10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

F O R M  10-Q  

☑  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2023

or

☐  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____to_____

Commission file number: 001-35081

KINDER MORGAN, INC.

(Exact name of registrant as specified in its charter)

Delaware	80-0682103
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1001 Louisiana Street, Suite 1000, Houston, Texas 77002

(Address of principal executive offices)(zip code)

Registrant’s telephone number, including area code: 713-369-9000

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class P Common Stock	KMI	New York Stock Exchange
2.250% Senior Notes due 2027	KMI 27 A	New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes þ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes þ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “non-accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer þ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes ☐ No þ

As of April 20, 2023, the registrant had 2,241,213,694 shares of Class P common stock outstanding.

KINDER MORGAN, INC. AND SUBSIDIARIES

TABLE OF CONTENTS

			Page Number
	Glossary		2
	Information Regarding Forward-Looking Statements		3
	PART I.  FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)
	Consolidated Statements of Income - Three Months Ended March 31, 2023 and 2022		4
	Consolidated Statements of Comprehensive Income - Three Months Ended March 31, 2023 and 2022		5
	Consolidated Balance Sheets - as of March 31, 2023 and December 31, 2022		6
	Consolidated Statements of Cash Flows - Three Months Ended March 31, 2023 and 2022		7
	Consolidated Statements of Stockholders’ Equity - Three Months Ended March 31, 2023 and 2022		9
	Notes to Consolidated Financial Statements		10
	Note 1.	General	10
	Note 2.	Losses on Impairments	11
	Note 3.	Debt	12
	Note 4.	Stockholders’ Equity	13
	Note 5.	Risk Management	14
	Note 6.	Revenue Recognition	19
	Note 7.	Reportable Segments	21
	Note 8.	Income Taxes	22
	Note 9.	Litigation and Environmental	22
	Note 10.	Recent Accounting Pronouncements	26
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations
	General and Basis of Presentation		27
	Results of Operations		27
	Overview		27
	Consolidated Earnings Results		30
	Non-GAAP Financial Measures		32
	Segment Earnings Results		35
	Liquidity and Capital Resources		41
	Summarized Combined Financial Information for Guarantee of Securities of Subsidiaries		46
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		47
Item 4.	Controls and Procedures		47
	PART II.  OTHER INFORMATION
Item 1.	Legal Proceedings		47
Item 1A.	Risk Factors		47
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		48
Item 3.	Defaults Upon Senior Securities		48
Item 4.	Mine Safety Disclosures		48
Item 5.	Other Information		49
Item 6.	Exhibits		50
	Signature		51

1

KINDER MORGAN, INC. AND SUBSIDIARIES

GLOSSARY

Company Abbreviations

EPNG	=	El Paso Natural Gas Company, L.L.C.	Ruby	=	Ruby Pipeline Holding Company, L.L.C.
KMBT	=	Kinder Morgan Bulk Terminals, Inc.	SFPP	=	SFPP, L.P.
KMI	=	Kinder Morgan, Inc. and its majority-owned and/or controlled subsidiaries	SNG	=	Southern Natural Gas Company, L.L.C.
			TGP	=	Tennessee Gas Pipeline Company, L.L.C.
KMLT	=	Kinder Morgan Liquid Terminals, LLC
Unless the context otherwise requires, references to “we,” “us,” “our,” or “the Company” are intended to mean Kinder Morgan, Inc. and its majority-owned and/or controlled subsidiaries.
Common Industry and Other Terms
/d	=	per day	FERC	=	Federal Energy Regulatory Commission
Bbl	=	barrels	GAAP	=	U.S. Generally Accepted Accounting Principles
BBtu	=	billion British Thermal Units	LLC	=	limited liability company
Bcf	=	billion cubic feet	LIBOR	=	London Interbank Offered Rate
CERCLA	=	Comprehensive Environmental Response, Compensation and Liability Act	MBbl	=	thousand barrels
			MMBbl	=	million barrels
CO2	=	carbon dioxide or our CO2 business segment	MMtons	=	million tons
DCF	=	distributable cash flow	NGL	=	natural gas liquids
DD&A	=	depreciation, depletion and amortization	NYMEX	=	New York Mercantile Exchange
EBDA	=	earnings before depreciation, depletion and amortization expenses, including amortization of excess cost of equity investments	OTC	=	over-the-counter
			PHMSA	=	Pipeline and Hazardous Materials Safety Administration
EBITDA	=	earnings before interest, income taxes, depreciation, depletion and amortization expenses, and amortization of excess cost of equity investments	RNG	=	Renewable natural gas
			ROU	=	Right-of-Use
EPA	=	U.S. Environmental Protection Agency	U.S.	=	United States of America
FASB	=	Financial Accounting Standards Board	WTI	=	West Texas Intermediate

2

Information Regarding Forward-Looking Statements

This report includes forward-looking statements. These forward-looking statements are identified as any statement that does not relate strictly to historical or current facts. They use words such as “anticipate,” “believe,” “intend,” “plan,” “projection,” “forecast,” “strategy,” “outlook,” “continue,” “estimate,” “expect,” “may,” “will,” “shall,” or the negative of those terms or other variations of them or comparable terminology. In particular, expressed or implied statements concerning future actions, conditions or events, future operating results or the ability to generate sales, income or cash flow, service debt or pay dividends, are forward-looking statements. Forward-looking statements in this report include, among others, express or implied statements pertaining to: the long-term demand for our assets and services, our anticipated dividends and capital projects, including expected completion timing and benefits of those projects.

Important factors that could cause actual results to differ materially from those expressed in or implied by the forward-looking statements in this report include: the timing and extent of changes in the supply of and demand for the products we transport and handle; commodity prices; and the other risks and uncertainties described in Part I, Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” Part I, Item 3. “Quantitative and Qualitative Disclosures About Market Risk” and Part II, Item 1A. “Risk Factors” in this report, as well as “Information Regarding Forward-Looking Statements” and Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2022 (except to the extent such information is modified or superseded by information in subsequent reports).

You should keep these risk factors in mind when considering forward-looking statements. These risk factors could cause our actual results to differ materially from those contained in any forward-looking statement. Because of these risks and uncertainties, you should not place undue reliance on any forward-looking statement. We disclaim any obligation, other than as required by applicable law, to publicly update or revise any of our forward-looking statements to reflect future events or developments.

3

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements.

KINDER MORGAN, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In millions, except per share amounts, unaudited)

	Three Months Ended March 31,
	2023		2022
Revenues
Services	$	2,069	$	2,050
Commodity sales	1,785		2,208
Other	34		35
Total Revenues	3,888		4,293
Operating Costs, Expenses and Other
Costs of sales (exclusive of items shown separately below)	1,215		1,894
Operations and maintenance	639		585
Depreciation, depletion and amortization	565		538
General and administrative	166		156
Taxes, other than income taxes	110		111
Gain on divestitures and impairments, net	—		(10)
Other income, net	(1)		(5)
Total Operating Costs, Expenses and Other	2,694		3,269
Operating Income	1,194		1,024
Other Income (Expense)
Earnings from equity investments	165		187
Amortization of excess cost of equity investments	(17)		(19)
Interest, net	(445)		(333)
Other, net	2		19
Total Other Expense	(295)		(146)
Income Before Income Taxes	899		878
Income Tax Expense	(196)		(194)
Net Income	703		684
Net Income Attributable to Noncontrolling Interests	(24)		(17)
Net Income Attributable to Kinder Morgan, Inc.	$	679	$	667
Class P Common Stock
Basic and Diluted Earnings Per Share	$	0.30	$	0.29
Basic and Diluted Weighted Average Shares Outstanding	2,247		2,267

The accompanying notes are an integral part of these consolidated financial statements.

4

KINDER MORGAN, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions, unaudited)

	Three Months Ended March 31,
	2023		2022
Net income	$	703	$	684
Other comprehensive income (loss), net of tax
Net unrealized gain (loss) from derivative instruments (net of taxes of $(32) and $125, respectively)	106		(411)
Reclassification into earnings of net derivative instruments loss to net income (net of taxes of $15 and $(41), respectively)	(49)		135
Benefit plan adjustments (net of taxes of $(1) and $(4), respectively)	4		13
Total other comprehensive income (loss)	61		(263)
Comprehensive income	764		421
Comprehensive income attributable to noncontrolling interests	(24)		(17)
Comprehensive income attributable to KMI	$	740	$	404

The accompanying notes are an integral part of these consolidated financial statements.

5

KINDER MORGAN, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In millions, except share and per share amounts, unaudited)

	March 31, 2023		December 31, 2022
ASSETS
Current Assets
Cash and cash equivalents	$	416	$	745
Restricted deposits	22		49
Accounts receivable	1,321		1,840
Fair value of derivative contracts	164		231
Inventories	589		634
Other current assets	184		304
Total current assets	2,696		3,803
Property, plant and equipment, net	35,639		35,599
Investments	7,616		7,653
Goodwill	19,965		19,965
Other intangibles, net	1,743		1,809
Deferred charges and other assets	1,272		1,249
Total Assets	$	68,931	$	70,078
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Current portion of debt	$	2,160	$	3,385
Accounts payable	1,087		1,444
Accrued interest	351		515
Fair value of derivative contracts	344		465
Other current liabilities	833		1,121
Total current liabilities	4,775		6,930
Long-term liabilities and deferred credits
Long-term debt
Outstanding	29,139		28,288
Debt fair value adjustments	207		115
Total long-term debt	29,346		28,403
Deferred income taxes	831		623
Other long-term liabilities and deferred credits	1,865		2,008
Total long-term liabilities and deferred credits	32,042		31,034
Total Liabilities	36,817		37,964
Commitments and contingencies (Notes 3 and 9)
Stockholders’ Equity
Class P Common Stock, $0.01 par value, 4,000,000,000 shares authorized, 2,241,158,000 and 2,247,681,626 shares, respectively, issued and outstanding	22		22
Additional paid-in capital	41,575		41,673
Accumulated deficit	(10,499)		(10,551)
Accumulated other comprehensive loss	(341)		(402)
Total Kinder Morgan, Inc.’s stockholders’ equity	30,757		30,742
Noncontrolling interests	1,357		1,372
Total Stockholders’ Equity	32,114		32,114
Total Liabilities and Stockholders’ Equity	$	68,931	$	70,078

The accompanying notes are an integral part of these consolidated financial statements.

6

KINDER MORGAN, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions, unaudited)
	Three Months Ended March 31,
	2023		2022
Cash Flows From Operating Activities
Net income	$	703	$	684
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation, depletion and amortization	565		538
Deferred income taxes	190		190
Amortization of excess cost of equity investments	17		19
Change in fair value of derivative contracts	(66)		77
Gain on divestitures and impairments, net	—		(10)
Earnings from equity investments	(165)		(187)
Distributions from equity investment earnings	188		165
Changes in components of working capital
Accounts receivable	536		(51)
Inventories	88		(34)
Other current assets	93		(14)
Accounts payable	(368)		55
Accrued interest, net of interest rate swaps	(162)		(188)
Other current liabilities	(236)		(98)
Rate reparations, refunds and other litigation reserve adjustments	2		(68)
Other, net	(52)		6
Net Cash Provided by Operating Activities	1,333		1,084
Cash Flows From Investing Activities
Capital expenditures	(507)		(407)
Contributions to investments	(45)		(11)
Distributions from equity investments in excess of cumulative earnings	61		50
Other, net	(17)		(3)
Net Cash Used in Investing Activities	(508)		(371)
Cash Flows From Financing Activities
Issuances of debt	2,794		1,588
Payments of debt	(3,180)		(2,453)
Debt issue costs	(13)		(4)
Dividends	(627)		(616)
Repurchases of shares	(113)		(1)
Distributions to noncontrolling interests	(39)		(26)
Other, net	(3)		—
Net Cash Used in Financing Activities	(1,181)		(1,512)
Net Decrease in Cash, Cash Equivalents and Restricted Deposits	(356)		(799)
Cash, Cash Equivalents and Restricted Deposits, beginning of period	794		1,147
Cash, Cash Equivalents and Restricted Deposits, end of period	$	438	$	348

7

KINDER MORGAN, INC. AND SUBSIDIARIES (Continued)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions, unaudited)
	Three Months Ended March 31,
	2023		2022
Cash and Cash Equivalents, beginning of period	$	745	$	1,140
Restricted Deposits, beginning of period	49		7
Cash, Cash Equivalents and Restricted Deposits, beginning of period	794		1,147
Cash and Cash Equivalents, end of period	416		84
Restricted Deposits, end of period	22		264
Cash, Cash Equivalents and Restricted Deposits, end of period	438		348
Net Decrease in Cash, Cash Equivalents and Restricted Deposits	$	(356)	$	(799)
Non-cash Investing and Financing Activities
Assets contributed to equity investment	$	16	$	—
ROU assets and operating lease obligations recognized including adjustments	11		3
Increase in property, plant and equipment from both accruals and contractor retainage	15
Supplemental Disclosures of Cash Flow Information
Cash paid during the period for interest (net of capitalized interest)	617		561
Cash paid during the period for income taxes, net	1		1

The accompanying notes are an integral part of these consolidated financial statements.

