb85_58)] [added: Capital](#i05694bb7d67a43afb7313186e8b605f6_61)] | | | [removed: [22](#i60e0d1313a89494db3b8cf2e4e5bfb85_58)] [added: [22](#i05694bb7d67a43afb7313186e8b605f6_61)] | | |

| | | | [Properties and [removed: Rights-of-Way](#i60e0d1313a89494db3b8cf2e4e5bfb85_61)] [added: Rights-of-Way](#i05694bb7d67a43afb7313186e8b605f6_64)] | | | [removed: [23](#i60e0d1313a89494db3b8cf2e4e5bfb85_61)] [added: [23](#i05694bb7d67a43afb7313186e8b605f6_64)] | | |

| | | | [Available [removed: Information](#i60e0d1313a89494db3b8cf2e4e5bfb85_67)] [added: Information](#i05694bb7d67a43afb7313186e8b605f6_67)] | | | [removed: [23](#i60e0d1313a89494db3b8cf2e4e5bfb85_67)] [added: [23](#i05694bb7d67a43afb7313186e8b605f6_67)] | | |

| [Item [removed: 1A.](#i60e0d1313a89494db3b8cf2e4e5bfb85_70)] [added: 1A.](#i05694bb7d67a43afb7313186e8b605f6_70)] | | | [Risk [removed: Factors](#i60e0d1313a89494db3b8cf2e4e5bfb85_70)] [added: Factors](#i05694bb7d67a43afb7313186e8b605f6_70)] | | | [removed: [23](#i60e0d1313a89494db3b8cf2e4e5bfb85_70)] [added: [23](#i05694bb7d67a43afb7313186e8b605f6_70)] | | |

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| [Item [removed: 3.](#i60e0d1313a89494db3b8cf2e4e5bfb85_76)] [added: 3.](#i05694bb7d67a43afb7313186e8b605f6_79)] | | | [Legal [removed: Proceedings](#i60e0d1313a89494db3b8cf2e4e5bfb85_76)] [added: Proceedings](#i05694bb7d67a43afb7313186e8b605f6_79)] | | | [removed: [38](#i60e0d1313a89494db3b8cf2e4e5bfb85_76)] [added: [38](#i05694bb7d67a43afb7313186e8b605f6_79)] | | |

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| [Item [removed: 7.](#i60e0d1313a89494db3b8cf2e4e5bfb85_91)] [added: 7.](#i05694bb7d67a43afb7313186e8b605f6_94)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i60e0d1313a89494db3b8cf2e4e5bfb85_91)] [added: Operations](#i05694bb7d67a43afb7313186e8b605f6_94)] | | | [removed: [39](#i60e0d1313a89494db3b8cf2e4e5bfb85_91)] [added: [39](#i05694bb7d67a43afb7313186e8b605f6_94)] | | |

| | | | [Critical Accounting [removed: Estimates](#i60e0d1313a89494db3b8cf2e4e5bfb85_97)] [added: Estimates](#i05694bb7d67a43afb7313186e8b605f6_100)] | | | [removed: [40](#i60e0d1313a89494db3b8cf2e4e5bfb85_97)] [added: [40](#i05694bb7d67a43afb7313186e8b605f6_100)] | | |

| | | | [Consolidated Earnings [removed: Results](#i60e0d1313a89494db3b8cf2e4e5bfb85_106)] [added: Results](#i05694bb7d67a43afb7313186e8b605f6_109)] | | | [removed: [46](#i60e0d1313a89494db3b8cf2e4e5bfb85_106)] [added: [45](#i05694bb7d67a43afb7313186e8b605f6_109)] | | |

| | | | [Non-GAAP Financial [removed: Measures](#i60e0d1313a89494db3b8cf2e4e5bfb85_109)] [added: Measures](#i05694bb7d67a43afb7313186e8b605f6_112)] | | | [removed: [48](#i60e0d1313a89494db3b8cf2e4e5bfb85_109)] [added: [47](#i05694bb7d67a43afb7313186e8b605f6_112)] | | |

| | | | [Segment Earnings [removed: Results](#i60e0d1313a89494db3b8cf2e4e5bfb85_112)] [added: Results](#i05694bb7d67a43afb7313186e8b605f6_115)] | | | [removed: [52](#i60e0d1313a89494db3b8cf2e4e5bfb85_112)] [added: [50](#i05694bb7d67a43afb7313186e8b605f6_115)] | | |

| | | | [Liquidity and Capital [removed: Resources](#i60e0d1313a89494db3b8cf2e4e5bfb85_133)] [added: Resources](#i05694bb7d67a43afb7313186e8b605f6_130)] | | | [removed: [58](#i60e0d1313a89494db3b8cf2e4e5bfb85_133)] [added: [56](#i05694bb7d67a43afb7313186e8b605f6_130)] | | |

| | | | [Short-term [removed: Liquidity](#i60e0d1313a89494db3b8cf2e4e5bfb85_139)] [added: Liquidity](#i05694bb7d67a43afb7313186e8b605f6_136)] | | | [removed: [59](#i60e0d1313a89494db3b8cf2e4e5bfb85_139)] [added: [57](#i05694bb7d67a43afb7313186e8b605f6_136)] | | |

| | | | [Long-term [removed: Financing](#i60e0d1313a89494db3b8cf2e4e5bfb85_142)] [added: Financing](#i05694bb7d67a43afb7313186e8b605f6_139)] | | | [removed: [60](#i60e0d1313a89494db3b8cf2e4e5bfb85_142)] [added: [58](#i05694bb7d67a43afb7313186e8b605f6_139)] | | |

| | | | [Off Balance Sheet [removed: Arrangements](#i60e0d1313a89494db3b8cf2e4e5bfb85_151)] [added: Arrangements](#i05694bb7d67a43afb7313186e8b605f6_145)] | | | [removed: [63](#i60e0d1313a89494db3b8cf2e4e5bfb85_151)] [added: [61](#i05694bb7d67a43afb7313186e8b605f6_145)] | | |

| | | | [Contractual Obligations and Commercial [removed: Commitments](#i60e0d1313a89494db3b8cf2e4e5bfb85_154)] [added: Commitments](#i05694bb7d67a43afb7313186e8b605f6_148)] | | | [removed: [63](#i60e0d1313a89494db3b8cf2e4e5bfb85_154)] [added: [61](#i05694bb7d67a43afb7313186e8b605f6_148)] | | |

| | | | [Dividends and Stock Buy-back [removed: Program](#i60e0d1313a89494db3b8cf2e4e5bfb85_160)] [added: Program](#i05694bb7d67a43afb7313186e8b605f6_154)] | | | [removed: [65](#i60e0d1313a89494db3b8cf2e4e5bfb85_160)] [added: [63](#i05694bb7d67a43afb7313186e8b605f6_154)] | | |

| | | | [Summarized Combined Financial Information for Guarantee of Securities of [removed: Subsidiaries](#i60e0d1313a89494db3b8cf2e4e5bfb85_163)] [added: Subsidiaries](#i05694bb7d67a43afb7313186e8b605f6_157)] | | | [removed: [66](#i60e0d1313a89494db3b8cf2e4e5bfb85_163)] [added: [64](#i05694bb7d67a43afb7313186e8b605f6_157)] | | |

| | | | [Recent Accounting [removed: Pronouncements](#i60e0d1313a89494db3b8cf2e4e5bfb85_166)] [added: Pronouncements](#i05694bb7d67a43afb7313186e8b605f6_160)] | | | [removed: [67](#i60e0d1313a89494db3b8cf2e4e5bfb85_166)] [added: [65](#i05694bb7d67a43afb7313186e8b605f6_160)] | | |

| | | | [Glossary](#i05694bb7d67a43afb7313186e8b605f6_10) | | | [1](#i05694bb7d67a43afb7313186e8b605f6_10) | | |

| | | | [PART I](#i05694bb7d67a43afb7313186e8b605f6_16) | | | | | |

| | | | [Products Pipelines](#i05694bb7d67a43afb7313186e8b605f6_40) | | | [10](#i05694bb7d67a43afb7313186e8b605f6_40) | | |

| | | | [Terminals](#i05694bb7d67a43afb7313186e8b605f6_43) | | | [12](#i05694bb7d67a43afb7313186e8b605f6_43) | | |

| | | | [CO](#i05694bb7d67a43afb7313186e8b605f6_46)2 | | | [14](#i05694bb7d67a43afb7313186e8b605f6_46) | | |

| | | | [Cybersecurity](#i05694bb7d67a43afb7313186e8b605f6_58) | | | [21](#i05694bb7d67a43afb7313186e8b605f6_58) | | |

| | | | [PART II](#i05694bb7d67a43afb7313186e8b605f6_85) | | | | | |

| | | | [General](#i05694bb7d67a43afb7313186e8b605f6_97) | | | [39](#i05694bb7d67a43afb7313186e8b605f6_97) | | |

| | | | [Results of Operations](#i05694bb7d67a43afb7313186e8b605f6_103) | | | [41](#i05694bb7d67a43afb7313186e8b605f6_103) | | |

| | | | [Overview](#i05694bb7d67a43afb7313186e8b605f6_106) | | | [41](#i05694bb7d67a43afb7313186e8b605f6_106) | | |

| | | | [General](#i05694bb7d67a43afb7313186e8b605f6_133) | | | [56](#i05694bb7d67a43afb7313186e8b605f6_133) | | |

| | | | [Capital Expenditures](#i05694bb7d67a43afb7313186e8b605f6_142) | | | [58](#i05694bb7d67a43afb7313186e8b605f6_142) | | |

| | | | [Cash Flows](#i05694bb7d67a43afb7313186e8b605f6_151) | | | [62](#i05694bb7d67a43afb7313186e8b605f6_151) | | |

| | | | [PART III](#i05694bb7d67a43afb7313186e8b605f6_283) | | | | | |

| | | | [PART IV](#i05694bb7d67a43afb7313186e8b605f6_301) | | | | | |

| [Signatures](#i05694bb7d67a43afb7313186e8b605f6_310) | | | | | | [133](#i05694bb7d67a43afb7313186e8b605f6_310) | | |

| Hiland | | | \= | | | Hiland Partners, LP | | | SLNG | | | \= | | | Southern LNG Company, L.L.C. | | |

| /d | | | \= | | | per day | | | MBbl | | | \= | | | thousand barrels | | |

| Bbl | | | \= | | | barrels | | | MMtons | | | \= | | | million tons | | |

| Bcf | | | \= | | | billion cubic feet | | | NYMEX | | | \= | | | New York Mercantile Exchange | | |

| FASB | | | \= | | | Financial Accounting Standards Board | | | RNG | | | \= | | | renewable natural gas | | |

| GTE | | | \= | | | gas-to-electric | | | SOFR | | | \= | | | Secured Overnight Financing Rate | | |

| LLC | | | \= | | | limited liability company | | | WTI | | | \= | | | West Texas Intermediate | | |

