KINDER MORGAN, INC. — Director's Dealing 2015

Oct 27, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KINDER MORGAN, INC. (KMI)
CIK: 0001506307
Period of Report: 2015-10-27

Reporting Person: KEAN STEVEN J (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-10-27	Depositary Shares	$	P	5102	Acquired		Class P Common Stock (7877)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class P Common Stock	7296624	Direct
Class P Common Stock	230000	Indirect

Footnotes

F1: Includes 754,717 shares subject to forfeiture restrictions that lapse on July 16, 2019.

F2: The reporting person is the sole general partnership of the limited partnership, and two trusts of which family members of the reporting person are sole beneficiaries and the reporting person is sole trustee each own a 49.5% limited partner interest in the limited partnership. The reporting person disclaims beneficial ownership of the Class P common stock held by the limited partnership except to the extent of his pecuniary interest therein.

F3: Each Depositary Share represents 1/20th of s share of Kinder Morgan, Inc.'s 9.75% Series A Mandatory Convertible Preferred Stock, par value $0.01 per share (the "Series A Preferred Stock"). At any time prior to October 26, 2018, a holder of 20 Depositary Shares may cause the conversion of one share of the Series A Preferred Stock into a number of shares of Kinder Morgan, Inc.'s Class P Common Stock ("Common Stock") equal to the minimum conversion rate of 30.8800 (equivalent to a Depositary Share to Common Stock conversion rate of 1.5440), subject to adjustment. On October 26, 2018, any Depositary Shares remaining outstanding will mandatorily convert to Common Stock at a conversion rate ranging from 30.8800 to 36.2840 shares of Common Stock per Depositary Share (or a Series A Preferred Stock to Common Stock conversion rate ranging from 1.5440 to 1.8142), subject to adjustment.