8

KINDER MORGAN, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In millions, unaudited)

	Common stock			Additional paid-in capital		Accumulated deficit		Accumulated other comprehensive loss		Stockholders’ equity attributable to KMI		Non- controlling interests		Total
	Issued shares	Par value
Balance at December 31, 2022	2,248	$	22	$	41,673	$	(10,551)	$	(402)	$	30,742	$	1,372	$	32,114
Repurchases of shares	(7)			(113)						(113)				(113)
Restricted shares				15						15				15
Net income						679				679		24		703
Dividends						(627)				(627)				(627)
Distributions										—		(39)		(39)
Other comprehensive income								61		61				61
Balance at March 31, 2023	2,241	$	22	$	41,575	$	(10,499)	$	(341)	$	30,757	$	1,357	$	32,114

	Common stock			Additional paid-in capital		Accumulated deficit		Accumulated other comprehensive loss		Stockholders’ equity attributable to KMI		Non- controlling interests		Total
	Issued shares	Par value
Balance at December 31, 2021	2,267	$	23	$	41,806	$	(10,595)	$	(411)	$	30,823	$	1,098	$	31,921
Impact of adoption of ASU 2020-06 (Note 4)				(11)						(11)				(11)
Balance at January 1, 2022	2,267	23		41,795		(10,595)		(411)		30,812		1,098		31,910
Repurchases of shares				(1)						(1)				(1)
EP Trust I Preferred security conversions				1						1				1
Restricted shares				18						18				18
Net income						667				667		17		684
Dividends						(616)				(616)				(616)
Distributions										—		(26)		(26)
Other comprehensive loss								(263)		(263)				(263)
Balance at March 31, 2022	2,267	$	23	$	41,813	$	(10,544)	$	(674)	$	30,618	$	1,089	$	31,707

The accompanying notes are an integral part of these consolidated financial statements.

9

KINDER MORGAN, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. General

Organization

We are one of the largest energy infrastructure companies in North America. We own an interest in or operate approximately 82,000 miles of pipelines, 140 terminals, 700 Bcf of working natural gas storage capacity and 2.3 Bcf per year of RNG generation capacity. Our pipelines transport natural gas, refined petroleum products, renewable fuels, crude oil, condensate, CO2 and other products, and our terminals store and handle various commodities including gasoline, diesel fuel, renewable fuel feedstocks, chemicals, ethanol, metals and petroleum coke.

Basis of Presentation

General

Our accompanying unaudited consolidated financial statements have been prepared under the rules and regulations of the U.S. Securities and Exchange Commission (SEC). These rules and regulations conform to the accounting principles contained in the FASB’s Accounting Standards Codification (ASC), the single source of GAAP. In compliance with such rules and regulations, all significant intercompany items have been eliminated in consolidation.

In our opinion, all adjustments, which are of a normal and recurring nature, considered necessary for a fair statement of our financial position and operating results for the interim periods have been included in the accompanying consolidated financial statements, and certain amounts from prior periods have been reclassified to conform to the current presentation. Interim results are not necessarily indicative of results for a full year; accordingly, you should read these consolidated financial statements in conjunction with our consolidated financial statements and related notes included in our 2022 Form 10-K.

The accompanying unaudited consolidated financial statements include our accounts and the accounts of our subsidiaries over which we have control or are the primary beneficiary. We evaluate our financial interests in business enterprises to determine if they represent variable interest entities where we are the primary beneficiary.  If such criteria are met, we consolidate the financial statements of such businesses with those of our own.

Earnings per Share

We calculate earnings per share using the two-class method. Earnings were allocated to Class P common stock and participating securities based on the amount of dividends paid in the current period plus an allocation of the undistributed earnings or excess distributions over earnings to the extent that each security participates in earnings or excess distributions over earnings. Our unvested restricted stock awards, which may be restricted stock or restricted stock units issued to employees and non-employee directors and include dividend equivalent payments, do not participate in excess distributions over earnings.

The following table sets forth the allocation of net income available to shareholders of Class P common stock and participating securities:

		Three Months Ended March 31,
		2023		2022
	(In millions, except per share amounts)
Net Income Available to Stockholders		$	679	$	667
Participating securities:
Less: Net Income Allocated to Restricted Stock Awards(a)		(4)		(4)
Net Income Allocated to Class P Stockholders		$	675	$	663
Basic Weighted Average Shares Outstanding		2,247		2,267
Basic Earnings Per Share		$	0.30	$	0.29

(a)As of March 31, 2023, there were 13 million restricted stock awards outstanding.

10

The following table presents the maximum number of potential common stock equivalents which are antidilutive and accordingly are excluded from the determination of diluted earnings per share. As we have no other common stock equivalents, our diluted earnings per share are the same as our basic earnings per share for all periods presented.

		Three Months Ended March 31,
		2023	2022
	(In millions on a weighted average basis)
Unvested restricted stock awards		13	13
Convertible trust preferred securities		3	3

2. Losses on Impairments

Impairments

During the first quarter of 2023, we recognized an impairment of $67 million related to our investment in Double Eagle Pipeline LLC (Double Eagle). The impairment was driven by lower expected renewal rates on contracts that expire in the second half of 2023. The impairment is recognized on our accompanying consolidated statement of income for the three months ended March 31, 2023 within “Earnings from equity investments.” Our investment in Double Eagle and associated earnings is included within our Products Pipelines business segment.

Ruby Chapter 11 Bankruptcy

On January 13, 2023, the bankruptcy court confirmed a plan of reorganization satisfactory to all interested parties regarding Ruby, which involved payment of Ruby’s outstanding senior notes with the proceeds from the sale of Ruby to Tallgrass, a settlement by KMI and Pembina of certain potential causes of action relating to the bankruptcy, and cash on hand. Our payment to the bankruptcy estate, net of payments received in respect of a long-term subordinated note receivable from Ruby, was approximately $28.5 million which was accrued for as of December 31, 2022. Consummation of the settlement and the sale of Ruby to Tallgrass occurred on January 13, 2023. We fully impaired our equity investment in Ruby in the fourth quarter of 2019 and fully impaired our investment in Ruby’s subordinated notes in the first quarter of 2021.

11

3. Debt

The following table provides information on the principal amount of our outstanding debt balances:

	March 31, 2023		December 31, 2022
	(In millions, unless otherwise stated)
Current portion of debt
$3.5 billion credit facility due August 20, 2027	$	—	$	—
$500 million credit facility due November 16, 2023	—		—
Commercial paper notes	—		—
Current portion of senior notes
3.15% due January 2023	—		1,000
Floating rate, due January 2023	—		250
3.45% due February 2023	—		625
3.50% due September 2023	600		600
5.625% due November 2023	750		750
4.15% due February 2024	650		—
Trust I preferred securities, 4.75%, due March 2028(a)	111		111
Current portion of other debt	49		49
Total current portion of debt	2,160		3,385
Long-term debt (excluding current portion)
Senior notes	28,495		27,638
EPC Building, LLC, promissory note, 3.967%, due 2023 through 2035	326		330
Trust I preferred securities, 4.75%, due March 2028	109		109
Other	209		211
Total long-term debt	29,139		28,288
Total debt(b)	$	31,299	$	31,673

(a)Reflects the portion of cash consideration payable if all the outstanding securities as of the end of the reporting period were converted by the holders.

(b)Excludes our “Debt fair value adjustments” which, as of March 31, 2023 and December 31, 2022, increased our total debt balances by $207 million and $115 million, respectively.

We and substantially all of our wholly owned domestic subsidiaries are parties to a cross guarantee agreement whereby each party to the agreement unconditionally guarantees, jointly and severally, the payment of specified indebtedness of each other party to the agreement.

On January 31, 2023, we issued in a registered offering $1,500 million aggregate principal amount of 5.20% senior notes due 2033 for net proceeds of $1,485 million, which were used to repay short-term borrowings, maturing debt and for general corporate purposes.

Credit Facilities and Restrictive Covenants

As of March 31, 2023, we had no borrowings outstanding under our credit facilities, no borrowings outstanding under our commercial paper program and $81 million in letters of credit. Our availability under our credit facilities as of March 31, 2023 was $3.9 billion. For the period ended March 31, 2023, we were in compliance with all required covenants.

12

Fair Value of Financial Instruments

The carrying value and estimated fair value of our outstanding debt balances are disclosed below: 

	March 31, 2023				December 31, 2022
	Carrying value		Estimated fair value(a)		Carrying value		Estimated fair value(a)
	(In millions)
Total debt	$	31,506	$	30,483	$	31,788	$	30,070

(a)Included in the estimated fair value are amounts for our Trust I Preferred Securities of $198 million and $195 million as of March 31, 2023 and December 31, 2022, respectively.

We used Level 2 input values to measure the estimated fair value of our outstanding debt balance as of both March 31, 2023 and December 31, 2022.

4. Stockholders’ Equity

Class P Common Stock

On July 19, 2017, our board of directors approved a $2 billion share buy-back program that began in December 2017. On January 18, 2023, our board of directors approved an increase in our share repurchase authorization to $3 billion. During the three months ended March 31, 2023, we repurchased 7 million of our shares for $113 million at an average price of $16.62 per share.

Dividends

The following table provides information about our per share dividends:

	Three Months Ended March 31,
	2023		2022
Per share cash dividend declared for the period	$	0.2825	$	0.2775
Per share cash dividend paid in the period	0.2775		0.27

On April 19, 2023, our board of directors declared a cash dividend of $0.2825 per share for the quarterly period ended March 31, 2023, which is payable on May 15, 2023 to shareholders of record as of the close of business on May 1, 2023.

Adoption of Accounting Pronouncement

On January 1, 2022, we adopted Accounting Standards Update (ASU) No. 2020-06, “Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity.” This ASU (i) simplifies an issuer’s accounting for convertible instruments by eliminating two of the three models in Subtopic 470-20 that require separate accounting for embedded conversion features, (ii) amends diluted earnings per share calculations for convertible instruments by requiring the use of the if-converted method and (iii) simplifies the settlement assessment entities are required to perform on contracts that can potentially settle in an entity’s own equity by removing certain requirements. Using the modified retrospective method, the adoption of this ASU resulted in a pre-tax adjustment of $14 million to unwind the remaining unamortized debt discount within “Debt fair value adjustments” on our consolidated balance sheet and an adjustment of $11 million to unwind the balance of the conversion feature classified in “Additional paid in capital” on our consolidated statement of stockholders’ equity for the three months ended March 31, 2022.

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Accumulated Other Comprehensive Loss

Changes in the components of our “Accumulated other comprehensive loss” not including noncontrolling interests are summarized as follows:

	Net unrealized gains/(losses) on cash flow hedge derivatives		Pension and other postretirement liability adjustments		Total accumulated other comprehensive loss
	(In millions)
Balance as of December 31, 2022	$	(164)	$	(238)	$	(402)
Other comprehensive gain before reclassifications	106		4		110
Gain reclassified from accumulated other comprehensive loss	(49)		—		(49)
Net current-period change in accumulated other comprehensive loss	57		4		61
Balance as of March 31, 2023	$	(107)	$	(234)	$	(341)

	Net unrealized gains/(losses) on cash flow hedge derivatives		Pension and other postretirement liability adjustments		Total accumulated other comprehensive loss
	(In millions)
Balance as of December 31, 2021	$	(172)	$	(239)	$	(411)
Other comprehensive (loss) gain before reclassifications	(411)		13		(398)
Loss reclassified from accumulated other comprehensive loss	135		—		135
Net current-period change in accumulated other comprehensive loss	(276)		13		(263)
Balance as of March 31, 2022	$	(448)	$	(226)	$	(674)

5.  Risk Management

Certain of our business activities expose us to risks associated with unfavorable changes in the market price of natural gas, NGL and crude oil. We also have exposure to interest rate and foreign currency risk as a result of the issuance of our debt obligations. Pursuant to our management’s approved risk management policy, we use derivative contracts to hedge or reduce our exposure to some of these risks.

Energy Commodity Price Risk Management

As of March 31, 2023, we had the following outstanding commodity forward contracts to hedge our forecasted energy commodity purchases and sales:

	Net open position long/(short)
Derivatives designated as hedging contracts
Crude oil fixed price	(17.9)	MMBbl
Crude oil basis	(3.2)	MMBbl
Natural gas fixed price	(76.7)	Bcf
Natural gas basis	(64.0)	Bcf
NGL fixed price	(0.7)	MMBbl
Derivatives not designated as hedging contracts
Crude oil fixed price	(1.2)	MMBbl
Crude oil basis	(10.8)	MMBbl
Natural gas fixed price	(7.1)	Bcf
Natural gas basis	(49.8)	Bcf
NGL fixed price	(0.9)	MMBbl

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As of March 31, 2023, the maximum length of time over which we have hedged, for accounting purposes, our exposure to the variability in future cash flows associated with energy commodity price risk is through December 2027.

Interest Rate Risk Management

We utilize interest rate derivatives to hedge our exposure to both changes in the fair value of our fixed rate debt instruments and variability in expected future cash flows attributable to variable interest rate payments. The following table summarizes our outstanding interest rate contracts as of March 31, 2023:

	Notional amount		Accounting treatment	Maximum term
	(In millions)
Derivatives designated as hedging instruments
Fixed-to-variable interest rate contracts(a)(b)	$	7,400	Fair value hedge	March 2035
Derivatives not designated as hedging instruments
Variable-to-fixed interest rate contracts	3,445		Mark-to-Market	December 2023

(a)The principal amount of hedged senior notes consisted of $1,450 million included in “Current portion of debt” and $5,950 million included in “Long-term debt” on our accompanying consolidated balance sheet.