- cost overruns, delays, stoppages or other issues adversely impacting expansion projects;

- changes in commodity prices, including prices for crude oil, natural gas and NGL, and prices for environmental attributes such as RINs, and our ability to use hedging arrangements to reduce our direct exposure to such price changes;

- extraordinary events such as pandemics, acts of war or terrorist acts, including cybersecurity breaches, and the collateral impacts of such events, including disruptions of supply chains and economic activity;

However, there is no assurance that any of the actions, events or results expressed in forward-looking statements

All expected in-service dates for projects listed below assume timely receipt and continued effectiveness of all necessary permits and approvals.

| Acquisition | | | | | | | | | | | | | | | | | | | | |

| Gas gathering and processing system announced acquisition | | | | | | Acquisition of a natural gas gathering and processing system in North Dakota from Outrigger Energy II which includes a 0.27 Bcf/d processing facility and a 104-mile, large-diameter, high-pressure rich gas gathering header pipeline with 0.35 Bcf/d of capacity connecting supplies from the Williston Basin area to high-demand markets. | | | | | | Expected to close in the first quarter of 2025, pending clearance under Hart-Scott-Rodino. | | | | | | $640 million | | |

| Other Construction Projects | | | | | | | | | | | | | | | | | | | | |

| South System Expansion 4 (SSE4) | | | | | | Expansion project designed to increase SNG’s South Line capacity by approximately 1.2 Bcf/d. Expansion will be completed in two phases and is almost entirely comprised of brownfield looping and horsepower compression additions on the SNG and Elba Express pipeline systems. Supported by long-term contracts. | | | | | | First phase expected in-service date is fourth quarter of 2028. Second phase expected in-service date is fourth quarter of 2029. | | | | | | $1,659 million | | |

| Trident Intrastate pipeline project | | | | | | Project is designed to construct 216-mile pipeline which will provide approximately 1.5 Bcf/d of capacity from Katy, Texas to the LNG and industrial corridor near Port Arthur, Texas. Supported by long-term contracts. | | | | | | Expected in-service date is first quarter of 2027. | | | | | | $1,650 million | | |

| Mississippi Crossing project | | | | | | Project is designed to transport up to 2.1 Bcf/d of natural gas through the construction of approximately 206 miles of 42-inch and 36-inch pipeline and three new compressor stations. Project will originate near Greenville, Mississippi, and conclude near Butler, Alabama, with connections to the existing TGP system and third-party pipelines. Supported by long-term contracts. | | | | | | Expected in-service date is November 2028. | | | | | | $1,637 million | | |

| Altamont Green River pipeline project | | | | | | Construct 43 miles of 20-inch pipeline and associated compression providing approximately 0.15 Bcf/d of capacity from the Uinta basin to the Western Chipeta processing plant. | | | | | | Expected in-service date is third quarter of 2025. | | | | | | $263 million | | |

| GCX pipeline expansion | | | | | | Expansion project designed to increase natural gas deliveries by 0.57 Bcf/d from the Permian Basin to South Texas markets. Supported by long-term contracts. | | | | | | Expected in-service date is second quarter of 2026. | | | | | | $161 million | | |

| Double H Pipeline system conversion | | | | | | Project to convert Double H Pipeline system from crude oil to NGL service, providing Williston Basin producers and midstream companies with pipeline capacity to key market hubs. | | | | | | Expected in-service date is first quarter of 2026. | | | | | | $149 million | | |

(a) Pending litigation may delay project.

*Financings*

| GCX | | | | | | 34 | | % | | | | 530 | | | | | | 2.00 | | | | | | — | | |

| | | | [Glossary](#i60e0d1313a89494db3b8cf2e4e5bfb85_10) | | | [1](#i60e0d1313a89494db3b8cf2e4e5bfb85_10) | | |

| | | | [PART I](#i60e0d1313a89494db3b8cf2e4e5bfb85_16) | | | | | |

| | | | [Terminals](#i60e0d1313a89494db3b8cf2e4e5bfb85_43) | | | [12](#i60e0d1313a89494db3b8cf2e4e5bfb85_43) | | |

| | | | [CO](#i60e0d1313a89494db3b8cf2e4e5bfb85_46)2 | | | [14](#i60e0d1313a89494db3b8cf2e4e5bfb85_46) | | |

| | | | [S](#i60e0d1313a89494db3b8cf2e4e5bfb85_2565)[ec](#i60e0d1313a89494db3b8cf2e4e5bfb85_2565)[u](#i60e0d1313a89494db3b8cf2e4e5bfb85_2565)[r](#i60e0d1313a89494db3b8cf2e4e5bfb85_2565)[ity Regulations](#i60e0d1313a89494db3b8cf2e4e5bfb85_2565) | | | [21](#i60e0d1313a89494db3b8cf2e4e5bfb85_2565) | | |

| | | | [PART II](#i60e0d1313a89494db3b8cf2e4e5bfb85_82) | | | | | |

| | | | [General](#i60e0d1313a89494db3b8cf2e4e5bfb85_94) | | | [40](#i60e0d1313a89494db3b8cf2e4e5bfb85_94) | | |

| | | | [Results of Operations](#i60e0d1313a89494db3b8cf2e4e5bfb85_100) | | | [42](#i60e0d1313a89494db3b8cf2e4e5bfb85_100) | | |

| | | | [Overview](#i60e0d1313a89494db3b8cf2e4e5bfb85_103) | | | [42](#i60e0d1313a89494db3b8cf2e4e5bfb85_103) | | |

| | | | [General](#i60e0d1313a89494db3b8cf2e4e5bfb85_136) | | | [58](#i60e0d1313a89494db3b8cf2e4e5bfb85_136) | | |

| | | | [Capital Expenditures](#i60e0d1313a89494db3b8cf2e4e5bfb85_148) | | | [60](#i60e0d1313a89494db3b8cf2e4e5bfb85_148) | | |

| | | | [Cash Flows](#i60e0d1313a89494db3b8cf2e4e5bfb85_157) | | | [64](#i60e0d1313a89494db3b8cf2e4e5bfb85_157) | | |

| | | | [PART III](#i60e0d1313a89494db3b8cf2e4e5bfb85_286) | | | | | |

| | | | [PART IV](#i60e0d1313a89494db3b8cf2e4e5bfb85_304) | | | | | |

| [Signatures](#i60e0d1313a89494db3b8cf2e4e5bfb85_313) | | | | | | [138](#i60e0d1313a89494db3b8cf2e4e5bfb85_313) | | |

| | | | | | | | | | | | | | | | | | |

| Hiland | | | \= | | | Hiland Partners, LP | | | SFPP | | | \= | | | SFPP, L.P. | | |

| KMRNG | | | \= | | | Kinder Morgan RNG Holdco LLC | | | SNG | | | \= | | | Southern Natural Gas Company, L.L.C. | | |

| /d | | | \= | | | per day | | | LIBOR | | | \= | | | London Interbank Offered Rate | | |

| Bcf | | | \= | | | billion cubic feet | | | MMBbl | | | \= | | | million barrels | | |

| NGL | | | \= | | | natural gas liquids | | | | | | | | | | | |

| CO2 | | | \= | | | carbon dioxide or our CO2 business segment | | | NYMEX | | | \= | | | New York Mercantile Exchange | | |

| COVID-19 | | | \= | | | Coronavirus Disease 2019, a widespread contagious disease, or the related pandemic declared and resulting worldwide economic downturn | | | NYSE | | | \= | | | New York Stock Exchange | | |

| Dth | | | \= | | | dekatherms | | | ROU | | | \= | | | Right-of-Use | | |

| GAAP | | | \= | | | United States Generally Accepted Accounting Principles | | | SOFR | | | \= | | | Secured Overnight Financing Rate | | |

| GTE | | | \= | | | gas-to-electric | | | WTI | | | \= | | | West Texas Intermediate | | |

