8-K/ALeadership Changes

KINDER MORGAN, INC. 8-K/A Report, Executive Changes (Jul 20, 2023)

Filed July 20, 2023For Securities:KMIEP-PC

Summary

This 8-K filing from Kinder Morgan, Inc. (KMI) serves as an amendment, detailing compensation adjustments for Kim Dang in anticipation of her transition to Chief Executive Officer (CEO) effective August 1, 2023. The primary focus is on a significant restricted stock unit (RSU) grant aimed at aligning her long-term interests with the company's performance and providing retention incentives. Investors should note the substantial RSU award of 636,575 units, scheduled to vest fully on July 31, 2026, contingent upon continued employment and meeting performance targets. Additionally, Ms. Dang has waived her participation in the Annual Incentive Plan for the remainder of 2023 and subsequent years, signaling a focus on long-term equity compensation as a primary driver of her incentives. This information is crucial for understanding the executive compensation structure and potential future share dilution.

Key Highlights

  • 1Kim Dang appointed CEO of KMI effective August 1, 2023.
  • 2Ms. Dang received a grant of 636,575 restricted stock units (RSUs).
  • 3The RSUs are issued under KMI's 2021 Amended and Restated Stock Incentive Plan.
  • 4Vesting of RSUs is scheduled for July 31, 2026, subject to continued employment and performance hurdles.
  • 5Ms. Dang waived participation in the Amended and Restated Annual Incentive Plan for 2023 (CEO service period) and future years.
  • 6This filing is an amendment (8-K/A) to a previous filing, indicating updated details on compensation.

Frequently Asked Questions

This 8-K filing is an amendment that provides updated information on the compensation arrangements for Kim Dang, specifically in connection with her upcoming appointment as CEO of Kinder Morgan, Inc. on August 1, 2023.

Kim Dang was granted 636,575 restricted stock units (RSUs) under KMI's stock incentive plan. These RSUs are subject to a three-year vesting period, concluding on July 31, 2026, and are contingent upon her continued employment and the achievement of applicable performance metrics.

Ms. Dang has opted out of participating in Kinder Morgan's Annual Incentive Plan for the remainder of 2023 (from her CEO service period onwards) and for all future years. Her compensation will primarily be driven by the long-term equity award (RSUs) mentioned above.

The restricted stock units granted to Ms. Dang will vest in full on July 31, 2026, provided that she remains employed by KMI through that date and that any stipulated performance targets have been met.