(b)During the three months ended March 31, 2023, certain optional expedients as set forth in Topic 848 – Reference Rate Reform were elected on certain of these contracts to preserve fair value hedge accounting treatment. See Note 10 for further information on Topic 848.

Foreign Currency Risk Management

We utilize foreign currency derivatives to hedge our exposure to variability in foreign exchange rates. The following table summarizes our outstanding foreign currency contracts as of March 31, 2023:

	Notional amount		Accounting treatment	Maximum term
	(In millions)
Derivatives designated as hedging instruments
EUR-to-USD cross currency swap contracts(a)	$	543	Cash flow hedge	March 2027

(a)These swaps eliminate the foreign currency risk associated with our Euro-denominated debt.

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Impact of Derivative Contracts on Our Consolidated Financial Statements

The following table summarizes the fair values of our derivative contracts included on our accompanying consolidated balance sheets:

Fair Value of Derivative Contracts
		Derivatives Asset				Derivatives Liability
		March 31, 2023		December 31, 2022		March 31, 2023		December 31, 2022
	Location	Fair value				Fair value
		(In millions)
Derivatives designated as hedging instruments
Energy commodity derivative contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	$	119	$	150	$	(132)	$	(156)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	13		6		(58)		(91)
	Subtotal	132		156		(190)		(247)
Interest rate contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	1		—		(138)		(144)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	48		39		(160)		(261)
	Subtotal	49		39		(298)		(405)
Foreign currency contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	—		—		(12)		(3)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	—		—		(19)		(32)
	Subtotal	—		—		(31)		(35)
	Total	181		195		(519)		(687)
Derivatives not designated as hedging instruments
Energy commodity derivative contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	37		80		(62)		(162)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	13		23		(4)		(19)
	Subtotal	50		103		(66)		(181)
Interest rate contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	7		1		—		—
	Total	57		104		(66)		(181)
Total derivatives		$	238	$	299	$	(585)	$	(868)

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The following two tables summarize the fair value measurements of our derivative contracts based on the three levels established by the ASC. The tables also identify the impact of derivative contracts which we have elected to present on our accompanying consolidated balance sheets on a gross basis that are eligible for netting under master netting agreements.

	Balance sheet asset fair value measurements by level								Contracts available for netting		Cash collateral held(a)
	Level 1		Level 2		Level 3		Gross amount						Net amount
	(In millions)
As of March 31, 2023
Energy commodity derivative contracts(b)	$	110	$	72	$	—	$	182	$	(87)	$	—	$	95
Interest rate contracts	—		56		—		56		—		—		56
As of December 31, 2022
Energy commodity derivative contracts(b)	$	115	$	144	$	—	$	259	$	(186)	$	—	$	73
Interest rate contracts	—		40		—		40		—		—		40

	Balance sheet liability fair value measurements by level								Contracts available for netting		Cash collateral posted(a)
	Level 1		Level 2		Level 3		Gross amount						Net amount
	(In millions)
As of March 31, 2023
Energy commodity derivative contracts(b)	$	(25)	$	(231)	$	—	$	(256)	$	87	$	(43)	$	(212)
Interest rate contracts	—		(298)		—		(298)		—		—		(298)
Foreign currency contracts	—		(31)		—		(31)		—		—		(31)
As of December 31, 2022
Energy commodity derivative contracts(b)	$	(23)	$	(405)	$	—	$	(428)	$	186	$	(30)	$	(272)
Interest rate contracts	—		(405)		—		(405)		—		—		(405)
Foreign currency contracts	—		(35)		—		(35)		—		—		(35)

(a)Any cash collateral paid or received is reflected in this table, but only to the extent that it represents variation margins. Any amount associated with derivative prepayments or initial margins that are not influenced by the derivative asset or liability amounts or those that are determined solely on their volumetric notional amounts are excluded from this table.

(b)Level 1 consists primarily of NYMEX natural gas futures. Level 2 consists primarily of OTC WTI swaps, NGL swaps and crude oil basis swaps.

The following tables summarize the pre-tax impact of our derivative contracts on our accompanying consolidated statements of income and comprehensive income:

Derivatives in fair value hedging relationships	Location	Gain/(loss) recognized in income  on derivative and related hedged item
		Three Months Ended March 31,
		2023		2022
		(In millions)
Interest rate contracts	Interest, net	$	118	$	(317)
Hedged fixed rate debt(a)	Interest, net	$	(118)	$	320

(a)As of March 31, 2023, the cumulative amount of fair value hedging adjustments to our hedged fixed rate debt was a decrease of $249 million included in “Debt fair value adjustments” on our accompanying consolidated balance sheet.

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Derivatives in cash flow hedging relationships	Gain/(loss) recognized in OCI on derivative(a)				Location	Gain/(loss) reclassified from Accumulated OCI into income
	Three Months Ended March 31,					Three Months Ended March 31,
	2023		2022			2023		2022
	(In millions)					(In millions)
Energy commodity derivative contracts	$	135	$	(499)	Revenues—Commodity sales	$	64	$	(132)
					Costs of sales	(7)		9
Interest rate contracts	—		3		Interest, net	—		—
Foreign currency contracts	3		(40)		Other, net	7		(53)
Total	$	138	$	(536)	Total	$	64	$	(176)

(a)We expect to reclassify approximately $66 million of loss associated with cash flow hedge price risk management activities included in our accumulated other comprehensive loss balance as of March 31, 2023 into earnings during the next twelve months (when the associated forecasted transactions are also expected to impact earnings); however, actual amounts reclassified into earnings could vary materially as a result of changes in market prices.

Derivatives not designated as accounting hedges	Location	Gain/(loss) recognized in income on derivatives
			Three Months Ended March 31,
			2023		2022
		(In millions)
Energy commodity derivative contracts	Revenues—Commodity sales		$	22	$	(9)
	Costs of sales		69		(91)
	Earnings from equity investments		1		(5)
Interest rate contracts	Interest, net		5		36
Total(a)			$	97	$	(69)

(a)The three months ended March 31, 2023 and 2022 amounts include approximate gains of $28 million and $18 million, respectively, associated with natural gas, crude and NGL derivative contract settlements.

Credit Risks

In conjunction with certain derivative contracts, we are required to provide collateral to our counterparties, which may include posting letters of credit or placing cash in margin accounts. As of March 31, 2023 and December 31, 2022, we had no outstanding letters of credit supporting our commodity price risk management program. As of March 31, 2023, we had cash margins of $5 million posted by us with our counterparties as collateral and reported within “Restricted deposits” on our accompanying consolidated balance sheet. As of December 31, 2022, we had cash margins of $1 million posted by our counterparties with us as collateral and reported within “Other current liabilities” on our accompanying consolidated balance sheet. The cash margin balance at March 31, 2023 represents our initial margin requirements of $48 million and variation margin requirements of $43 million posted by our counterparties. We also use industry standard commercial agreements that allow for the netting of exposures associated with transactions executed under a single commercial agreement. Additionally, we generally utilize master netting agreements to offset credit exposure across multiple commercial agreements with a single counterparty.

We also have agreements with certain counterparties to our derivative contracts that contain provisions requiring the posting of additional collateral upon a decrease in our credit rating. As of March 31, 2023, based on our current mark-to-market positions and posted collateral, we estimate that if our credit rating were downgraded one notch, we would not be required to post additional collateral. If we were downgraded two notches, we estimate that we would be required to post $88 million of additional collateral.

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6. Revenue Recognition

Disaggregation of Revenues

The following tables present our revenues disaggregated by revenue source and type of revenue for each revenue source:

	Three Months Ended March 31, 2023
	Natural Gas Pipelines		Products Pipelines		Terminals		CO2		Corporate and Eliminations		Total
	(In millions)
Revenues from contracts with customers(a)
Services
Firm services(b)	$	917	$	40	$	207	$	—	$	(1)	$	1,163
Fee-based services	236		240		98		10		—		584
Total services	1,153		280		305		10		(1)		1,747
Commodity sales
Natural gas sales	799		—		—		20		(2)		817
Product sales	274		336		4		268		(1)		881
Total commodity sales	1,073		336		4		288		(3)		1,698
Total revenues from contracts with customers	2,226		616		309		298		(4)		3,445
Other revenues(c)
Leasing services(d)	117		47		152		14		—		330
Derivatives adjustments on commodity sales	107		(1)		—		(20)		—		86
Other	16		6		—		5		—		27
Total other revenues	240		52		152		(1)		—		443
Total revenues	$	2,466	$	668	$	461	$	297	$	(4)	$	3,888

	Three Months Ended March 31, 2022
	Natural Gas Pipelines		Products Pipelines		Terminals		CO2		Corporate and Eliminations		Total
	(In millions)
Revenues from contracts with customers(a)
Services
Firm services(b)	$	939	$	59	$	188	$	—	$	(1)	$	1,185
Fee-based services	213		234		98		13		—		558
Total services	1,152		293		286		13		(1)		1,743
Commodity sales
Natural gas sales	1,226		—		—		20		(4)		1,242
Product sales	342		426		4		348		(16)		1,104
Total commodity sales	1,568		426		4		368		(20)		2,346
Total revenues from contracts with customers	2,720		719		290		381		(21)		4,089
Other revenues(c)
Leasing services(d)	117		44		140		13		—		314
Derivatives adjustments on commodity sales	(39)		(3)		—		(99)		—		(141)
Other	15		6		—		10		—		31
Total other revenues	93		47		140		(76)		—		204
Total revenues	$	2,813	$	766	$	430	$	305	$	(21)	$	4,293

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(a)Differences between the revenue classifications presented on the consolidated statements of income and the categories for the disaggregated revenues by type of revenue above are primarily attributable to revenues reflected in the “Other revenues” category above (see note (c)).

(b)Includes non-cancellable firm service customer contracts with take-or-pay or minimum volume commitment elements, including those contracts where both the price and quantity amount are fixed. Excludes service contracts with index-based pricing, which along with revenues from other customer service contracts are reported as “Fee-based services.”

(c)Amounts recognized as revenue under guidance prescribed in Topics of the ASC other than in Topic 606 were primarily from leases and derivative contracts. See Note 5 for additional information related to our derivative contracts.

(d)Our revenues from leasing services are predominantly comprised of specific assets that we lease to customers under operating leases where one customer obtains substantially all of the economic benefit from the asset and has the right to direct the use of that asset. These leases primarily consist of specific tanks, treating facilities, marine vessels and gas equipment and pipelines with separate control locations. We do not lease assets that qualify as sales-type or finance leases.

Contract Balances

As of March 31, 2023 and December 31, 2022, our contract asset balances were $26 million and $33 million, respectively. Of the contract asset balance at December 31, 2022, $14 million was transferred to accounts receivable during the three months ended March 31, 2023. As of March 31, 2023 and December 31, 2022, our contract liability balances were $228 million and $204 million, respectively. Of the contract liability balance at December 31, 2022, $35 million was recognized as revenue during the three months ended March 31, 2023.

Revenue Allocated to Remaining Performance Obligations

The following table presents our estimated revenue allocated to remaining performance obligations for contracted revenue that has not yet been recognized, representing our “contractually committed” revenue as of March 31, 2023 that we will invoice or transfer from contract liabilities and recognize in future periods:

Year	Estimated Revenue
	(In millions)
Nine months ended December 31, 2023	$	3,260
2024	3,633
2025	2,967
2026	2,581
2027	2,215
Thereafter	13,095
Total	$	27,751

Our contractually committed revenue, for purposes of the tabular presentation above, is generally limited to service or commodity sale customer contracts which have fixed pricing and fixed volume terms and conditions, generally including contracts with take-or-pay or minimum volume commitment payment obligations. Our contractually committed revenue amounts generally exclude, based on the following practical expedient that we elected to apply, remaining performance obligations for contracts with index-based pricing or variable volume attributes in which such variable consideration is allocated entirely to a wholly unsatisfied performance obligation.

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7.  Reportable Segments

Financial information by segment follows:

	Three Months Ended March 31,
	2023		2022
	(In millions)
Revenues
Natural Gas Pipelines
Revenues from external customers	$	2,463	$	2,793
Intersegment revenues	3		20
Products Pipelines	668		766
Terminals
Revenues from external customers	460		429
Intersegment revenues	1		1
CO2	297		305
Corporate and intersegment eliminations	(4)		(21)
Total consolidated revenues	$	3,888	$	4,293

	Three Months Ended March 31,
	2023		2022
	(In millions)
Segment EBDA(a)
Natural Gas Pipelines	$	1,495	$	1,184
Products Pipelines	184		299
Terminals	254		238
CO2	172		192
Total Segment EBDA	2,105		1,913
DD&A	(565)		(538)
Amortization of excess cost of equity investments	(17)		(19)
General and administrative and corporate charges	(179)		(145)
Interest, net	(445)		(333)
Income tax expense	(196)		(194)
Total consolidated net income	$	703	$	684

	March 31, 2023		December 31, 2022
	(In millions)
Assets
Natural Gas Pipelines	$	47,351	$	47,978
Products Pipelines	8,836		8,985
Terminals	8,328		8,357
CO2	3,465		3,449
Corporate assets(b)	951		1,309
Total consolidated assets	$	68,931	$	70,078

(a)Includes revenues, earnings from equity investments, operating expenses, gain on divestitures and impairments, net, other income, net, and other, net. Operating expenses include costs of sales, operations and maintenance expenses, and taxes, other than income taxes.