- issues, delays or stoppage associated with new construction or expansion projects;

| STX Midstream pipeline system acquisition | | | | | | Acquired a set of integrated, large diameter, high pressure natural gas pipeline systems that connect the Eagle Ford basin to growing Mexico and Gulf Coast demand markets with the purchase of the STX Midstream pipeline system from NextEra Energy Partners, LP. These pipeline systems include the Eagle Ford Transmission system, a 90% interest in the NET Mexico Pipeline LLC and a 50% interest in Dos Caminos, LLC. | | | | | | Acquired in December 2023. | | | | | | $1,831 million | | |

| TGP East 300 Upgrade | | | | | | Expansion project involved upgrading compression facilities upstream on TGP’s system in order to provide 115,000 Dth/d of capacity to Con Edison’s distribution system in Westchester County, New York. Supported by a long-term contract with Con Edison. | | | | | | Placed in service November 2023. | | | | | | $267 million | | |

| Eagle Ford transport project | | | | | | Expansion project included constructing 67 miles of 42-inch pipeline, multiple receipt and delivery meters and upgrades to Kinder Morgan Freer compressor station to transport up to 1.88 Bcf/d of lean Eagle Ford production to Gulf Coast markets. Supported by long-term contracts. | | | | | | Placed in service November 2023. | | | | | | $231 million | | |

| PHP expansion | | | | | | Joint venture project (our ownership interest of 27.74%) that expanded PHP’s capacity by approximately 550,000 Dth/d, increasing natural gas deliveries from the Permian to U.S. Gulf Coast markets. Supported by long-term contracts. | | | | | | Placed in service December 2023. | | | | | | $159 million | | |

| RNG facilities | | | | | | Construction of three additional landfill-based RNG facilities for KMRNG in order to provide approximately 3.5 Bcf of RNG a year. | | | | | | Twin Bridges placed in service June 2023. Liberty placed in service October 2023. Prairie View placed in service December 2023. | | | | | | $153 million | | |

| Greenholly pipeline - North Holly expansion | | | | | | Joint venture project (our ownership interest of 39.25%) that constructed 38 miles of 36-inch pipeline to provide 1.15 Bcf/d of capacity and runs from KinderHawk’s Greenwood system and partner receipt points to KinderHawk’s North Holly system. Supported by long-term contracts. | | | | | | Placed in service August 2023. | | | | | | $125 million | | |

| Other Announcements | | | | | | | | | | | | | | | | | | | | |

| 3Rivers Offload Phase II | | | | | | Construct 19 miles of 16-inch pipeline and associated compression allowing delivery of 27,000 Dth/d of incremental gathered production for third-party processing. | | | | | | Expected in-service date is second quarter 2025. | | | | | | $96 million | | |

*Financings and Share Repurchases*

On January 18, 2023, our board of directors (Board) approved an increase in our share repurchase authorization of our share buy-back program from $2 billion to $3 billion.

During 2023, we repurchased approximately 32 million shares of Class P common stock for $522 million at an average price of $16.56 per share.

We have approximately $1.5 billion of capacity remaining under this program.

On February 1, 2024, we issued $2,250 million of new senior notes to repay short-term borrowings, fund maturing debt and for general corporate purposes.

We employ a comprehensive strategy for identifying and addressing cybersecurity risks that is [added: consistent with the security directives issued by TSA where required and] aligned with the U.S. Department of Commerce’s National Institute of Standards and Technology Framework for Improving Critical Infrastructure Cybersecurity.

[removed: We perform] cybersecurity assessments with respect to third parties who provide critical services or who have access to or store critical confidential data.

“*Risk Factors—Risks Related to Our Business—A breach of information security or the failure of one or more key [removed: information technology (IT)] [added: IT] or operational (OT) systems, or those of third parties, may adversely affect our business, results of operations or business reputation.*” and “ *Attacks, including acts of terrorism or cyber sabotage, or the threat of such attacks, may adversely affect our business or reputation.*” for discussions of risks from cybersecurity threats we face.

Employees are tested [added: regularly] on [removed: this training] [added: cybersecurity,] and cybersecurity performance is considered in annual employee performance reviews.

This group provides a quarterly cybersecurity report to our senior management, including the Chief Executive Officer, President, Chief Financial Officer, Chief Operating Officer, Chief [added: Administrative Officer, Chief Information Officer, General Counsel, business segment Presidents and the Vice President—Corporate Security.]

Our Chief [removed: Executive Officer, General Counsel and] [added: Information Officer and, occasionally,] our Chief [removed: Information] [added: Executive] Officer [added: and our General Counsel] have attended classified briefings on cybersecurity in Washington, D.C. In addition to the quarterly reports to senior management, the cybersecurity team prepares broader management briefings that include updates regarding company-wide cybersecurity matters and initiatives and provide a forum for discussing data security risk solutions and formulating action plans.

Our cybersecurity team has in excess of [removed: 120] [added: 100] years of combined cybersecurity experience as of year-end [removed: 2023,] [added: 2024,] and members of the team hold various specialized certifications related to cybersecurity, including training related to penetration testing and information system auditing.

We perform

Administrative Officer, Chief Information Officer, General Counsel, business segment Presidents and the Vice President—Corporate Security.

We have not received any specified health and safety violations, orders or citations, related assessments or legal actions, mining-related fatalities, or similar events requiring disclosure pursuant to the mine safety disclosure requirements of the Dodd-Frank Act for the year ended December 31, [removed: 2023.][added: 2024.]

As of February [removed: 15, 2024,] [added: 12, 2025,] we had [removed: 9,540] [added: 9,082] holders of record of our Class P common stock, which does not include beneficial owners whose shares are held by a nominee, such as a broker or bank.

For information on our equity compensation plans, see Note [removed: 10] [added: 9] “Share-based Compensation and Employee Benefits*—Share-based Compensation*” to our consolidated financial statements.

“*Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations—General—2024] [added: Operations—General—2025] Dividends and Discretionary Capital*.”

Our Purchases of Our Class P Stock

(During the quarter ended December 31, 2023)

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Settlement Period | | | | | | Total number of securities purchased(a) | | | | | | Average price paid per security(b) | | | | | | Total number of securities purchased as part of publicly announced plans(a) | | | | | | Approximate dollar value of securities that may yet be purchased under the plans or programs(a) | | |

| October 1 to October 31, 2023 | | | | | | 5,706,428 | | | | | | $ | 16.41 | | | | | 5,706,428 | | | | | | $ | 1,574,253,794 | |

| November 1 to November 30, 2023 | | | | | | 2,386,705 | | | | | | 16.26 | | | | | | 2,386,705 | | | | | | 1,535,434,677 | | |

| December 1 to December 31, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,535,434,677 | | |

| Total | | | | | | 8,093,133 | | | | | | $ | 16.37 | | | | | 8,093,133 | | | | | | $ | 1,535,434,677 | |

(a)On July 19, 2017, our Board approved a $2 billion common share buy-back program.

On January 18, 2023, our Board approved an increase in our share repurchase authorization to $3 billion from $2 billion.

After repurchase, the shares are canceled and no longer outstanding.

(b)Amount includes any commission or other costs to repurchase shares.

Subsequent to December 31, 2023 and through February 16, 2024, we repurchased less than 1 million shares at an average price of $16.50 for $7 million.

| [Report of Independent Registered Public Accounting [removed: Firm](#i60e0d1313a89494db3b8cf2e4e5bfb85_187)] [added: Firm](#i05694bb7d67a43afb7313186e8b605f6_181)] | | | | | | (PCAOB ID: 238) | | | [removed: [71](#i60e0d1313a89494db3b8cf2e4e5bfb85_187)] [added: [69](#i05694bb7d67a43afb7313186e8b605f6_181)] | | |

| [Consolidated Statements of Income for the years ended December 31, [removed: 202](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[3](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[, 202](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[2](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)] [added: 202](#i05694bb7d67a43afb7313186e8b605f6_184)[4](#i05694bb7d67a43afb7313186e8b605f6_184)[, 202](#i05694bb7d67a43afb7313186e8b605f6_184)[3](#i05694bb7d67a43afb7313186e8b605f6_184)] [and [removed: 202](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)1] [added: 202](#i05694bb7d67a43afb7313186e8b605f6_184)2] | | | | | | | | | [removed: [74](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)] [added: [71](#i05694bb7d67a43afb7313186e8b605f6_184)] | | |

| [Consolidated Statements of Comprehensive Income for the years ended December [removed: 31,](#i60e0d1313a89494db3b8cf2e4e5bfb85_193) [202](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[3](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[, 202](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[2](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)] [added: 31,](#i05694bb7d67a43afb7313186e8b605f6_187) [202](#i05694bb7d67a43afb7313186e8b605f6_184)[4](#i05694bb7d67a43afb7313186e8b605f6_184)[, 202](#i05694bb7d67a43afb7313186e8b605f6_184)[3](#i05694bb7d67a43afb7313186e8b605f6_184)] [and [removed: 20](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)21] [added: 20](#i05694bb7d67a43afb7313186e8b605f6_184)22] | | | | | | | | | [removed: [75](#i60e0d1313a89494db3b8cf2e4e5bfb85_193)] [added: [72](#i05694bb7d67a43afb7313186e8b605f6_187)] | | |

| [Consolidated Balance Sheets as of December 31, [removed: 202](#i60e0d1313a89494db3b8cf2e4e5bfb85_196)[3](#i60e0d1313a89494db3b8cf2e4e5bfb85_196)] [added: 202](#i05694bb7d67a43afb7313186e8b605f6_190)[4](#i05694bb7d67a43afb7313186e8b605f6_190)] [and [removed: 202](#i60e0d1313a89494db3b8cf2e4e5bfb85_196)2] [added: 202](#i05694bb7d67a43afb7313186e8b605f6_190)3] | | | | | | | | | [removed: [76](#i60e0d1313a89494db3b8cf2e4e5bfb85_196)] [added: [73](#i05694bb7d67a43afb7313186e8b605f6_190)] | | |

| [Consolidated Statements of Cash Flows for the years ended December [removed: 31,](#i60e0d1313a89494db3b8cf2e4e5bfb85_199) [202](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[3](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[, 202](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[2](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)] [added: 31,](#i05694bb7d67a43afb7313186e8b605f6_193) [202](#i05694bb7d67a43afb7313186e8b605f6_184)[4](#i05694bb7d67a43afb7313186e8b605f6_184)[, 202](#i05694bb7d67a43afb7313186e8b605f6_184)[3](#i05694bb7d67a43afb7313186e8b605f6_184)] [and [removed: 20](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)21] [added: 20](#i05694bb7d67a43afb7313186e8b605f6_184)22] | | | | | | | | | [removed: [77](#i60e0d1313a89494db3b8cf2e4e5bfb85_199)] [added: [74](#i05694bb7d67a43afb7313186e8b605f6_193)] | | |