(b)Includes cash and cash equivalents, restricted deposits, certain prepaid assets and deferred charges, risk management assets related to derivative contracts, corporate headquarters in Houston, Texas and miscellaneous corporate assets (such as information technology, telecommunications equipment and legacy activity) not allocated to our reportable segments.

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8.  Income Taxes

Income tax expense included on our accompanying consolidated statements of income is as follows:

		Three Months Ended March 31,
		2023			2022
	(In millions, except percentages)
Income tax expense		$	196		$	194
Effective tax rate		21.8		%	22.1		%

The effective tax rates for the three months ended March 31, 2023 and 2022 are higher than the statutory federal rate of 21% primarily due to state income taxes, partially offset by dividend-received deductions from our investments in Florida Gas Pipeline, NGPL Holdings and Products (SE) Pipe Line Company.

9.   Litigation and Environmental

We and our subsidiaries are parties to various legal, regulatory and other matters arising from the day-to-day operations of our businesses or certain predecessor operations that may result in claims against the Company. Although no assurance can be given, we believe, based on our experiences to date and taking into account established reserves and insurance, that the ultimate resolution of such items will not have a material adverse impact to our business. We believe we have meritorious defenses to the matters to which we are a party and intend to vigorously defend the Company. When we determine a loss is probable of occurring and is reasonably estimable, we accrue an undiscounted liability for such contingencies based on our best estimate using information available at that time. If the estimated loss is a range of potential outcomes and there is no better estimate within the range, we accrue the amount at the low end of the range. We disclose the following contingencies where an adverse outcome may be material or, in the judgment of management, we conclude the matter should otherwise be disclosed.

Gulf LNG Facility Disputes

On September 28, 2018, GLNG filed a lawsuit against Eni S.p.A. in the Supreme Court of the State of New York in New York County to enforce a Guarantee Agreement (Guarantee) entered into by Eni S.p.A. on December 10, 2007 in connection with a contemporaneous terminal use agreement entered into by its affiliate, Eni USA Gas Marketing LLC (Eni USA). The suit to enforce the Guarantee against Eni S.p.A. was filed after an arbitration tribunal delivered an award on June 29, 2018 which called for the termination of the terminal use agreement and payment of compensation by Eni USA to GLNG. In response to GLNG’s lawsuit to enforce the Guarantee, Eni S.p.A. filed counterclaims and other claims based on the terminal use agreement and a parent direct agreement with Gulf LNG Energy (Port), LLC. The foregoing counterclaims asserted by Eni S.p.A seek unspecified damages and involve the same substantive allegations which were dismissed with prejudice in previous separate arbitrations with Eni USA described above and with GLNG’s remaining customer Angola LNG Supply Services LLC (ALSS), a consortium of international oil companies including Eni S.p.A. On January 4, 2022, the trial court entered a decision granting Eni S.p.A’s motion for summary judgment on the claims asserted by GLNG to enforce the Guarantee. GLNG filed an appeal of the trial court’s decision to the state Appellate Division. On February 9, 2023, the Appellate Division denied GLNG’s appeal. GLNG is seeking rehearing from the Appellate Division. If necessary, further recourse may be pursued to the state Court of Appeals, which is the state’s highest appellate court. Pending resolution of GLNG’s appeal and further proceedings in the trial court, the foregoing counterclaims and other claims asserted by Eni S.p.A based on the terminal use agreement and parent direct agreement remain pending in the trial court. We vigorously dispute that the foregoing counterclaims and other claims asserted by Eni S.p.A. have any merit, particularly since they were dismissed with prejudice in previous arbitrations involving both Eni USA and ALSS. We intend to vigorously pursue our appeal to enforce the Guarantee and are seeking summary judgment on any remaining counterclaims or other claims asserted by Eni S.p.A.

Freeport LNG Winter Storm Litigation

On September 13, 2021, Freeport LNG Marketing, LLC (Freeport) filed a lawsuit against Kinder Morgan Texas Pipeline LLC and Kinder Morgan Tejas Pipeline LLC in the 133rd District Court of Harris County, Texas (Case No. 2021-58787) alleging that defendants breached the parties’ base contract for sale and purchase of natural gas by failing to repurchase natural gas nominated by Freeport between February 10-22, 2021 during Winter Storm Uri. We deny that we were obligated to repurchase natural gas from Freeport given our declaration of force majeure during the storm and our compliance with emergency orders issued by the Railroad Commission of Texas providing heightened priority for the delivery of gas to human

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needs customers. Freeport alleges that it is owed approximately $104 million, plus attorney fees and interest. On October 24, 2022, the trial court granted our motion for summary judgment on all of Freeport’s claims. On November 21, 2022, Freeport filed a notice of intent to appeal the trial court’s decision. We believe that our declaration of force majeure was valid and we intend to vigorously defend this case.

Pension Plan Litigation

On February 22, 2021, Kinder Morgan Retirement Plan A participants Curtis Pedersen and Beverly Leutloff filed a purported class action lawsuit under the Employee Retirement Income Security Act of 1974 (ERISA). The named plaintiffs were hired initially by the ANR Pipeline Company (ANR) in the late 1970s. Following a series of corporate acquisitions, plaintiffs became participants in pension plans sponsored by the Coastal Corporation (Coastal), El Paso Corporation (El Paso) and our company by virtue of our acquisition of El Paso in 2012 and our assumption of certain of El Paso’s pension plan obligations. The lawsuit, which was filed initially in federal court in Michigan and then transferred to the U.S. District Court for the Southern District of Texas (Civil Action No. 4:21-3590), alleges that the series of foregoing transactions resulted in changes to plaintiffs’ retirement benefits which are now contested on a purported class-wide basis in the lawsuit. The complaint asserts six claims that fall within three primary theories of liability. Claims I, II, and III all seek the same plan modification as to how the plans calculate benefits for former participants in the Coastal plan. These claims challenge plan provisions which are alleged to constitute impermissible “backloading” or “cutback” of benefits. Claims IV and V allege that former participants in the ANR plans should be eligible for unreduced benefits at younger ages than the plans currently provide. Claim VI asserts that actuarial assumptions used to calculate reduced early retirement benefits for current or former ANR employees are outdated and therefore unreasonable. The complaint alleges that the purported class includes over 10,000 individuals. The lawsuit is in the early stages of discovery and no class has been certified. Plaintiffs seek to recover early retirement benefits as well as declaratory and injunctive relief, but have not pleaded, disclosed or otherwise specified a calculation of alleged damages. Accordingly, the extent of our potential liability for past or future benefits, if any, remains to be determined. We believe that none of the claims are valid and intend to vigorously defend this case.

Pipeline Integrity and Releases

From time to time, despite our best efforts, our pipelines experience leaks and ruptures. These leaks and ruptures may cause explosions, fire, and damage to the environment, damage to property and/or personal injury or death. In connection with these incidents, we may be sued for damages caused by an alleged failure to properly mark the locations of our pipelines and/or to properly maintain our pipelines. Depending upon the facts and circumstances of a particular incident, state and federal regulatory authorities may seek civil and/or criminal fines and penalties.

Arizona Line 2000 Rupture

On August 15, 2021, the 30” EPNG Line 2000 natural gas transmission pipeline ruptured in a rural area in Coolidge, Arizona. The failure resulted in a fire which destroyed a home, resulting in two fatalities and one injury. The National Transportation Safety Board is investigating the incident. EPNG completed the physical work on Line 2000 in accordance with PHMSA’s requirements and returned the pipeline to commercial service in February 2023. While no litigation is pending at this time, we notified our insurers of the incident and do not expect that the resolution of claims will have a material adverse impact to our business.

General

As of March 31, 2023 and December 31, 2022, our total reserve for legal matters was $43 million and $70 million, respectively.

Environmental Matters

We and our subsidiaries are subject to environmental cleanup and enforcement actions from time to time. In particular, CERCLA generally imposes joint and several liability for cleanup and enforcement costs on current and predecessor owners and operators of a site, among others, without regard to fault or the legality of the original conduct, subject to the right of a liable party to establish a “reasonable basis” for apportionment of costs. Our operations are also subject to local, state and federal laws and regulations relating to protection of the environment. Although we believe our operations are in substantial compliance with applicable environmental laws and regulations, risks of additional costs and liabilities are inherent in pipeline, terminal and CO2 field and oil field operations, and there can be no assurance that we will not incur significant costs and liabilities. Moreover, it is possible that other developments could result in substantial costs and liabilities to us, such as

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increasingly stringent environmental laws, regulations and enforcement policies under the terms of authority of those laws, and claims for damages to property or persons resulting from our operations.

We are currently involved in several governmental proceedings involving alleged violations of local, state and federal environmental and safety regulations. As we receive notices of non-compliance, we attempt to negotiate and settle such matters where appropriate. These alleged violations may result in fines and penalties, but except as disclosed herein we do not believe any such fines and penalties will be material to our business, individually or in the aggregate. We are also currently involved in several governmental proceedings involving groundwater and soil remediation efforts under state or federal administrative orders or related remediation programs. We have established a reserve to address the costs associated with the remediation efforts.

In addition, we are involved with and have been identified as a potentially responsible party (PRP) in several federal and state Superfund sites. Environmental reserves have been established for those sites where our contribution is probable and reasonably estimable. In addition, we are from time to time involved in civil proceedings relating to damages alleged to have occurred as a result of accidental leaks or spills of refined petroleum products, crude oil, NGL, natural gas or CO2, including natural resource damage (NRD) claims.

PHMSA Enforcement Matter for KMLT Midwest Terminals

On July 11, 2022, Kinder Morgan Liquid Terminals (KMLT) received a Notice of Probable Violation (NOPV) from PHMSA relating to inspections conducted during 2021 at KMLT’s Cincinnati, Indianapolis, Dayton, Argo, O’Hare, and Wood River Terminals. The NOPV alleged violations of Department of Transportation regulations, proposed a penalty of approximately $455,000 and sought a compliance agreement relating to certain of the alleged violations. On February 3, 2023, PHMSA and KMLT entered into a Consent Agreement resolving the allegations in the NOPV. Also on February 3, 2023, PHMSA issued a Consent Order approving the Consent Agreement, thereby concluding this matter.

Portland Harbor Superfund Site, Willamette River, Portland, Oregon

On January 6, 2017, the EPA issued a Record of Decision (ROD) that established a final remedy and cleanup plan for an industrialized area on the lower reach of the Willamette River commonly referred to as the Portland Harbor Superfund Site (PHSS). The cost for the final remedy is estimated to be more than $2.8 billion and active cleanup is expected to take more than 10 years to complete. KMLT, KMBT, and some 90 other PRPs identified by the EPA are involved in a non-judicial allocation process to determine each party’s respective share of the cleanup costs related to the final remedy set forth by the ROD. We are participating in the allocation process on behalf of KMLT (in connection with its ownership or operation of two facilities) and KMBT (in connection with its ownership or operation of two facilities). Effective January 31, 2020, KMLT entered into separate Administrative Settlement Agreements and Orders on Consent (ASAOC) to complete remedial design for two distinct areas within the PHSS associated with KMLT’s facilities. The ASAOC obligates KMLT to pay a share of the remedial design costs for cleanup activities related to these two areas as required by the ROD. Our share of responsibility for the PHSS costs will not be determined until the ongoing non-judicial allocation process is concluded or a lawsuit is filed that results in a judicial decision allocating responsibility. At this time we anticipate the non-judicial allocation process will be complete in or around December 2024. Until the allocation process is completed, we are unable to reasonably estimate the extent of our liability for the costs related to the design of the proposed remedy and cleanup of the PHSS. Because costs associated with any remedial plan are expected to be spread over at least several years, we do not anticipate that our share of the costs of the remediation will have a material adverse impact to our business.

In addition to CERCLA cleanup costs, we are reviewing and will attempt to settle, if possible, NRD claims in the amount of approximately $5 million asserted by state and federal trustees following their natural resource assessment of the PHSS.

Lower Passaic River Study Area of the Diamond Alkali Superfund Site, New Jersey

EPEC Polymers, Inc. and EPEC Oil Company Liquidating Trust (collectively EPEC) are identified as PRPs in an administrative action under CERCLA known as the Lower Passaic River Study Area (Site) concerning the lower 17-mile stretch of the Passaic River in New Jersey. On March 4, 2016, the EPA issued a Record of Decision (ROD) for the lower eight miles of the Site. At that time the cleanup plan in the ROD was estimated to cost $1.7 billion. The cleanup is expected to take at least six years to complete once it begins. In addition, the EPA and numerous PRPs, including EPEC, engaged in an allocation process for the implementation of the remedy for the lower eight miles of the Site. That process was completed December 28, 2020 and certain PRPs, including EPEC, engaged in discussions with the EPA as a result thereof. On October 4, 2021, the EPA issued a ROD for the upper nine miles of the Site. At that time, the cleanup plan in the ROD was estimated to cost $440 million. No timeline for the cleanup has been established. On December 16, 2022, the United States Department of

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Justice (DOJ) and EPA announced a settlement and proposed consent decree with 85 PRPs, including EPEC, to resolve their collective liability at the Site. The total amount of the settlement is $150 million. Also on December 16, 2022, the DOJ on behalf of the EPA filed a Complaint against the 85 PRPs, including EPEC, a Notice of Lodging of Consent Decree, and a Consent Decree in the U.S. District Court for the District of New Jersey. We believe our share of the costs to resolve this matter, including our share of the settlement with EPA and the costs to remediate the Site, if any, will not have a material adverse impact to our business.