| [Consolidated Statements of Stockholders’ Equity as of and for the years ended December [removed: 31,](#i60e0d1313a89494db3b8cf2e4e5bfb85_202) [202](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[3](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[, 202](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)[2](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)] [added: 31,](#i05694bb7d67a43afb7313186e8b605f6_196) [202](#i05694bb7d67a43afb7313186e8b605f6_184)[4](#i05694bb7d67a43afb7313186e8b605f6_184)[, 202](#i05694bb7d67a43afb7313186e8b605f6_184)[3](#i05694bb7d67a43afb7313186e8b605f6_184)] [and [removed: 20](#i60e0d1313a89494db3b8cf2e4e5bfb85_190)21] [added: 20](#i05694bb7d67a43afb7313186e8b605f6_184)22] | | | | | | | | | [removed: [79](#i60e0d1313a89494db3b8cf2e4e5bfb85_202)] [added: [76](#i05694bb7d67a43afb7313186e8b605f6_196)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i60e0d1313a89494db3b8cf2e4e5bfb85_205)] [added: Statements](#i05694bb7d67a43afb7313186e8b605f6_199)] | | | | | | | | | [removed: [80](#i60e0d1313a89494db3b8cf2e4e5bfb85_205)] [added: [77](#i05694bb7d67a43afb7313186e8b605f6_199)] | | |

| [Note [removed: 2.](#i60e0d1313a89494db3b8cf2e4e5bfb85_211)] [added: 2.](#i05694bb7d67a43afb7313186e8b605f6_205)] | | | [Summary of Significant Accounting [removed: Policies](#i60e0d1313a89494db3b8cf2e4e5bfb85_211)] [added: Policies](#i05694bb7d67a43afb7313186e8b605f6_205)] | | | | | | [removed: [80](#i60e0d1313a89494db3b8cf2e4e5bfb85_211)] [added: [77](#i05694bb7d67a43afb7313186e8b605f6_205)] | | |

| [Note [removed: 3.](#i60e0d1313a89494db3b8cf2e4e5bfb85_214)] [added: 3.](#i05694bb7d67a43afb7313186e8b605f6_208)] | | | [Acquisitions and [removed: Divestitures](#i60e0d1313a89494db3b8cf2e4e5bfb85_214)] [added: Divestitures](#i05694bb7d67a43afb7313186e8b605f6_208)] | | | | | | [removed: [90](#i60e0d1313a89494db3b8cf2e4e5bfb85_214)] [added: [86](#i05694bb7d67a43afb7313186e8b605f6_208)] | | |

| [Note [removed: 5.](#i60e0d1313a89494db3b8cf2e4e5bfb85_220)] [added: 4.](#i05694bb7d67a43afb7313186e8b605f6_214)] | | | [Income [removed: Taxes](#i60e0d1313a89494db3b8cf2e4e5bfb85_220)] [added: Taxes](#i05694bb7d67a43afb7313186e8b605f6_214)] | | | | | | [removed: [94](#i60e0d1313a89494db3b8cf2e4e5bfb85_220)] [added: [89](#i05694bb7d67a43afb7313186e8b605f6_214)] | | |

| [Note [removed: 6.](#i60e0d1313a89494db3b8cf2e4e5bfb85_223)] [added: 5.](#i05694bb7d67a43afb7313186e8b605f6_217)] | | | [Property, Plant and Equipment, [removed: net](#i60e0d1313a89494db3b8cf2e4e5bfb85_223)] [added: net](#i05694bb7d67a43afb7313186e8b605f6_217)] | | | | | | [removed: [97](#i60e0d1313a89494db3b8cf2e4e5bfb85_223)] [added: [92](#i05694bb7d67a43afb7313186e8b605f6_217)] | | |

| [Note [removed: 10.](#i60e0d1313a89494db3b8cf2e4e5bfb85_235)] [added: 9.](#i05694bb7d67a43afb7313186e8b605f6_229)] | | | [Share-based Compensation and Employee [removed: Benefits](#i60e0d1313a89494db3b8cf2e4e5bfb85_235)] [added: Benefits](#i05694bb7d67a43afb7313186e8b605f6_229)] | | | | | | [removed: [104](#i60e0d1313a89494db3b8cf2e4e5bfb85_235)] [added: [98](#i05694bb7d67a43afb7313186e8b605f6_229)] | | |

We have audited the accompanying consolidated balance sheets of Kinder Morgan, Inc. and its subsidiaries (the “Company”) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the related consolidated statements of income, of comprehensive income, of stockholders’ equity and of cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] including the related notes (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023] [added: 2024] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.

A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the [added: company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.]

The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the consolidated financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that (i) [removed: relate] [added: relates] to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing [added: a] separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]

As described in Notes 2 and [removed: 8] [added: 7] to the consolidated financial statements, the Company’s consolidated goodwill balance was $20.1 billion as of December 31, [removed: 2023,] [added: 2024,] of which $20.0 billion relates to the Natural Gas Pipelines Regulated, Natural Gas Pipelines Non-Regulated, CO2, Products Pipelines, Products Pipelines Terminals, and Terminals reporting units (collectively, “the reporting units”).

[removed: *Acquisition of STX Midstream – Valuation of] [added: |] Property, [removed: Plant] [added: plant] and [removed: Equipment*][added: equipment | | | 217 | | | | | | 215 | | |]

[added: | 4.15%, due] February [removed: 20,] 2024 [added: | | | — | | | | | | 650 | | |]

| | | | [added: | | |] Year [removed: Ended December 31,] [added: Ended December 31, 2024] | | | | | | | | | | | | | | |

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Services | | | $ | [removed: 8,371] [added: 8,916] | | | | | $ | [removed: 8,145] [added: 8,371] | | | | | $ | [removed: 7,757] [added: 8,145] | |

| Commodity sales | | | [removed: 6,786] [added: 5,957] | | | | | | [removed: 10,897] [added: 6,786] | | | | | | [removed: 8,714] [added: 10,897] | | |

| Other | | | [removed: 177] [added: 227] | | | | | | [removed: 158] [added: 177] | | | | | | [removed: 139] [added: 158] | | |

| Total Revenues | | | [removed: 15,334] [added: 15,100] | | | | | | [removed: 19,200] [added: 15,334] | | | | | | [removed: 16,610] [added: 19,200] | | |

| Costs of sales (exclusive of items shown separately below) | | | [removed: 4,938] [added: 4,337] | | | | | | [removed: 9,255] [added: 4,938] | | | | | | [removed: 6,493] [added: 9,255] | | |

| Operations and maintenance | | | [removed: 2,807] [added: 2,972] | | | | | | [removed: 2,655] [added: 2,807] | | | | | | [removed: 2,368] [added: 2,655] | | |

| Depreciation, depletion and amortization | | | [removed: 2,250] [added: 2,354] | | | | | | [removed: 2,186] [added: 2,250] | | | | | | [removed: 2,135] [added: 2,186] | | |

| General and administrative | | | [removed: 668] [added: 712] | | | | | | [removed: 637] [added: 668] | | | | | | [removed: 655] [added: 637] | | |

| Taxes, other than income taxes | | | [removed: 421] [added: 433] | | | | | | [removed: 441] [added: 421] | | | | | | [removed: 426] [added: 441] | | |

| Other [removed: expense (income),] [added: income,] net | | | [removed: 2] [added: (92)] | | | | | | [removed: (7)] [added: (13)] | | | | | | [removed: (7)] [added: (39)] | | |

| Total Operating Costs, Expenses and Other | | | [removed: 11,071] [added: 10,716] | | | | | | [removed: 15,135] [added: 11,071] | | | | | | [removed: 13,694] [added: 15,135] | | |

| Operating Income | | | [removed: 4,263] [added: 4,384] | | | | | | [removed: 4,065] [added: 4,263] | | | | | | [removed: 2,916] [added: 4,065] | | |

| Earnings from equity investments | | | [removed: 838] [added: 890] | | | | | | [removed: 803] [added: 838] | | | | | | [removed: 591] [added: 803] | | |

| Amortization of excess cost of equity investments | | | [removed: (66)] [added: (50)] | | | | | | [removed: (75)] [added: (66)] | | | | | | [removed: (78)] [added: (75)] | | |

| Interest, net | | | [removed: (1,797)] [added: (1,844)] | | | | | | [removed: (1,513)] [added: (1,797)] | | | | | | [removed: (1,492)] [added: (1,513)] | | |

| Other, net [removed: (Note 3)] | | | [removed: (37)] [added: 27] | | | | | | [removed: 55] [added: (37)] | | | | | | [removed: 282] [added: 55] | | |

| [Note 1.](#i05694bb7d67a43afb7313186e8b605f6_202) | | | [General](#i05694bb7d67a43afb7313186e8b605f6_202) | | | | | | [77](#i05694bb7d67a43afb7313186e8b605f6_202) | | |

| [Note 6.](#i05694bb7d67a43afb7313186e8b605f6_220) | | | [Investments](#i05694bb7d67a43afb7313186e8b605f6_220) | | | | | | [93](#i05694bb7d67a43afb7313186e8b605f6_220) | | |

| [Note 7.](#i05694bb7d67a43afb7313186e8b605f6_223) | | | [Goodwill](#i05694bb7d67a43afb7313186e8b605f6_223) | | | | | | [94](#i05694bb7d67a43afb7313186e8b605f6_223) | | |

| [Note 8.](#i05694bb7d67a43afb7313186e8b605f6_226) | | | [Debt](#i05694bb7d67a43afb7313186e8b605f6_226) | | | | | | [94](#i05694bb7d67a43afb7313186e8b605f6_226) | | |

| [Note 10.](#i05694bb7d67a43afb7313186e8b605f6_235) | | | [Stockholders’ Equity](#i05694bb7d67a43afb7313186e8b605f6_235) | | | | | | [104](#i05694bb7d67a43afb7313186e8b605f6_235) | | |

| [Note 11.](#i05694bb7d67a43afb7313186e8b605f6_241) | | | [Related Party Transactions](#i05694bb7d67a43afb7313186e8b605f6_241) | | | | | | [106](#i05694bb7d67a43afb7313186e8b605f6_241) | | |

| [Note 12.](#i05694bb7d67a43afb7313186e8b605f6_244) | | | [Commitments and Contingent Liabilities](#i05694bb7d67a43afb7313186e8b605f6_244) | | | | | | [106](#i05694bb7d67a43afb7313186e8b605f6_244) | | |