Louisiana Governmental Coastal Zone Erosion Litigation

Beginning in 2013, several parishes in Louisiana and the City of New Orleans filed separate lawsuits in state district courts in Louisiana against a number of oil and gas companies, including TGP and SNG. In these cases, the parishes and New Orleans, as Plaintiffs, allege that certain of the defendants’ oil and gas exploration, production and transportation operations were conducted in violation of the State and Local Coastal Resources Management Act of 1978, as amended (SLCRMA) and that those operations caused substantial damage to the coastal waters of Louisiana and nearby lands. The Plaintiffs seek, among other relief, unspecified money damages, attorneys’ fees, interest, and payment of costs necessary to restore the affected areas. There are more than 40 of these cases pending in Louisiana against oil and gas companies, one of which is against TGP and one of which is against SNG, both described further below.

On November 8, 2013, the Parish of Plaquemines, Louisiana filed a petition for damages in the state district court for Plaquemines Parish, Louisiana against TGP and 17 other energy companies, alleging that the defendants’ operations in Plaquemines Parish violated SLCRMA and Louisiana law, and caused substantial damage to the coastal waters and nearby lands. Plaquemines Parish seeks, among other relief, unspecified money damages, attorney fees, interest, and payment of costs necessary to restore the allegedly affected areas. The case was effectively stayed pending the resolution of jurisdictional issues in separate, consolidated cases to which TGP is not a party; The Parish of Plaquemines, et al. vs. Chevron USA, Inc. et al. consolidated with The Parish of Cameron, et al. v. BP America Production Company, et al. Those cases were removed to federal court and subsequently remanded to the state district courts for Plaquemines and Cameron Parishes, respectively. At this time, we are not able to reasonably estimate the extent of our potential liability, if any. We intend to vigorously defend this case.

On March 29, 2019, the City of New Orleans and Orleans Parish (collectively, Orleans) filed a petition for damages in the state district court for Orleans Parish, Louisiana against SNG and 10 other energy companies alleging that the defendants’ operations in Orleans Parish violated the SLCRMA and Louisiana law, and caused substantial damage to the coastal waters and nearby lands. Orleans seeks, among other relief, unspecified money damages, attorney fees, interest, and payment of costs necessary to restore the allegedly affected areas. In April 2019, the case was removed to the U.S. District Court for the Eastern District of Louisiana. In January 2020, the U.S. District Court ordered the case to be stayed and administratively closed pending the resolution of issues in a separate case to which SNG is not a party; Parish of Cameron vs. Auster Oil & Gas, Inc., pending in U.S. District Court for the Western District of Louisiana; after which either party may move to re-open the case. At this time, we are not able to reasonably estimate the extent of our potential liability, if any. We intend to vigorously defend this case.

Products Pipeline Incident, Walnut Creek, California

On November 20, 2020, SFPP identified an issue on its Line Section 16 (LS-16) which transports petroleum products in California from Concord to San Jose. We shut down the pipeline and notified the appropriate regulatory agencies of a “threatened release” of gasoline. We investigated the issue over the next several days and on November 24, 2020, identified a crack in the pipeline and notified the regulatory agencies of a “confirmed release.” The damaged section of the pipeline was removed and replaced, and the pipeline resumed operations on November 26, 2020. We reported the estimated volume of gasoline released to be 8.1 Bbl. On December 2, 2020, complaints of gasoline odors were reported along the LS-16 pipeline corridor in Walnut Creek. A unified response was implemented by us along with the EPA, the California Office of Spill Prevention and Response, the California Fire Marshall, and the San Francisco Regional Water Quality Control Board. On December 8, 2020, we reported an updated estimated spill volume of up to 1,000 Bbl.

On October 28, 2021, we were informed by the California Attorney General it was contemplating criminal charges against us asserting the November 2020 discharge of gasoline affected waters of the State of California, and there was a failure to make timely notices of this discharge to appropriate state agencies. On December 16, 2021, we entered into a plea agreement with the State of California to resolve misdemeanor charges of the unintentional, non-negligent discharge of gasoline resulting from the release and the claimed failure to provide timely notices of the discharge to appropriate state agencies. Under the plea agreement, SFPP plead no-contest to two misdemeanors and paid approximately $2.5 million in fines, penalties, restitution,

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environmental improvement project funding, and for enforcement training in the State of California, and was placed on informal, unsupervised probation for a term of 18 months.

Since the November 2020 release, we have cooperated fully with federal and state agencies and worked diligently to remediate the affected areas. We anticipate civil enforcement actions by federal and state agencies arising from the November 2020 release as well as ongoing monitoring and, where necessary, remediation under the oversight of the San Francisco Regional Water Quality Control Board until site conditions demonstrate no further actions are required. We do not anticipate the costs to resolve those enforcement matters, including the costs to monitor and further remediate the site, will have a material adverse impact to our business.

General

Although it is not possible to predict the ultimate outcomes, we believe that the resolution of the environmental matters set forth in this note, and other matters to which we and our subsidiaries are a party, will not have a material adverse effect on our business. As of March 31, 2023 and December 31, 2022, we have accrued a total reserve for environmental liabilities in the amount of $218 million and $221 million, respectively. In addition, as of March 31, 2023 and December 31, 2022, we had receivables of $11 million and $12 million, respectively, recorded for expected cost recoveries that have been deemed probable.

10. Recent Accounting Pronouncements

Accounting Standards Updates

Reference Rate Reform (Topic 848)

On March 12, 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform – Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” This ASU provides temporary optional expedients and exceptions to GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from LIBOR and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate (SOFR). Entities can elect not to apply certain modification accounting requirements to contracts affected by reference rate reform, if certain criteria are met. An entity that makes this election would not have to remeasure the contracts at the modification date or reassess a previous accounting determination. Entities can also elect various optional expedients that would allow them to continue applying hedge accounting for hedging relationships affected by reference rate reform, if certain criteria are met.

On January 7, 2021, the FASB issued ASU No. 2021-01, “Reference Rate Reform (Topic 848): Scope.” This ASU clarifies that all derivative instruments affected by changes to the interest rates used for discounting, margining or contract price alignment (the “Discounting Transition”) are in the scope of Topic 848 and therefore qualify for the available temporary optional expedients and exceptions. As such, entities that employ derivatives that are the designated hedged item in a hedge relationship where perfect effectiveness is assumed can continue to apply hedge accounting without de-designating the hedging relationship to the extent such derivatives are impacted by the Discounting Transition.

On December 21, 2022, the FASB issued ASU No. 2022-06, “Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848.” This ASU defers the sunset date of Topic 848 from December 31, 2022, to December 31, 2024, after which entities will no longer be permitted to apply the optional expedients and exceptions in Topic 848.

The guidance was effective upon issuance.

During the three months ended March 31, 2023 we amended certain of our existing fixed-to-variable interest rate swap agreements, which were designated as fair value hedges, to transition the variable leg of such agreements from LIBOR to SOFR. These agreements contain a combined notional principal amount of $1,225 million and convert a portion of our fixed rate debt to variable rates through February 2028. Concurrent with these amendments, we elected certain of the optional expedients provided in Topic 848 which allow us to maintain our prior designation of fair value hedge accounting to these agreements. See Note 5 “Risk Management—Interest Rate Risk Management” for more information on our interest rate risk management activities.

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Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations.

General and Basis of Presentation

The following discussion and analysis should be read in conjunction with our accompanying interim consolidated financial statements and related notes included elsewhere in this report, and in conjunction with (i) our consolidated financial statements and related notes in our 2022 Form 10-K; (ii) our management’s discussion and analysis of financial condition and results of operations included in our 2022 Form 10-K; (iii) “Information Regarding Forward-Looking Statements” at the beginning of this report and in our 2022 Form 10-K; and (iv) “Risk Factors” in Part II, Item 1A of this report and Part I, Item 1 in our 2022 Form 10-K.

2023 Dividends and Discretionary Capital

We expect to declare dividends of $1.13 per share for 2023, a 2% increase from the 2022 declared dividends of $1.11 per share. We expect to invest $2.2 billion in expansion projects, acquisitions, and contributions to joint ventures during 2023.

The expectations for 2023 discussed above involve risks, uncertainties and assumptions, and are not guarantees of performance.  Many of the factors that will determine these expectations are beyond our ability to control or predict, and because of these uncertainties, it is advisable not to put undue reliance on any forward-looking statement.

Results of Operations

Overview

As described in further detail below, our management evaluates our performance primarily using Net income attributable to Kinder Morgan, Inc. and Segment EBDA (as presented in Note 7 “Reportable Segments”) along with the non-GAAP financial measures of Adjusted Earnings and DCF, both in the aggregate and per share for each, Adjusted Segment EBDA, Adjusted EBITDA and Net Debt.

GAAP Financial Measures

The Consolidated Earnings Results for the three months ended March 31, 2023 and 2022 present Net income attributable to Kinder Morgan, Inc., as prepared and presented in accordance with GAAP, and Segment EBDA, which is disclosed in Note 7 “Reportable Segments” pursuant to FASB ASC 280. The composition of Segment EBDA is not addressed nor prescribed by generally accepted accounting principles. Segment EBDA is a useful measure of our operating performance because it measures the operating results of our segments before DD&A and certain expenses that are generally not controllable by our business segment operating managers, such as general and administrative expenses and corporate charges, interest expense, net, and income taxes. 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, information technology, human resources and legal services.

Non-GAAP Financial Measures

Our non-GAAP financial measures described below should not be considered alternatives to GAAP Net income attributable to Kinder Morgan, Inc. or other GAAP measures and have important limitations as analytical tools. Our computations of these non-GAAP financial measures may differ from similarly titled measures used by others. You should not consider these non-GAAP financial measures in isolation or as substitutes for an analysis of our results as reported under GAAP. Management compensates for the limitations of our consolidated non-GAAP financial measures by reviewing our 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.

Certain Items

Certain Items, as adjustments used to calculate our non-GAAP financial measures, are items that are required by GAAP to be reflected in Net income attributable to Kinder Morgan, Inc., but typically either (i) do not have a cash impact (for example, unsettled commodity hedges and asset impairments), or (ii) by their nature are separately identifiable from our normal business operations and in most cases are likely to occur only sporadically (for example, certain legal settlements, enactment of new tax legislation and casualty losses). (See the tables included in “—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Earnings,” “—Non-GAAP Financial Measures—Reconciliation of Net Income

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Attributable to Kinder Morgan, Inc. to DCF” 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 “Amounts from Joint Ventures” below). The following table summarizes our Certain Items for the three months ended March 31, 2023 and 2022, which are also described in more detail in the footnotes to tables included in “—Segment Earnings Results” below.

	Three Months Ended March 31,
	2023		2022
	(In millions)
Certain Items
Fair value amortization	$	(4)	$	(4)
Change in fair value of derivative contracts(a)	(68)		82
Loss on impairment	67		—
Income tax Certain Items(b)	1		(20)
Other	—		7
Total Certain Items(c)(d)	$	(4)	$	65

(a)Gains or losses are reflected when realized.

(b)Represents the income tax provision on Certain Items plus discrete income tax items. Includes the impact of KMI’s income tax provision on Certain Items affecting earnings from equity investments and is separate from the related tax provision recognized at the investees by the joint ventures which are also taxable entities.

(c)2023 and 2022 amounts include the following amounts included within “Earnings from equity investments” on our accompanying consolidated statements of income: (i) $(2) million and $5 million, respectively, included within “Change in fair value of derivative contracts” and (ii) for the 2023 period only, $67 million included within “Loss on impairment” for a non-cash impairment related to our investment in Double Eagle Pipeline LLC in our Products Pipelines business segment (see Note 2 “Losses on Impairments—Impairments”).

(d)2023 and 2022 amounts include, in the aggregate, $(8) million and $(44) million, respectively, included within “Interest, net” on the accompanying consolidated statements of income which consist of $(4) million in each period of “Fair value amortization” and $(4) million and $(40) million, respectively, of “Change in fair value of derivative contracts.”

Adjusted Earnings

Adjusted Earnings is calculated by adjusting Net income attributable to Kinder Morgan, Inc. for Certain Items. Adjusted Earnings is used by us, investors and other external users of our financial statements as a supplemental measure that provides decision-useful information regarding our period-over-period performance and ability to generate earnings that are core to our ongoing operations. We believe the GAAP measure most directly comparable to Adjusted Earnings is Net income attributable to Kinder Morgan, Inc. Adjusted Earnings per share uses Adjusted Earnings and applies the same two-class method used in arriving at basic earnings per share. See “—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Earnings” below.