| [Note 13.](#i05694bb7d67a43afb7313186e8b605f6_247) | | | [Risk Management](#i05694bb7d67a43afb7313186e8b605f6_247) | | | | | | [107](#i05694bb7d67a43afb7313186e8b605f6_247) | | |

| [Note 14.](#i05694bb7d67a43afb7313186e8b605f6_253) | | | [Revenue Recognition](#i05694bb7d67a43afb7313186e8b605f6_253) | | | | | | [112](#i05694bb7d67a43afb7313186e8b605f6_253) | | |

| [Note 15.](#i05694bb7d67a43afb7313186e8b605f6_259) | | | [Reportable Segments](#i05694bb7d67a43afb7313186e8b605f6_259) | | | | | | [115](#i05694bb7d67a43afb7313186e8b605f6_259) | | |

| [Note 16.](#i05694bb7d67a43afb7313186e8b605f6_262) | | | [Leases](#i05694bb7d67a43afb7313186e8b605f6_262) | | | | | | [120](#i05694bb7d67a43afb7313186e8b605f6_262) | | |

| [Note 17.](#i05694bb7d67a43afb7313186e8b605f6_265) | | | [Litigation and Environmental](#i05694bb7d67a43afb7313186e8b605f6_265) | | | | | | [121](#i05694bb7d67a43afb7313186e8b605f6_265) | | |

| [Note 18.](#i05694bb7d67a43afb7313186e8b605f6_268) | | | [Recent Accounting Pronouncements](#i05694bb7d67a43afb7313186e8b605f6_268) | | | | | | [125](#i05694bb7d67a43afb7313186e8b605f6_268) | | |

| Other current assets | | | 246 | | | | | | 333 | | |

| Other current liabilities | | | 878 | | | | | | 1,021 | | |

| Depreciation, depletion and amortization | | | 2,354 | | | | | | 2,250 | | | | | | 2,186 | | |

| Gain on divestitures, net | | | (74) | | | | | | (15) | | | | | | (32) | | |

| Accrued taxes | | | 5 | | | | | | 2 | | | | | | (5) | | |

| Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Deposits | | | (1) | | | | | | — | | | | | | — | | |

| Cash, Cash Equivalents and Restricted Deposits, end of period | | | 214 | | | | | | 96 | | | | | | 794 | | |

| Repurchases of shares | | | | | | | | | | | | | | | (1) | | | | | | | | | | | | (7) | | | | | | | | | | | | | | | | | | (7) | | | | | | | | | | | | (7) | | |

| Net income | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 2,613 | | | | | | | | | | | | 2,613 | | | | | | 107 | | | | | | 2,720 | | |

| Dividends | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (2,557) | | | | | | | | | | | | (2,557) | | | | | | | | | | | | (2,557) | | |

| Acquisition adjustment (Note 3) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | (38) | | | | | | (38) | | |

| Balance at December 31, 2024 | | | | | | | | | | | | | | | 2,222 | | | | | | $ | 22 | | | | | $ | 41,237 | | | | | $ | (10,633) | | | | | $ | (95) | | | | | $ | 30,531 | | | | | $ | 1,336 | | | | | $ | 31,867 | |

| | | | 2024 | | | | | | 2023 | | |

| Divestitures (Note 3) | | | (33) | | | | | | — | | |

| Acquisitions (Note 3) | | | 43 | | | | | | 12 | | |

| | | | | | | 2024 | | | | | | 2023 | | | | | |

For contracts with minimum volume provisions, we recognize the portion of the transaction price associated with the minimum provision as each service period expires and, as a result, our performance obligation is satisfied.

Costs associated with our crude oil, gas and

| | | | 2024 | | | | | | 2023 | | |

| (1) | | | | | | North McElroy Unit | | | $ | 61 | | | | | $ | 1 | | | | | $ | 102 | | | | | $ | — | | | | | $ | — | | | | | $ | (42) | | | | | $ | — | | | | | $ | — | |

| (2) | | | | | | STX Midstream | | | 1,829 | | | | | | 25 | | | | | | 1,199 | | | | | | 549 | | | | | | (6) | | | | | | — | | | | | | (66) | | | | | | 128 | | |

*(1) North McElroy Unit Acquisition*

On June 10, 2024, we completed the acquisition of AVAD Energy Partners’ interest in North McElroy Unit, which is an existing waterflood located in Crane County, Texas for a purchase price of $61 million.

The acquired long-term liabilities consist of asset retirement obligations.

The acquired assets are included in our CO2 business segment.

During the year ended December 31, 2024, the Company identified an adjustment of $38 million to the calculation of noncontrolling interest in addition to measurement period adjustments of $10 million, resulting in a net $28 million decrease to goodwill.

During the year ended December 31, 2024, we acquired an additional working interest from Collins Permian LP for a purchase price of $3 million, net of an immaterial asset retirement obligation assumed.

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| [Note 1.](#i60e0d1313a89494db3b8cf2e4e5bfb85_208) | | | [General](#i60e0d1313a89494db3b8cf2e4e5bfb85_208) | | | | | | [80](#i60e0d1313a89494db3b8cf2e4e5bfb85_208) | | |

| [Note 4.](#i60e0d1313a89494db3b8cf2e4e5bfb85_217) | | | [Losses and Gains on Divestitures, Impairments and Other Write-downs](#i60e0d1313a89494db3b8cf2e4e5bfb85_217) | | | | | | [93](#i60e0d1313a89494db3b8cf2e4e5bfb85_217) | | |

| [Note 7.](#i60e0d1313a89494db3b8cf2e4e5bfb85_226) | | | [Investments](#i60e0d1313a89494db3b8cf2e4e5bfb85_226) | | | | | | [98](#i60e0d1313a89494db3b8cf2e4e5bfb85_226) | | |

| [Note 8.](#i60e0d1313a89494db3b8cf2e4e5bfb85_229) | | | [Goodwill](#i60e0d1313a89494db3b8cf2e4e5bfb85_229) | | | | | | [99](#i60e0d1313a89494db3b8cf2e4e5bfb85_229) | | |

| [Note 9.](#i60e0d1313a89494db3b8cf2e4e5bfb85_232) | | | [Debt](#i60e0d1313a89494db3b8cf2e4e5bfb85_232) | | | | | | [100](#i60e0d1313a89494db3b8cf2e4e5bfb85_232) | | |

| [Note 11.](#i60e0d1313a89494db3b8cf2e4e5bfb85_241) | | | [Stockholders’ Equity](#i60e0d1313a89494db3b8cf2e4e5bfb85_241) | | | | | | [110](#i60e0d1313a89494db3b8cf2e4e5bfb85_241) | | |

| [Note 12.](#i60e0d1313a89494db3b8cf2e4e5bfb85_247) | | | [Related Party Transactions](#i60e0d1313a89494db3b8cf2e4e5bfb85_247) | | | | | | [112](#i60e0d1313a89494db3b8cf2e4e5bfb85_247) | | |

| [Note 13.](#i60e0d1313a89494db3b8cf2e4e5bfb85_250) | | | [Commitments and Contingent Liabilities](#i60e0d1313a89494db3b8cf2e4e5bfb85_250) | | | | | | [112](#i60e0d1313a89494db3b8cf2e4e5bfb85_250) | | |

| [Note 14.](#i60e0d1313a89494db3b8cf2e4e5bfb85_253) | | | [Risk Management](#i60e0d1313a89494db3b8cf2e4e5bfb85_253) | | | | | | [113](#i60e0d1313a89494db3b8cf2e4e5bfb85_253) | | |

| [Note 15.](#i60e0d1313a89494db3b8cf2e4e5bfb85_256) | | | [Revenue Recognition](#i60e0d1313a89494db3b8cf2e4e5bfb85_256) | | | | | | [118](#i60e0d1313a89494db3b8cf2e4e5bfb85_256) | | |

| [Note 16.](#i60e0d1313a89494db3b8cf2e4e5bfb85_262) | | | [Reportable Segments](#i60e0d1313a89494db3b8cf2e4e5bfb85_262) | | | | | | [121](#i60e0d1313a89494db3b8cf2e4e5bfb85_262) | | |

| [Note 17.](#i60e0d1313a89494db3b8cf2e4e5bfb85_265) | | | [Leases](#i60e0d1313a89494db3b8cf2e4e5bfb85_265) | | | | | | [125](#i60e0d1313a89494db3b8cf2e4e5bfb85_265) | | |

| [Note 18.](#i60e0d1313a89494db3b8cf2e4e5bfb85_268) | | | [Litigation and Environmental](#i60e0d1313a89494db3b8cf2e4e5bfb85_268) | | | | | | [126](#i60e0d1313a89494db3b8cf2e4e5bfb85_268) | | |

| [Note 19.](#i60e0d1313a89494db3b8cf2e4e5bfb85_271) | | | [Recent Accounting Pronouncements](#i60e0d1313a89494db3b8cf2e4e5bfb85_271) | | | | | | [130](#i60e0d1313a89494db3b8cf2e4e5bfb85_271) | | |

As described in Management’s Report on Internal Control over Financial Reporting, management has excluded STX Midstream from its assessment of internal control over financial reporting as of December 31, 2023, because it was acquired by the Company in a purchase business combination during 2023.

We have also excluded STX Midstream from our audit of internal control over financial reporting.

STX Midstream’s total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting both represent less than 3% of the related consolidated financial statement amounts as of and for the year ended December 31, 2023.

company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

As described in Note 3 to the consolidated financial statements, on December 28, 2023, the Company completed the acquisition of STX Midstream for a purchase price of $1.8 billion.

This acquisition resulted in the recognition of $1.2 billion of property, plant and equipment (PP&E).

For acquired businesses, the Company recognizes the identifiable assets acquired, the liabilities assumed and any noncontrolling interest in the acquiree at their estimated fair values on the date of acquisition with any excess purchase price over the fair value of net assets acquired recorded to goodwill.