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. We also adjust amounts from joint ventures for income taxes, DD&A, cash taxes and sustaining capital expenditures (see “Amounts from Joint Ventures” below). 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. See “—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to DCF” below.

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Adjusted Segment EBDA

Adjusted Segment EBDA is calculated by adjusting Segment EBDA for Certain Items attributable to the segment. Adjusted Segment EBDA is used by management in its analysis of segment performance and management of our business. We believe Adjusted Segment EBDA is a useful performance metric because it provides management, investors and other external users of our financial statements additional insight into performance trends across our business segments, our segments’ relative contributions to our consolidated performance and the ability of our segments to generate earnings on an ongoing basis. Adjusted Segment EBDA is also used as a factor in determining compensation under our annual incentive compensation program for our business segment presidents and other business segment employees. We believe it is useful to investors because it is a measure that management uses to allocate resources to our segments and assess each segment’s performance. See “—Non-GAAP Financial Measures—Reconciliation of Segment EBDA to Adjusted Segment EBDA” below.

Adjusted EBITDA

Adjusted EBITDA 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 and interest. We also include amounts from joint ventures for income taxes and DD&A (see “Amounts from Joint Ventures” below). Adjusted EBITDA is used by management, investors and other external users, in conjunction with our Net Debt (as described further below), to evaluate our leverage. Management and external users also use Adjusted EBITDA as an important metric to compare the valuations of companies across our industry. Our ratio of Net Debt-to-Adjusted EBITDA is used as a supplemental performance target for purposes of our annual incentive compensation program. We believe the GAAP measure most directly comparable to Adjusted EBITDA is Net income attributable to Kinder Morgan, Inc. See “—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted EBITDA” below.

Amounts from Joint Ventures

Certain Items, DCF and Adjusted EBITDA reflect amounts from unconsolidated joint ventures and consolidated joint ventures utilizing the same recognition and measurement methods used to record “Earnings from equity investments” and “Noncontrolling interests,” respectively. The calculations of DCF and Adjusted EBITDA related to our unconsolidated and consolidated joint ventures include the same items (DD&A and income tax expense, and for DCF only, also cash taxes and sustaining capital expenditures) with respect to the joint ventures as those included in the calculations of DCF and Adjusted EBITDA for our wholly-owned consolidated subsidiaries; further, we remove the portion of these adjustments attributable to non-controlling interests. (See “—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to DCF” and “—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted EBITDA” below.) Although these amounts related to our unconsolidated joint ventures are included in the calculations of DCF and Adjusted EBITDA, such inclusion should not be understood to imply that we have control over the operations and resulting revenues, expenses or cash flows of such unconsolidated joint ventures.

Net Debt

Net Debt is calculated, based on amounts as of March 31, 2023, by subtracting the following amounts from our debt balance of $31,506 million: (i) cash and cash equivalents of $416 million; (ii) debt fair value adjustments of $207 million; and (iii) the foreign exchange impact on Euro-denominated bonds of $(1) million for which we have entered into currency swaps to convert that debt to U.S. dollars. Net Debt, on its own and in conjunction with our Adjusted EBITDA as part of a ratio of Net Debt-to-Adjusted EBITDA, is a non-GAAP financial measure that is used by management, investors and other external users of our financial information to evaluate our leverage. Our ratio of Net Debt-to-Adjusted EBITDA is also used as a supplemental performance target for purposes of our annual incentive compensation program. We believe the most comparable measure to Net Debt is total debt.

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Consolidated Earnings Results

The following tables summarize the key components of our consolidated earnings results.

	Three Months Ended March 31,
	2023		2022		Earnings increase/(decrease)
	(In millions, except percentages)
Revenues	$	3,888	$	4,293	$	(405)	(9)	%
Operating Costs, Expenses and Other
Costs of sales (exclusive of items shown separately below)	(1,215)		(1,894)		679		36	%
Operations and maintenance	(639)		(585)		(54)		(9)	%
DD&A	(565)		(538)		(27)		(5)	%
General and administrative	(166)		(156)		(10)		(6)	%
Taxes, other than income taxes	(110)		(111)		1		1	%
Gain on divestitures and impairments, net	—		10		(10)		(100)	%
Other income, net	1		5		(4)		(80)	%
Total Operating Costs, Expenses and Other	(2,694)		(3,269)		575		18	%
Operating Income	1,194		1,024		170		17	%
Other Income (Expense)
Earnings from equity investments	165		187		(22)		(12)	%
Amortization of excess cost of equity investments	(17)		(19)		2		11	%
Interest, net	(445)		(333)		(112)		(34)	%
Other, net	2		19		(17)		(89)	%
Total Other Expense	(295)		(146)		(149)		(102)	%
Income Before Income Taxes	899		878		21		2	%
Income Tax Expense	(196)		(194)		(2)		(1)	%
Net Income	703		684		19		3	%
Net Income Attributable to Noncontrolling Interests	(24)		(17)		(7)		(41)	%
Net Income Attributable to Kinder Morgan, Inc.	$	679	$	667	$	12	2	%
Basic and diluted earnings per share	$	0.30	$	0.29	$	0.01	3	%
Basic and diluted weighted average shares outstanding	2,247		2,267		(20)		(1)	%
Declared dividends per share	$	0.2825	$	0.2775	$	0.005	2	%

Below is a discussion of significant changes in our Consolidated Earnings Results for the comparable three-month periods ended March 31, 2023 and 2022:

Revenues

Revenues decreased $405 million in 2023 compared to 2022. The decrease was primarily due to lower commodity sales driven by lower commodity prices and volumes.

Operating Costs, Expenses and Other

Costs of sales

Costs of sales decreased $679 million in 2023 compared to 2022. The decrease was primarily due to lower commodity prices and volumes. The decrease was further impacted by the period-over-period change related to the impacts of non-cash mark-to-market derivative contracts used to hedge forecasted commodity purchases.

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Other Income (Expense)

Interest, net

In the table above, we report our interest expense as “net,” meaning that we have subtracted interest income and capitalized interest from our total interest expense to arrive at one interest amount.  Our interest expense, net increased $112 million in 2023 compared to 2022. The increase was primarily due to higher realized SOFR rates associated with interest rate swaps and changes in fair value of interest rate swaps.

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Non-GAAP Financial Measures

Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Earnings

	Three Months Ended March 31,
	2023		2022
	(In millions, except per share amounts)
Net income attributable to Kinder Morgan, Inc.	$	679	$	667
Certain Items(a)
Fair value amortization	(4)		(4)
Change in fair value of derivative contracts	(68)		82
Loss on impairment	67		—
Income tax Certain Items	1		(20)
Other	—		7
Total Certain Items	(4)		65
Adjusted Earnings	$	675	$	732
Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to DCF
Net income attributable to Kinder Morgan, Inc.	$	679	$	667
Total Certain Items(b)	(4)		65
DD&A	565		538
Amortization of excess cost of equity investments	17		19
Income tax expense(c)	195		214
Cash taxes	(1)		(1)
Sustaining capital expenditures	(156)		(115)
Amounts from joint ventures
Unconsolidated joint venture DD&A	81		77
Remove consolidated joint venture partners’ DD&A	(16)		(11)
Unconsolidated joint venture income tax expense(d)(e)	26		21
Unconsolidated joint venture cash taxes(d)	—		—
Unconsolidated joint venture sustaining capital expenditures	(29)		(12)
Remove consolidated joint venture partners’ sustaining capital expenditures	2		2
Other items(f)	15		(9)
DCF	$	1,374	$	1,455
Adjusted Earnings per share	$	0.30	$	0.32
Weighted average shares outstanding for dividends(g)	2,260		2,280
DCF per share	$	0.61	$	0.64
Declared dividends per share	$	0.2825	$	0.2775

(a)See table included in “—Overview—Non-GAAP Financial Measures—Certain Items” above.

(b)See “—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Earnings” for a detailed listing.

(c)To avoid duplication, 2023 and 2022 adjustments for income tax expense exclude $1 million and $(20) million, respectively, which amounts are already included within “Certain Items.” See table included in “—Overview—Non-GAAP Financial Measures—Certain Items” above.

(d)Associated with our Citrus, NGPL Holdings and Products (SE) Pipe Line equity investments.

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(e)Includes the tax provision on Certain Items recognized by the investees that are taxable entities. The impact of KMI’s income tax provision on Certain Items affecting earnings from equity investments is included within “Certain Items.” See table included in “—Overview—Non-GAAP Financial Measures—Certain Items” above.

(f)Includes non-cash pension expense, non-cash compensation associated with our restricted stock program and pension contributions.

(g)Includes restricted stock awards that participate in dividends.

Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted EBITDA

	Three Months Ended March 31,
	2023		2022
	(In millions)
Net income attributable to Kinder Morgan, Inc.	$	679	$	667
Certain Items(a)
Fair value amortization	(4)		(4)
Change in fair value of derivative contracts	(68)		82
Loss on impairment	67		—
Income tax Certain Items	1		(20)
Other	—		7
Total Certain Items	(4)		65
DD&A	565		538
Amortization of excess cost of equity investments	17		19
Income tax expense(b)	195		214
Interest, net(c)	453		377
Amounts from joint ventures
Unconsolidated joint venture DD&A	81		77
Remove consolidated joint venture partners’ DD&A	(16)		(11)
Unconsolidated joint venture income tax expense(d)	26		21
Adjusted EBITDA	$	1,996	$	1,967

(a)See table included in “—Overview—Non-GAAP Financial Measures—Certain Items” above.

(b)To avoid duplication, 2023 and 2022 adjustments for income tax expense exclude $1 million and $(20) million, respectively, which amounts are already included within “Certain Items.” See table included in “—Overview—Non-GAAP Financial Measures—Certain Items” above.

(c)To avoid duplication, 2023 and 2022 adjustments for interest, net exclude $(8) million and $(44) million, respectively, which amounts are already included within “Certain Items.” See table included in “—Overview—Non-GAAP Financial Measures—Certain Items,” above.

(d)Includes that tax provision on Certain Items recognized by the investees that are taxable entities associated with our Citrus, NGPL Holdings and Products (SE) Pipe Line equity investments. The impact of KMI’s income tax provision on Certain Items affecting earnings from equity investments is included within “Certain Items” above.

Below is a discussion of significant changes in our Adjusted Earnings, DCF and Adjusted EBITDA for the comparable three-month periods ended March 31, 2023 and 2022:

Change from prior period	Increase/(Decrease)
	(In millions)
Adjusted Earnings	$	(57)
DCF	$	(81)
Adjusted EBITDA	$	29

Adjusted Earnings decreased $57 million in 2023 compared to 2022 and was driven by an increase in interest expense partially offset by favorable margins primarily from our Natural Gas Pipelines business segment. These items also affected DCF. The $81 million decrease in DCF in 2023 compared to 2022 was further impacted by an increase in sustaining capital expenditures. Adjusted EBITDA increased $29 million in 2023 compared to 2022, which was also driven by favorable margins from our Natural Gas Pipelines business segment.

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General and Administrative and Corporate Charges

	Three Months Ended March 31,				Earnings increase/(decrease)
	2023		2022
	(In millions, except percentages)
General and administrative	$	(166)	$	(156)	$	(10)	(6)	%
Corporate (charges) benefit	(13)		11		(24)		(218)	%
General and administrative and corporate charges	$	(179)	$	(145)	$	(34)	(23)	%

We had unfavorable changes of $10 million in general and administrative expenses and $24 million in our corporate (charges) benefit for the three months ended March 31, 2023 when compared with the respective prior year period. The combined changes were primarily due to higher pension costs of $22 million and higher labor and benefit-related costs of $9 million.

Reconciliation of Segment EBDA to Adjusted Segment EBDA

	Three Months Ended March 31,
	2023		2022
	(In millions)
Segment EBDA(a)
Natural Gas Pipelines Segment EBDA	$	1,495	$	1,184
Certain Items(b)
Change in fair value of derivative contracts	(65)		106
Other	—		7
Natural Gas Pipelines Adjusted Segment EBDA	$	1,430	$	1,297
Products Pipelines Segment EBDA	$	184	$	299
Certain Items(b)
Loss on impairment	67		—
Products Pipelines Adjusted Segment EBDA	$	251	$	299
Terminals Segment EBDA	$	254	$	238
CO2 Segment EBDA	$	172	$	192
Certain Items(b)
Change in fair value of derivative contracts	1		16
CO2 Adjusted Segment EBDA	$	173	$	208

(a)Includes revenues, earnings from equity investments, operating expenses, gain on divestitures and impairments, net, other income, net, and other, net. Operating expenses include costs of sales, operations and maintenance expenses, and taxes, other than income taxes. See “—Overview—GAAP Financial Measures” above.

(b)See “—Overview—Non-GAAP Financial Measures—Certain Items” above.