Management determined the fair value of PP&E utilizing a replacement cost approach.

Determining the fair value of this item requires management judgment and the utilization of an independent valuation specialist and involves the use of significant estimates and assumptions.

The significant assumption made in performing this valuation includes the replacement costs used to value PP&E.

The principal considerations for our determination that performing procedures relating to the valuation of PP&E acquired in the acquisition of STX Midstream is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the PP&E acquired; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumption related to the replacement costs used to value the PP&E acquired; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

These procedures included testing the effectiveness of controls relating to the acquisition accounting, including controls over management’s valuation of the PP&E acquired.

These procedures also included, among others (i) reading the purchase agreement; (ii) testing management’s process for developing the fair value estimate of the PP&E acquired; (iii) evaluating the appropriateness of the replacement cost approach used by management; (iv) testing the completeness and accuracy of underlying data used in the replacement cost approach; and (v) evaluating the reasonableness of the significant assumption used by management related to the replacement costs used to value the PP&E acquired.

Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the replacement cost approach and (ii) the reasonableness of the replacement costs assumption used to value the PP&E acquired.

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| (Gain) loss on divestitures and impairments, net (Note 4) | | | (15) | | | | | | (32) | | | | | | 1,624 | | |

| Fair value of derivative contracts | | | 205 | | | | | | 465 | | |

| Change in fair market value of derivative contracts | | | (126) | | | | | | 56 | | | | | | 20 | | |

| Gain on sale of interest in equity investment (Note 3) | | | — | | | | | | — | | | | | | (206) | | |

| Sales of property, plant and equipment, investments, and other net assets, net of removal costs | | | (28) | | | | | | 6 | | | | | | 406 | | |

| Distributions to investment partner | | | — | | | | | | — | | | | | | (82) | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

As of December 31, [removed: 2023,] [added: 2024,] our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934.

Based on this assessment, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2023.][added: 2024.]

The effectiveness of our internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their audit report, which appears herein.

There has been no change in our internal control over financial reporting during the fourth quarter of [removed: 2023] [added: 2024] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

We completed the STX Midstream acquisition in a purchase business acquisition on December 28, 2023.

We excluded this business from the scope of management’s assessment of the effectiveness of our internal control over financial reporting as of December 31, 2023.

STX Midstream’s total assets and total revenues each represent less than 3% of our related consolidated financial statement amounts as of and for the year ended December 31, 2023.

During the quarter ended December 31, [removed: 2023,] [added: 2024,] none of our directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K).

The information required by this item is incorporated by reference from KMI’s definitive proxy statement for the [removed: 2024] [added: 2025] Annual Meeting of Stockholders, which shall be filed no later than April 30, [removed: 2024.][added: 2025.]

We have a securities trading policy governing the purchase, sale and other dispositions of KMI securities by directors,

officers, employees, and by us.

We believe that our securities trading policy is reasonably designed to promote compliance with insider trading laws, rules and regulations, and applicable listing standards.

A copy of our securities trading policy is filed as Exhibit 19.1 to this report.

The information required by this item is incorporated by reference from KMI’s definitive proxy statement for the [removed: 2024] [added: 2025] Annual Meeting of Stockholders, which shall be filed no later than April 30, [removed: 2024.][added: 2025.]

The information required by this item is incorporated by reference from KMI’s definitive proxy statement for the [removed: 2024] [added: 2025] Annual Meeting of Stockholders, which shall be filed no later than April 30, [removed: 2024.][added: 2025.]

The information required by this item is incorporated by reference from KMI’s definitive proxy statement for the [removed: 2024] [added: 2025] Annual Meeting of Stockholders, which shall be filed no later than April 30, [removed: 2024.][added: 2025.]

The information required by this item is incorporated by reference from KMI’s definitive proxy statement for the [removed: 2024] [added: 2025] Annual Meeting of Stockholders, which shall be filed no later than April 30, [removed: 2024.][added: 2025.]

“*Financial Statements and Supplementary Data*—Index to Financial Statements” set forth on Page [removed: [70](#i60e0d1313a89494db3b8cf2e4e5bfb85_184).][added: [68](#i05694bb7d67a43afb7313186e8b605f6_178).]

| 3.2 | | | | | | [Amended and Restated Bylaws of KMI (filed as Exhibit 3.1 to KMI’s Current Report on Form 8-K, [removed: filed January 24](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000014/kmi8-k01x18x2023xexhibit31.htm)[,](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000014/kmi8-k01x18x2023xexhibit31.htm) [2023 (File] [added: filed](https://www.sec.gov/Archives/edgar/data/1506307/000150630725000004/kmi01x28x2024amendedbylaws.htm) [January 2](https://www.sec.gov/Archives/edgar/data/1506307/000150630725000004/kmi01x28x2024amendedbylaws.htm)[8](https://www.sec.gov/Archives/edgar/data/1506307/000150630725000004/kmi01x28x2024amendedbylaws.htm)[, 202](https://www.sec.gov/Archives/edgar/data/1506307/000150630725000004/kmi01x28x2024amendedbylaws.htm)[5](https://www.sec.gov/Archives/edgar/data/1506307/000150630725000004/kmi01x28x2024amendedbylaws.htm) [(File] No. [removed: 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000014/kmi8-k01x18x2023xexhibit31.htm)] [added: 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630725000004/kmi01x28x2024amendedbylaws.htm)] | | |

| 4.1 | | | | | | [Form of certificate representing Class P common stock of KMI (filed as Exhibit 4.1 to KMI’s Registration Statement on Form S-1 filed on January 18, 2011 (File No. [removed: 333-170773)).](http://www.sec.gov/Archives/edgar/data/1506307/000104746911000168/a2201564zex-4_1.htm)] [added: 333-170773)).](https://www.sec.gov/Archives/edgar/data/1506307/000104746911000168/a2201564zex-4_1.htm)] | | |

| 4.2 | | | | | | [Shareholders Agreement among KMI and certain holders of common stock (filed as Exhibit 4.2 to KMI’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 (File No. [removed: 001-35081)).](http://www.sec.gov/Archives/edgar/data/1506307/000150630711000057/kmiex4_2.htm)] [added: 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630711000057/kmiex4_2.htm)] | | |

| 4.3 | | | | | | [Amendment No. 1 to the Shareholders Agreement among KMI and certain holders of common stock (filed as Exhibit 4.3 to KMI’s Current Report on Form 8-K filed on May 30, 2012 (File No. [removed: 001-35081)).](http://www.sec.gov/Archives/edgar/data/1506307/000119312512253766/d361051dex43.htm)] [added: 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000119312512253766/d361051dex43.htm)] | | |

| 4.4 | | | | | | [Amendment No. 2 to the Shareholders Agreement among KMI and certain holders of common stock (filed as Exhibit 4.1 to KMI’s Current Report on Form 8-K filed on December 3, 2014 (File No. [removed: 001-35081)).](http://www.sec.gov/Archives/edgar/data/1506307/000110465914084673/a14-25356_2ex4d1.htm)] [added: 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000110465914084673/a14-25356_2ex4d1.htm)] | | |

| 4.5 | | | | | | [Indenture dated as of December 9, 2005, among Kinder Morgan Finance Company LLC (formerly Kinder Morgan Finance Company, ULC), Kinder Morgan Kansas, Inc. and Wachovia Bank, National Association, as Trustee (filed as Exhibit 4.1 to Kinder Morgan Kansas, Inc.’s Current Report on Form 8-K filed on December 15, 2005 (File No. [removed: 1-06446)).](http://www.sec.gov/Archives/edgar/data/54502/000005450205000105/kmiex41indenture.htm)] [added: 1-06446)).](https://www.sec.gov/Archives/edgar/data/54502/000005450205000105/kmiex41indenture.htm)] | | |

| 4.6 | | | | | | [Forms of Kinder Morgan Finance Company LLC [added: Senior] Notes (included in the Indenture filed as Exhibit 4.1 to Kinder Morgan Kansas, Inc.’s Current Report on Form 8-K filed on December 15, 2005 (File No. [removed: 1-06446)).](http://www.sec.gov/Archives/edgar/data/54502/000005450205000105/kmiex41indenture.htm)] [added: 1-06446)).](https://www.sec.gov/Archives/edgar/data/54502/000005450205000105/kmiex41indenture.htm)] | | |

| 4.7 | | | | | | [Indenture dated January 2, 2001 between Kinder Morgan Energy Partners, L.P. and First Union National Bank, as trustee, relating to Senior Debt Securities (including form of Senior Debt Securities) (filed as Exhibit 4.11 to Kinder Morgan Energy Partners, L.P.’s Annual Report on Form 10-K for the year ended December 31, 2000 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000101410801000047/0001014108-01-000047-0005.txt)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000101410801000047/0001014108-01-000047-0005.txt)] | | |

| 4.8 | | | | | | [Certificate of the Vice President and Chief Financial Officer of Kinder Morgan Energy Partners, L.P. establishing the terms of the 7.40% [added: Senior] Notes due March 15, 2031 (filed as Exhibit 4.1 to Kinder Morgan Energy Partners, L.P.’s Current Report on Form 8-K filed on March 14, 2001 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000095012901001433/h84986ex4-1.txt)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000095012901001433/h84986ex4-1.txt)] | | |

| 4.9 | | | | | | [Specimen of 7.40% [added: Senior] Notes due March 15, 2031 in book-entry form (filed as Exhibit 4.3 to Kinder Morgan Energy Partners, L.P.’s Current Report on Form 8-K filed on March 14, 2001 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000095012901001433/h84986ex4-3.txt)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000095012901001433/h84986ex4-3.txt)] | | |

| 4.10 | | | | | | [Certificate of the Vice President and Chief Financial Officer of Kinder Morgan Energy Partners, L.P. establishing the terms of the 7.750% [added: Senior] Notes due March 15, 2032 (filed as Exhibit 4.1 to Kinder Morgan Energy Partners, L.P.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2002 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000101410802000055/km-ex41_391063.txt)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000101410802000055/km-ex41_391063.txt)] | | |