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Segment Earnings Results

Natural Gas Pipelines

	Three Months Ended March 31,
	2023		2022
	(In millions, except operating statistics)
Revenues	$	2,466	$	2,813
Operating expenses	(1,177)		(1,784)
Other income	1		1
Earnings from equity investments	200		154
Other, net	5		—
Segment EBDA	1,495		1,184
Certain Items:
Change in fair value of derivative contracts	(65)		106
Other	—		7
Certain Items(a)	(65)		113
Adjusted Segment EBDA	$	1,430	$	1,297
Change from prior period	Increase/(Decrease)
Segment EBDA	$	311
Adjusted Segment EBDA	$	133
Volumetric data(b)
Transport volumes (BBtu/d)	40,400		39,319
Sales volumes (BBtu/d)	2,117		2,515
Gathering volumes (BBtu/d)	3,325		2,817
NGLs (MBbl/d)	35		32

(a)See table included in “—Overview—Non-GAAP Financial Measures—Certain Items” above. 2023 Certain Items of $(63) million and $(2) million are associated with our Midstream and East businesses, respectively. 2022 Certain Items of $101 million, $7 million and $5 million are associated with our Midstream, West and East businesses, respectively. For more detail of significant Certain Items, see the discussion of changes in Segment EBDA below.

(b)Joint venture throughput is reported at our ownership share. Volumes for assets sold are excluded for all periods presented.

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Below are the changes in Segment EBDA in the comparable three-month periods ended March 31, 2023 and 2022:

Three Months Ended March 31, 2023 versus Three Months Ended March 31, 2022

	2023		2022		increase/ (decrease)
	(In millions)
Midstream	$	540	$	283	$	257
East	696		647		49
West	259		254		5
Total Natural Gas Pipelines Segment EBDA	$	1,495	$	1,184	$	311

The changes in Segment EBDA for our Natural Gas Pipelines business segment in the comparable three-month periods ended March 31, 2023 and 2022 are explained by the following discussion:

•A $257 million (91%) increase in Midstream was affected by period-over-period decreases in costs of sales and, to a lesser extent, in revenues related to the impacts of non-cash mark-to-market derivative contracts used to hedge forecasted commodity sales and purchases, which we treated as Certain Items.

In addition, Midstream was favorably impacted by higher sales margins on our Texas intrastate natural gas pipeline operations largely driven by realized gains on sales hedges partially offset by lower sales volumes, higher volumes on our KinderHawk assets and higher gas sales margins driven by higher weather-related prices on our Altamont asset, partially offset by lower deficiency revenues and lower service fee revenues as a result of a renegotiated contract at a lower price on our South Texas assets. Overall, Midstream’s revenue changes are partially offset by corresponding changes in costs of sales.

•A $49 million (8%) increase in the East Region was primarily due to higher equity earnings from Midcontinent Express Pipeline LLC, driven by new customer contracts entered into in the later part of 2022, and higher revenues as a result of increased demand in park and loan services due to favorable pricing on our Stagecoach assets.

•A $5 million (2%) increase in the West Region was primarily due to higher earnings from EPNG due to an increase in gas sales margin and the return of a pipeline to service, partially offset by lower revenues from Cheyenne Plains Gas Pipeline Company, L.L.C. due to the expiration of a customer contract in December 2022 and lower revenues from Colorado Interstate Gas Company, L.L.C. and Wyoming Interstate Company, L.L.C. resulting from rate case settlements effective April 2022.

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Products Pipelines

	Three Months Ended March 31,
	2023		2022
	(In millions, except operating statistics)
Revenues	$	668	$	766
Operating expenses	(440)		(497)
Gain on divestitures and impairments, net	—		12
(Loss) earnings from equity investments	(44)		18
Segment EBDA	184		299
Certain Items:
Loss on impairment	67		—
Certain Items(a)	67		—
Adjusted Segment EBDA	$	251	$	299
Change from prior period	Increase/(Decrease)
Segment EBDA	$	(115)
Adjusted Segment EBDA	$	(48)
Volumetric data(b)
Gasoline(c)	948		940
Diesel fuel	328		369
Jet fuel	271		242
Total refined product volumes	1,547		1,551
Crude and condensate	460		486
Total delivery volumes (MBbl/d)	2,007		2,037

(a)See table included in “—Overview—Non-GAAP Financial Measures—Certain Items” above. 2023 Certain Item of $67 million is associated with our Crude and Condensate business. For more detail of significant Certain Items, see the discussion of changes in Segment EBDA below.

(b)Joint venture throughput is reported at our ownership share.

(c)Volumes include ethanol pipeline volumes.

Below are the changes in Segment EBDA in the comparable three-month periods ended March 31, 2023 and 2022:

Three Months Ended March 31, 2023 versus Three Months Ended March 31, 2022

	2023		2022		increase/ (decrease)
	(In millions)
Crude and Condensate	$	5	$	89	$	(84)
West Coast Refined Products	108		137		(29)
Southeast Refined Products	71		73		(2)
Total Products Pipelines Segment EBDA	$	184	$	299	$	(115)

The changes in Segment EBDA for our Products Pipelines business segment in the comparable three-month periods ended March 31, 2023 and 2022 are explained by the following discussion:

•An $84 million (94%) decrease in Crude and Condensate was affected by a $67 million reduction to equity earnings for a non-cash impairment related to our investment in Double Eagle Pipeline LLC, which we treated as a Certain Item.

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In addition, Crude and Condensate was unfavorably impacted by lower earnings from lower volumes on our Double H pipeline and from our Kinder Morgan Crude & Condensate pipeline driven primarily by a decrease in revenues as a result of re-contracting at lower rates and lower deficiency revenues. Our Crude and Condensate business also had lower revenues with a corresponding decrease in costs of sales, resulting from decreased commodity pricing.

•A $29 million (21%) decrease in West Coast Refined Products was primarily due to lower earnings on our Pacific operations resulting from net changes in product gains and losses affecting operating costs and a gain on sale of land in the 2022 period at Calnev.

•A $2 million (3%) decrease in Southeast Refined Products was primarily due to lower earnings at our Transmix processing operations primarily due to lower prices, partially offset by higher volumes and rate escalations across numerous assets.

Terminals

	Three Months Ended March 31,
	2023			2022
	(In millions, except operating statistics)
Revenues	$	461		$	430
Operating expenses	(210)			(199)
Loss on divestitures and impairments, net	—			(3)
Other income	—			4
Earnings from equity investments	2			4
Other, net	1			2
Segment EBDA	$	254		$	238
Change from prior period	Increase/(Decrease)
Segment EBDA	$	16
Volumetric data(a)
Liquids leasable capacity (MMBbl)	78.3			78.2
Liquids leased capacity %(b)	92.8		%	90.6		%
Bulk transload tonnage (MMtons)	13.4			13.0

(a)Volumes for facilities divested, idled and/or held for sale are excluded for all periods presented.

(b)The ratio of our tankage capacity in service to liquids leasable capacity.

For purposes of the following tables and related discussions, the results of operations of our terminals held for sale or divested, including any associated gain or loss on sale, are reclassified for all periods presented from the historical business grouping below and included within the All others group.

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Below are the changes in Segment EBDA in the comparable three-month periods ended March 31, 2023 and 2022:

Three Months Ended March 31, 2023 versus Three Months Ended March 31, 2022

	2023		2022		increase/ (decrease)
	(In millions)
Gulf Central	$	38	$	32	$	6
Marine operations	41		38		3
Mid Atlantic	26		23		3
Northeast	25		22		3
All others (including intrasegment eliminations)	124		123		1
Total Terminals Segment EBDA	$	254	$	238	$	16

The changes in Segment EBDA for our Terminals business segment in the comparable three-month periods ended March 31, 2023 and 2022 are explained by the following discussion:

•A $6 million (19%) increase in the Gulf Central terminals was primarily due to higher revenues resulting from contractual rate escalations and higher volumes for petroleum coke handling activities.

•A $3 million (8%) increase in Marine operations was primarily due to higher average charter rates.

•A $3 million (13%) increase in the Mid Atlantic terminals was primarily due to higher revenues resulting from increased effective handling rates on export coal volumes at our Pier IX facility.

•A $3 million (14%) increase in the Northeast terminals was primarily driven by increased revenues associated with higher utilization at our Carteret facility.

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CO2

	Three Months Ended March 31,
	2023		2022
	(In millions, except operating statistics)
Revenues	$	297	$	305
Operating expenses	(132)		(125)
Gain on divestitures and impairments, net	—		1
Earnings from equity investments	7		11
Segment EBDA	172		192
Certain Items:
Change in fair value of derivative contracts	1		16
Certain Items(a)	1		16
Adjusted Segment EBDA	$	173	$	208
Change from prior period	Increase/(Decrease)
Segment EBDA	$	(20)
Adjusted Segment EBDA	$	(35)
Volumetric data
SACROC oil production	18.90		19.27
Yates oil production	6.74		6.79
Other	2.61		2.91
Total oil production, net (MBbl/d)(b)	28.25		28.97
NGL sales volumes, net (MBbl/d)(b)	8.16		9.41
CO2 sales volumes, net (Bcf/d)	0.36		0.37
Realized weighted average oil price ($ per Bbl)	$	67.15	$	66.90
Realized weighted average NGL price ($ per Bbl)	$	34.06	$	43.68

(a)See table included in “—Overview—Non-GAAP Financial Measures—Certain Items” above. 2023 and 2022 Certain Items are associated with our Oil and Gas Producing activities. For more detail of significant Certain Items, see the discussion of changes in Segment EBDA below.

(b)Net of royalties and outside working interests.

Below are the changes in Segment EBDA in the comparable three-month periods ended March 31, 2023 and 2022:

Three Months Ended March 31, 2023 versus Three Months Ended March 31, 2022

	2023		2022		increase/ (decrease)
	(In millions)
Source and Transportation activities	$	49	$	62	$	(13)
Oil and Gas Producing activities	118		126		(8)
Subtotal	167		188		(21)
Energy Transition Ventures	5		4		1
Total CO2 Segment EBDA	$	172	$	192	$	(20)

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The changes in Segment EBDA for our CO2 business segment in the comparable three-month periods ended March 31, 2023 and 2022 are explained by the following discussion:

•A $13 million (21%) decrease in Source and Transportation activities primarily due to higher operating expenses and a decrease in revenues related to lower CO2 sales prices and volumes.

•An $8 million (6%) decrease in Oil and Gas Producing activities primarily due to a decrease in revenues related to lower realized NGL prices and lower NGL and crude oil volumes which was largely driven by an extended outage at SACROC.

In addition, Oil and Gas Producing activities was affected by a favorable change period-over-period in revenues related to non-cash mark-to-market derivative hedge contracts which we treated as Certain Items.

We believe that our existing hedge contracts in place within our CO2 business segment substantially mitigate commodity price sensitivities in the near-term and to a lesser extent over the following few years from price exposure. Below is a summary of our CO2 business segment hedges outstanding as of March 31, 2023:

	Remaining 2023		2024		2025		2026		2027
Crude Oil(a)
Price ($ per Bbl)	$	64.67	$	62.45	$	61.98	$	65.32	$	62.23
Volume (MBbl/d)	23.57		15.50		10.05		5.30		0.50
NGLs
Price ($ per Bbl)	$	55.11	$	36.23
Volume (MBbl/d)	3.82		0.04
Midland-to-Cushing Basis Spread
Price ($ per Bbl)	$	1.00	$	1.15
Volume (MBbl/d)	21.00		2.75
Argus Calendar Month Average Basis Spread
Price ($ per Bbl)	$	0.91	$	0.43
Volume (MBbl/d)	21.25		2.50

(a)Includes West Texas Intermediate hedges.

Liquidity and Capital Resources

General

As of March 31, 2023, we had $416 million of “Cash and cash equivalents,” a decrease of $329 million from December 31, 2022. Additionally, as of March 31, 2023, we had borrowing capacity of approximately $3.9 billion under our credit facilities (discussed below in “—Short-term Liquidity”). As discussed further below, we believe our cash flows from operating activities, cash position and remaining borrowing capacity on our credit facilities are more than adequate to allow us to manage our day-to-day cash requirements and anticipated obligations.

We have consistently generated substantial cash flows from operations, providing a source of funds of $1,333 million and $1,084 million in the first three months of 2023 and 2022, respectively. The period-to-period increase is discussed below in “—Cash Flows—Operating Activities.” We primarily rely on cash provided from operations to fund our operations as well as our debt service, sustaining capital expenditures, dividend payments and our expansion capital expenditures; however, we may access the debt capital markets from time to time to refinance our maturing long-term debt and finance incremental investments, if any.

We use interest rate swap agreements to convert a portion of the underlying cash flows related to our long-term fixed rate debt securities (senior notes) into variable rate debt in order to achieve our desired mix of fixed and variable rate debt. As of March 31, 2023 and December 31, 2022, approximately 13% and 20%, respectively, of the principal amount of our debt balances were subject to variable interest rates—either as short-term or long-term variable rate debt obligations or as fixed-rate debt converted to variable rates through the use of interest rate swaps. The percentage at March 31, 2023 and December 31,

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2022 includes $3,445 million and $1,250 million, respectively, of variable-to-fixed interest rate derivative contracts which expire in December 2023. For more information on our interest rate swaps, see Note 5 “Risk Management—Interest Rate Risk Management” to our consolidated financial statements.

Our board of directors declared a quarterly dividend of $0.2825 per share for the first quarter of 2023, a 2% increase over the dividend declared for the first quarter of 2022.

On January 31, 2023, we issued in a registered offering $1,500 million aggregate principal amount of 5.20% senior notes due 2033 for net proceeds of $1,485 million, which were used to repay short-term borrowings, maturing debt and for general corporate purposes.