| 4.11 | | | | | | [Specimen of 7.750% [added: Senior] Notes due March 15, 2032 in book-entry form (filed as Exhibit 4.3 to Kinder Morgan Energy Partners, L.P.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2002 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000101410802000055/km-ex414_391065.txt)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000101410802000055/km-ex414_391065.txt)] | | |

| 4.12 | | | | | | [Indenture dated August 19, 2002 between Kinder Morgan Energy Partners, L.P. and Wachovia Bank, National Association, as Trustee (filed as Exhibit 4.1 to Kinder Morgan Energy Partners, L.P.’s Registration Statement on Form S-4 filed on October 4, 2002 (File No. [removed: 333-100346)).](http://www.sec.gov/Archives/edgar/data/888228/000095012902004898/h99635exv4w1.txt)] [added: 333-100346)).](https://www.sec.gov/Archives/edgar/data/888228/000095012902004898/h99635exv4w1.txt)] | | |

| 4.13 | | | | | | [First Supplemental Indenture to Indenture dated August 19, 2002, dated August 23, 2002 between Kinder Morgan Energy Partners, L.P. and Wachovia Bank, National Association, as Trustee (filed as Exhibit 4.2 to Kinder Morgan Energy Partners, L.P.’s Registration Statement on Form S-4 filed on October 4, 2002 (File No. [removed: 333-100346)).](http://www.sec.gov/Archives/edgar/data/888228/000095012902004898/h99635exv4w2.txt)] [added: 333-100346)).](https://www.sec.gov/Archives/edgar/data/888228/000095012902004898/h99635exv4w2.txt)] | | |

| 4.14 | | | | | | [Form of 7.30% [added: Senior] Notes due 2033 (included in the Indenture filed as Exhibit 4.1 to Kinder Morgan Energy Partners, L.P.’s Registration Statement on Form S-4 filed on October 4, 2002 (File No. [removed: 333-100346)).](http://www.sec.gov/Archives/edgar/data/888228/000095012902004898/h99635exv4w1.txt)] [added: 333-100346)).](https://www.sec.gov/Archives/edgar/data/888228/000095012902004898/h99635exv4w1.txt)] | | |

| 4.15 | | | | | | [Senior Indenture dated January 31, 2003 between Kinder Morgan Energy Partners, L.P. and Wachovia Bank, National Association (filed as Exhibit 4.2 to Kinder Morgan Energy Partners, L.P.’s Registration Statement on Form S-3 filed on February 4, 2003 (File No. [removed: 333-102961)).](http://www.sec.gov/Archives/edgar/data/888228/000095012903000560/h00168exv4w2.txt)] [added: 333-102961)).](https://www.sec.gov/Archives/edgar/data/888228/000095012903000560/h00168exv4w2.txt)] | | |

| 4.16 | | | | | | [Form of Senior Note of Kinder Morgan Energy Partners, L.P. (included in the Form of Senior Indenture filed as Exhibit 4.2 to Kinder Morgan Energy Partners, L.P.’s Registration Statement on Form S-3 filed on February 4, 2003 (File No. [removed: 333-102961)).](http://www.sec.gov/Archives/edgar/data/888228/000095012903000560/h00168exv4w2.txt)] [added: 333-102961)).](https://www.sec.gov/Archives/edgar/data/888228/000095012903000560/h00168exv4w2.txt)] | | |

| 4.17 | | | | | | [Certificate of the Vice President, Treasurer and Chief Financial Officer and the Vice President, General Counsel and Secretary of Kinder Morgan Management, LLC and Kinder Morgan G.P., Inc., on behalf of Kinder Morgan Energy Partners, L.P. establishing the terms of the 5.80% [added: Senior] Notes due March 15, 2035 (filed as Exhibit 4.1 to Kinder Morgan Energy Partners, L.P.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2005 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000101410805000145/km-ex41toform10q_1173998v3.txt)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000101410805000145/km-ex41toform10q_1173998v3.txt)] | | |

| 4.18 | | | | | | [Certificate of the Vice President and Chief Financial Officer of Kinder Morgan Management, LLC and Kinder Morgan G.P., Inc., on behalf of Kinder Morgan Energy Partners, L.P. establishing the terms of the 6.00% Senior Notes due 2017 and 6.50% Senior Notes due 2037 (filed as Exhibit 4.28 to Kinder Morgan Energy Partners, L.P.’s Annual Report on Form 10-K for the year ended December 31, 2006 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000101410807000032/km-form10k_ex428.txt)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000101410807000032/km-form10k_ex428.txt)] | | |

| 4.19 | | | | | | [Certificate of the Vice President and Treasurer and the Vice President and Chief Financial Officer of Kinder Morgan Management, LLC and Kinder Morgan G.P., Inc., on behalf of Kinder Morgan Energy Partners, L.P., establishing the terms of the 6.95% Senior Notes due 2038 (filed as Exhibit 4.2 to Kinder Morgan Energy Partners, L.P.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000101410807000171/km-ex42toform10q_7721174v4.htm)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000101410807000171/km-ex42toform10q_7721174v4.htm)] | | |

| 4.20 | | | | | | [Certificate of the Vice President and Chief Financial Officer and the Vice President and Treasurer of Kinder Morgan Management, LLC and Kinder Morgan G.P., Inc., on behalf of Kinder Morgan Energy Partners, L.P., establishing the terms of the 5.80% Senior Notes due 2021, and the 6.50% Senior Notes due 2039 (filed as Exhibit 4.2 to Kinder Morgan Energy Partners, L.P.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000114036109024152/ex4_2.htm)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000114036109024152/ex4_2.htm)] | | |

| 4.21 | | | | | | [Certificate of the Vice President and Chief Financial Officer and the Vice President and Treasurer of Kinder Morgan Management, LLC and Kinder Morgan G.P., Inc., on behalf of Kinder Morgan Energy Partners, L.P., establishing the terms of the 5.30% Senior Notes due 2020, and the 6.55% Senior Notes due 2040 (filed as Exhibit 4.2 to Kinder Morgan Energy Partners, L.P.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2010 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000101410810000170/km-ex42to10q_jun302010.htm)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000101410810000170/km-ex42to10q_jun302010.htm)] | | |

| 4.22 | | | | | | [Certificate of the Vice President and Chief Financial Officer and the Vice President and Treasurer of Kinder Morgan Management, LLC and Kinder Morgan G.P., Inc., on behalf of Kinder Morgan Energy Partners, L.P., establishing the terms of the 6.375% Senior Notes due 2041 (filed as Exhibit 4.1 to Kinder Morgan Energy Partners, L.P.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000088822811000028/exhibit_4-1.htm)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000088822811000028/exhibit_4-1.htm)] | | |

| 4.23 | | | | | | [Certificate of the Vice President and Chief Financial Officer and the Vice President and Treasurer of Kinder Morgan Management, LLC and Kinder Morgan G.P., Inc., on behalf of Kinder Morgan Energy Partners, L.P., establishing the terms of the 4.150% Senior Notes due 2022, and the 5.625% Senior Notes due 2041 (filed as Exhibit 4.1 to Kinder Morgan Energy Partners, L.P.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000088822811000058/exhibit_4-1.htm)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000088822811000058/exhibit_4-1.htm)] | | |

| 4.24 | | | | | | [Certificate of the Vice President, Finance and Investor Relations and the Vice President and Secretary of Kinder Morgan Management, LLC and Kinder Morgan G.P., Inc., on behalf of Kinder Morgan Energy Partners, L.P., establishing the terms of the 3.500% Senior Notes due 2021 and the 5.500% Senior Notes due 2044 (filed as Exhibit 4.1 to Kinder Morgan Energy Partners, L.P.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000088822814000024/kmp-201433ex41.htm)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000088822814000024/kmp-201433ex41.htm)] | | |

| 4.25 | | | | | | [Certificate of the Vice President and Treasurer and the Vice President and Secretary of Kinder Morgan Management, LLC and Kinder Morgan G.P., Inc., on behalf of Kinder Morgan Energy Partners, L.P., establishing the terms of the 4.250% Senior Notes due 2024 and the 5.400% Senior Notes due 2044 (filed as Exhibit 4.1 to Kinder Morgan Energy Partners, L.P.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2014 (File No. [removed: 1-11234)).](http://www.sec.gov/Archives/edgar/data/888228/000088822814000058/kmp-2014930ex41.htm)] [added: 1-11234)).](https://www.sec.gov/Archives/edgar/data/888228/000088822814000058/kmp-2014930ex41.htm)] | | |

| 4.26 | | | | | | [Indenture, dated March 1, 2012, between KMI and U.S. Bank National Association, as Trustee (filed as Exhibit 4.1 to KMI’s Registration Statement on Form S-3 filed on March 1, 2012 (File No. [removed: 001-35081)).](http://www.sec.gov/Archives/edgar/data/1506307/000104746912001949/a2207341zex-4_1.htm)] [added: 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000104746912001949/a2207341zex-4_1.htm)] | | |

| 4.27 | | | | | | [Certificate of the Vice President and Treasurer and the Vice President and Secretary of KMI establishing the terms of the 2.000% Senior Notes due 2017, the 3.050% Senior Notes due 2019, the 4.300% Senior Notes due 2025, the 5.300% Senior Notes due 2034 and the 5.550% Senior Notes due 2045 (filed as Exhibit 10.53 to KMI’s Annual Report on Form 10-K for the year ended December 31, 2014 (File No. [removed: 001-35081)).](http://www.sec.gov/Archives/edgar/data/1506307/000150630715000014/kmi-2014x10kxexh1053.htm)] [added: 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630715000014/kmi-2014x10kxexh1053.htm)] | | |

| 4.28 | | | | | | [Certificate of the Vice President and Treasurer and Vice President and Secretary of KMI establishing the terms of the 5.050% Senior Notes due 2046 (filed as Exhibit 4.1 to KMI’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 (File No. [removed: 001-35081)).](http://www.sec.gov/Archives/edgar/data/1506307/000150630715000020/kmi-03312015ex41.htm)] [added: 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630715000020/kmi-03312015ex41.htm)] | | |

| 4.29 | | | | | | [Certificate of the Vice President and Treasurer and Vice President and Secretary of KMI establishing the terms of the 1.500% Senior Notes due 2022 and 2.250% Senior Notes due 2027 (filed as Exhibit 4.2 to KMI’s Form 8-A, filed March 16, 2015 (File No. [removed: 001-35081)).](http://www.sec.gov/Archives/edgar/data/1506307/000110465915020123/a15-2741_8ex4d2.htm)] [added: 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000110465915020123/a15-2741_8ex4d2.htm)] | | |

| [removed: 4.32] [added: 4.30] | | | | | | [Certificate of the Vice President and Treasurer and the Vice President and Chief Financial Officer of KMI establishing the terms of the 4.300% Senior Notes due 2028 and the 5.200% Senior Notes due 2048 (filed as Exhibit 4.1 to KMI’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 (File No. [removed: 001-35081)).](http://www.sec.gov/Archives/edgar/data/1506307/000150630718000019/kmi-03312018ex41.htm)] [added: 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630718000019/kmi-03312018ex41.htm)] | | |

| [removed: 4.33] [added: 4.31] | | | | | | [Certificate of the Vice President and Chief Financial Officer, and Vice President, Investor Relations and Treasurer of KMI establishing the terms of the [removed: 2.00% Notes] [added: 2.00%](https://www.sec.gov/Archives/edgar/data/1506307/000150630720000097/kmi-09302020xex41.htm) [Senior](https://www.sec.gov/Archives/edgar/data/1506307/000150630720000097/kmi-09302020xex41.htm) [Notes] due February 15, 2031 and the [removed: 3.25% Notes] [added: 3.25%](https://www.sec.gov/Archives/edgar/data/1506307/000150630720000097/kmi-09302020xex41.htm) [Senior](https://www.sec.gov/Archives/edgar/data/1506307/000150630720000097/kmi-09302020xex41.htm) [Notes] due August 1, 2050 (filed as Exhibit 4.1 to KMI’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 (File No. 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630720000097/kmi-09302020xex41.htm) | | |

| [removed: 4.34] [added: 4.32] | | | | | | [Certificate of the Vice President and Chief Financial Officer, and Vice President, Investor Relations and Treasurer of KMI establishing the terms of the [removed: 3.60% Notes] [added: 3.60%](https://www.sec.gov/Archives/edgar/data/1506307/000150630721000032/kmi-03312021xex41.htm) [Senior](https://www.sec.gov/Archives/edgar/data/1506307/000150630720000097/kmi-09302020xex41.htm) [Notes] due February 15, 2051 (filed as Exhibit 4.1 to KMI’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (File No. 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630721000032/kmi-03312021xex41.htm) | | |

| [removed: 4.35] [added: 4.33] | | | | | | [Certificate of the Vice President and Chief Financial Officer and the Vice President and Treasurer of KMI establishing the terms of the [removed: 1.750% Notes] [added: 1.750%](https://www.sec.gov/Archives/edgar/data/1506307/000150630722000018/kmi-2021x10kxexh435.htm) [Senior](https://www.sec.gov/Archives/edgar/data/1506307/000150630720000097/kmi-09302020xex41.htm) [Notes] due 2026 (filed as Exhibit 4.35 to KMI’s Annual Report on Form 10-](https://www.sec.gov/Archives/edgar/data/1506307/000150630722000018/kmi-2021x10kxexh435.htm)K [for the year ended December 31, 2021 (File No. 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630722000018/kmi-2021x10kxexh435.htm) | | |

| [removed: 4.36] [added: 4.34] | | | | | | [Certificate of the Vice President and Treasurer and the Vice President and Chief Financial Officer of KMI establishing the terms of the 4.800% Senior Notes due 2033 and the 5.450% Senior Notes due 2052 (filed as Exhibit 4.1 to KMI’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022 (File No. [removed: 001-35081)).](http://www.sec.gov/Archives/edgar/data/888228/000088822814000058/kmp-2014930ex41.htm)] [added: 001-35081)).](https://www.sec.gov/Archives/edgar/data/888228/000088822814000058/kmp-2014930ex41.htm)] | | |

| [removed: 4.37] [added: 4.35] | | | | | | [Certificate of the Vice President and Treasurer and Vice President and Chief Financial Officer of Kinder Morgan, Inc. establishing the terms of the [removed: 5.200% Notes] [added: 5.200%](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000036/kmi-03312023exh41.htm) [Senior](https://www.sec.gov/Archives/edgar/data/1506307/000150630720000097/kmi-09302020xex41.htm) [Notes] due [removed: 2033](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000036/kmi-03312023exh41.htm) [](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000036/kmi-03312023exh41.htm)[(filed] [added: 2033 (filed] as Exhibit 4.1 to KMI’s Quarterly Report on Form 10-Q for the quarter [removed: ended](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000036/kmi-03312023exh41.htm) [March](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000036/kmi-03312023exh41.htm) [](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000036/kmi-03312023exh41.htm)[31](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000036/kmi-03312023exh41.htm)[, 202](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000036/kmi-03312023exh41.htm)[3](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000036/kmi-03312023exh41.htm) [(File] [added: ended March 31, 2023 (File] No. 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630723000036/kmi-03312023exh41.htm) | | |

| 4.39 | | | | | | [Description of Capital Stock of Kinder Morgan, Inc. Registered Pursuant to Section 12 of the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/1506307/000150630724000011/kmi-2023x10kxexh439.htm)] [added: 1934 (filed as Exhibit 4.39 to KMI’s Annual Report on Form 10-K for the year ended December 31, 2023 (File No. 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630724000011/kmi-2023x10kxexh439.htm)] | | |

| 10.3 | | | | | | [2016 Form of Employee Restricted Stock Unit Agreement (filed as Exhibit 10.2 to KMI’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016 (File No. [removed: 001-35081))](http://www.sec.gov/Archives/edgar/data/1506307/000150630716000103/kmi-06302016ex102.htm)] [added: 001-35081))](https://www.sec.gov/Archives/edgar/data/1506307/000150630716000103/kmi-06302016ex102.htm)] | | |

| 10.4 | | | | | | [2018 Form of Employee Restricted Stock Unit Agreement (filed as Exhibit 10.3 to KMI’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2018 (File No. [removed: 001-35081))](http://www.sec.gov/Archives/edgar/data/1506307/000150630718000058/kmi-06302018ex103.htm)] [added: 001-35081))](https://www.sec.gov/Archives/edgar/data/1506307/000150630718000058/kmi-06302018ex103.htm)] | | |

| 4.36 | | | | | | [Certificate of the Vice President and Treasurer and the Vice President and Chief Financial Officer of KMI establishing the terms of the 5.000% Senior Notes due 2029 and the 5.400% Senior Notes due 2034](https://www.sec.gov/Archives/edgar/data/1506307/000150630724000031/kmi-03312024exh41.htm) [(filed as Exhibit 4.1 to KMI’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 (File No. 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630724000031/kmi-03312024exh41.htm) | | |

| 4.37 | | | | | | [Certificate of the Vice President and Treasurer and the Vice President and Chief Financial Officer of KMI establishing the terms of the 5.100% Senior Notes due 2029 and the 5.950% Senior Notes due 2054 ((filed as Exhibit 4.1 to KMI’s Quarterly Report on Form 10-Q for the quarter ended](https://www.sec.gov/Archives/edgar/data/1506307/000150630724000119/kmi-09302024exh41.htm) [September](https://www.sec.gov/Archives/edgar/data/1506307/000150630724000119/kmi-09302024exh41.htm) [3](https://www.sec.gov/Archives/edgar/data/1506307/000150630724000119/kmi-09302024exh41.htm)[0](https://www.sec.gov/Archives/edgar/data/1506307/000150630724000119/kmi-09302024exh41.htm)[, 202](https://www.sec.gov/Archives/edgar/data/1506307/000150630724000119/kmi-09302024exh41.htm)[4](https://www.sec.gov/Archives/edgar/data/1506307/000150630724000119/kmi-09302024exh41.htm) [(File No. 001-35081)).](https://www.sec.gov/Archives/edgar/data/1506307/000150630724000119/kmi-09302024exh41.htm) | | |

| 19.1 | | | | | | [KMI Securities Trading Policy.](https://www.sec.gov/Archives/edgar/data/1506307/000150630725000008/kmi-2024x10kxexh191.htm) | | |

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| | | | | | | | | |

| Date: | | | February [removed: 20, 2024] [added: 13, 2025] | | | | | |

| /s/ DAVID P. MICHELS | | | | | | Vice President and Chief Financial Officer (principal financial officer and principal accounting officer) | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ KIMBERLY A. DANG | | | | | | Chief Executive Officer (principal executive officer); Director | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ RICHARD D. KINDER | | | | | | Executive Chairman | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ TED A. GARDNER | | | | | | Director | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ ANTHONY W. HALL, JR. | | | | | | Director | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ STEVEN J. KEAN | | | | | | Director | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ DEBORAH A. MACDONALD | | | | | | Director | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ MICHAEL C. MORGAN | | | | | | Director | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ ARTHUR C. REICHSTETTER | | | | | | Director | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ C. PARK SHAPER | | | | | | Director | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ WILLIAM A. SMITH | | | | | | Director | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ ROBERT F. VAGT | | | | | | Director | | | | | | February [removed: 20, 2024] [added: 13, 2025] | | |

| /s/ AMY W. CHRONIS | | | | | | Director | | | | | | February 13, 2025 | | |

| Amy W. Chronis | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ RONALD L. KUEHN, JR. | | | | | | Director | | | | | | February 20, 2024 | | |

| Ronald L. Kuehn, Jr. | | | | | | | | | | | | | | |

| /s/ JOEL V. STAFF | | | | | | Director | | | | | | February 20, 2024 | | |

| Joel V. Staff | | | | | | | | | | | | | | |