During the first quarter, upon maturity, we repaid our 3.15% senior notes, our floating rate senior notes and our 3.45% senior notes.

Short-term Liquidity

As of March 31, 2023, our principal sources of short-term liquidity are (i) cash from operations; and (ii) our combined $4.0 billion of credit facilities with an available capacity of approximately $3.9 billion and an associated $3.5 billion commercial paper program. The loan commitments under our credit facilities can be used for working capital and other general corporate purposes and as a backup to our commercial paper program. Commercial paper borrowings reduce borrowings allowed under our credit facilities and letters of credit reduce borrowings allowed under our $3.5 billion credit facility. We provide for liquidity by maintaining a sizable amount of excess borrowing capacity under our credit facilities and, as previously discussed, have consistently generated strong cash flows from operations.

As of March 31, 2023, our $2,160 million of short-term debt consisted primarily of senior notes that mature in the next twelve months. We intend to fund our debt, as it becomes due, primarily through credit facility borrowings, commercial paper borrowings, cash flows from operations, and/or issuing new long-term debt. Our short-term debt balance as of December 31, 2022 was $3,385 million.

We had working capital (defined as current assets less current liabilities) deficits of $2,079 million and $3,127 million as of March 31, 2023 and December 31, 2022, respectively. From time to time, our current liabilities may include short-term borrowings used to finance our expansion capital expenditures, which we may periodically replace with long-term financing and/or pay down using retained cash from operations. The overall $1,048 million favorable change from year-end 2022 was primarily due to (i) a $1,225 million decrease in senior notes that mature in the next twelve months; (ii) a $288 million decrease in other current liabilities, primarily related to reductions in property tax and bonus accruals and exchange gas payables; (iii) a $164 million decrease in accrued interest; and (iv) favorable short-term fair value adjustments on derivative contracts of $54 million; partially offset by (i) a $329 million decrease in cash and cash equivalents which was used to repay a portion of senior notes that matured in the first quarter of 2023; (ii) a $162 million net unfavorable change in our accounts receivables and payables; (iii) a $120 million decrease in other current assets, primarily in exchange gas receivables and regulatory assets; and (iv) a $45 million decrease in inventories, primarily associated with gas in underground storage. Generally, our working capital balance varies due to factors such as the timing of scheduled debt payments, timing differences in the collection and payment of receivables and payables, the change in fair value of our derivative contracts, and changes in our cash and cash equivalent balances as a result of excess cash from operations after payments for investing and financing activities.

Capital Expenditures

We account for our capital expenditures in accordance with GAAP. Additionally, we distinguish between capital expenditures as follows:

Type of Expenditure	Physical Determination of Expenditure
Sustaining capital expenditures	•Investments to maintain the operational integrity and extend the useful life of our assets
Expansion capital expenditures (discretionary capital expenditures)	•Investments to expand throughput or capacity from that which existed immediately prior to the making or acquisition of additions or improvements

Budgeting of maintenance capital expenditures, which we refer to as sustaining capital expenditures, is done annually on a bottom-up basis. For each of our assets, we budget for and make those sustaining capital expenditures that are necessary to maintain safe and efficient operations, meet customer needs and comply with our operating policies and applicable law. We

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may budget for and make additional sustaining capital expenditures that we expect to produce economic benefits such as increasing efficiency and/or lowering future expenses. Budgeting and approval of expansion capital expenditures generally occurs periodically throughout the year on a project-by-project basis in response to specific investment opportunities identified by our business segments from which we generally expect to receive sufficient returns to justify the expenditures. Assets comprising expansion capital projects could result in additional sustaining capital expenditures over time. The need for sustaining capital expenditures in respect of newly constructed assets tends to be minimal, but tends to increase over time as such assets age and experience wear and tear. Regardless of whether assets result from sustaining or expansion capital expenditures, once completed, the addition of such assets to our depreciable asset base will impact our calculation of depreciation, depletion and amortization over the remaining useful lives of the impacted or resulting assets.

Generally, the determination of whether a capital expenditure is classified as sustaining or as expansion is made on a project level. The classification of our capital expenditures as expansion capital expenditures or as sustaining capital expenditures is made consistent with our accounting policies and is generally a straightforward process, but in certain circumstances can be a matter of management judgment and discretion. The classification has an impact on DCF because capital expenditures that are classified as expansion capital expenditures are not deducted in calculating DCF, while those classified as sustaining capital expenditures are.

Our capital expenditures for the three months ended March 31, 2023, and the amount we expect to spend for the remainder of 2023 to sustain our assets and expand our business are as follows:

	Three Months Ended March 31, 2023		2023 Remaining		Total 2023
	(In millions)
Capital expenditures:
Sustaining capital expenditures	$	156	$	718	$	874
Expansion capital expenditures	368		1,617		1,985
Accrued capital expenditures, contractor retainage and other	(17)		—		—
Capital expenditures	$	507	$	2,335	$	2,859
Add:
Sustaining capital expenditures of unconsolidated joint ventures(a)	$	29	$	130	$	159
Investments in unconsolidated joint ventures(b)	44		200		244
Less: Consolidated joint venture partners’ sustaining capital expenditures	(2)		(9)		(11)
Accrued capital expenditures, contractor retainage and other	17		—		—
Total capital investments	$	595	$	2,656	$	3,251

(a)Sustaining capital expenditures by our joint ventures generally do not require cash outlays by us.

(b)Reflects cash contributions to unconsolidated joint ventures. Also includes contributions to an unconsolidated joint venture that are netted within the amount the joint venture declares as a distribution to us.

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Our capital investments consist of the following:

	Three Months Ended March 31, 2023		2023 Remaining		Total 2023
	(In millions)
Sustaining capital investments
Capital expenditures for property, plant and equipment	$	156	$	718	$	874
Sustaining capital expenditures of unconsolidated joint ventures(a)	29		130		159
Less: Consolidated joint venture partners’ sustaining capital expenditures	(2)		(9)		(11)
Total sustaining capital investments	183		839		1,022
Expansion capital investments
Capital expenditures for property, plant and equipment	368		1,617		1,985
Investments in unconsolidated joint ventures(b)	44		200		244
Total expansion capital investments	412		1,817		2,229
Total capital investments	$	595	$	2,656	$	3,251

(a)Sustaining capital expenditures by our joint ventures generally do not require cash outlays by us.

(b)Reflects cash contributions to unconsolidated joint ventures. Also includes contributions to an unconsolidated joint venture that are netted within the amount the joint venture declares as a distribution to us.

Off Balance Sheet Arrangements

There have been no material changes in our obligations with respect to other entities that are not consolidated in our financial statements that would affect the disclosures presented as of December 31, 2022 in our 2022 Form 10-K.

Commitments for the purchase of property, plant and equipment as of March 31, 2023 and December 31, 2022 were $322 million and $527 million, respectively. The decrease of $205 million was primarily driven by capital commitments related to our Terminals and Products Pipelines segments.

Cash Flows

The following table summarizes our net cash flows provided by (used in) operating, investing and financing activities between 2023 and 2022.

	Three Months Ended March 31,
	2023		2022		Changes
	(In millions)
Net Cash Provided by (Used in)
Operating activities	$	1,333	$	1,084	$	249
Investing activities	(508)		(371)		(137)
Financing activities	(1,181)		(1,512)		331
Net Decrease in Cash, Cash Equivalents and Restricted Deposits	$	(356)	$	(799)	$	443

Operating Activities

$249 million more cash provided by operating activities in the comparable three-month periods ended March 31, 2023 and 2022 is explained by the following discussion:

•a $316 million increase in cash associated with net changes in working capital items and other non-current assets and liabilities. The increase was primarily driven by (i) net favorable changes related to the timing of accounts receivable collections and trade payable payments, largely in our Natural Gas business segment; and (ii) a decrease in inventories primarily driven by higher settlements associated with commodity hedges related to gas in underground storage; partially offset by,

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•a $67 million decrease in cash after adjusting the $19 million increase in net income by $86 million for the combined effects of the period-to-period net changes in non-cash items.

Investing Activities

$137 million more cash used in investing activities in the comparable three-month periods ended March 31, 2023 and 2022 is explained by the following discussion:

•a $100 million increase in capital expenditures primarily driven by the expansion projects in our Natural Gas business segment.

Financing Activities

$331 million less cash used in financing activities in the comparable three-month periods ended March 31, 2023 and 2022 is explained by the following discussion:

•a $470 million net decrease in cash used related to debt activity as a result of lower net debt payments in the 2023 period compared to the 2022 period; partially offset by,

•a $112 million increase in cash used for share repurchases under our share buy-back program.

Dividends

We expect to declare dividends of $1.13 per share on our stock for 2023. The table below reflects our 2023 dividends declared:

Three months ended	Total quarterly dividend per share for the period		Date of declaration	Date of record	Date of dividend
March 31, 2023	$	0.2825	April 19, 2023	May 1, 2023	May 15, 2023

The actual amount of dividends to be paid on our capital stock will depend on many factors, including our financial condition and results of operations, liquidity requirements, business prospects, capital requirements, legal, regulatory and contractual constraints, tax laws, Delaware laws and other factors. See Item 1A. “Risk Factors—The guidance we provide for our anticipated dividends is based on estimates. Circumstances may arise that lead to conflicts between using funds to pay anticipated dividends or to invest in our business.” of our 2022 Form 10-K. All of these matters will be taken into consideration by our board of directors when declaring dividends.

Our dividends are not cumulative. Consequently, if dividends on our stock are not paid at the intended levels, our stockholders are not entitled to receive those payments in the future. Our dividends generally will be paid on or about the 15th day of each February, May, August and November.

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Summarized Combined Financial Information for Guarantee of Securities of Subsidiaries

KMI and certain subsidiaries (Subsidiary Issuers) are issuers of certain debt securities. KMI and substantially all of KMI’s wholly owned domestic subsidiaries (Subsidiary Guarantors), are parties to a cross guarantee agreement whereby each party to the agreement unconditionally guarantees, jointly and severally, the payment of specified indebtedness of each other party to the agreement. Accordingly, with the exception of certain subsidiaries identified as subsidiary non-guarantors (Subsidiary Non-Guarantors), the parent issuer, Subsidiary Issuers and Subsidiary Guarantors (the “Obligated Group”) are all guarantors of each series of our guaranteed debt (Guaranteed Notes). As a result of the cross guarantee agreement, a holder of any of the Guaranteed Notes issued by KMI or a Subsidiary Issuer is in the same position with respect to the net assets, and income of KMI and the Subsidiary Issuers and Guarantors. The only amounts that are not available to the holders of each of the Guaranteed Notes to satisfy the repayment of such securities are the net assets, and income of the Subsidiary Non-Guarantors.

In lieu of providing separate financial statements for the Obligated Group, we have presented the accompanying supplemental summarized combined income statement and balance sheet information for the Obligated Group based on Rule 13-01 of the SEC’s Regulation S-X.  Also, see Exhibit 10.1 to this Report “Cross Guarantee Agreement, dated as of November 26, 2014, among Kinder Morgan, Inc. and certain of its subsidiaries, with schedules updated as of March 31, 2023.”

All significant intercompany items among the Obligated Group have been eliminated in the supplemental summarized combined financial information. The Obligated Group’s investment balances in Subsidiary Non-Guarantors have been excluded from the supplemental summarized combined financial information. Significant intercompany balances and activity for the Obligated Group with other related parties, including Subsidiary Non-Guarantors, (referred to as “affiliates”) are presented separately in the accompanying supplemental summarized combined financial information.

Excluding fair value adjustments, as of March 31, 2023 and December 31, 2022, the Obligated Group had $30,519 million and $30,886 million, respectively, of Guaranteed Notes outstanding.

Summarized combined balance sheet and income statement information for the Obligated Group follows:

Summarized Combined Balance Sheet Information	March 31, 2023		December 31, 2022
	(In millions)
Current assets	$	2,397	$	3,514
Current assets - affiliates	587		618
Noncurrent assets	61,489		61,523
Noncurrent assets - affiliates	520		516
Total Assets	$	64,993	$	66,171
Current liabilities	$	4,456	$	6,612
Current liabilities - affiliates	639		707
Noncurrent liabilities	31,679		30,668
Noncurrent liabilities - affiliates	1,137		1,096
Total Liabilities	37,911		39,083
Kinder Morgan, Inc.’s stockholders’ equity	27,082		27,088
Total Liabilities and Stockholders’ Equity	$	64,993	$	66,171

Summarized Combined Income Statement Information	Three Months Ended March 31, 2023
	(In millions)
Revenues	$	3,613
Operating income	1,108
Net income	613

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Item 3.  Quantitative and Qualitative Disclosures About Market Risk.

There have been no material changes in market risk exposures that would affect the quantitative and qualitative disclosures presented as of December 31, 2022, in Part II, Item 7A in our 2022 Form 10-K. For more information on our risk management activities, refer to Item 1, Note 5 “Risk Management” to our consolidated financial statements.

Item 4.  Controls and Procedures.

As of March 31, 2023, 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.  There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.  Based upon and as of the date of the evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that the design and operation of our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed in the reports we file and submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported as and when required, and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. There has been no change in our internal control over financial reporting during the quarter ended March 31, 2023 that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings.

See Part I, Item 1, Note 9 to our consolidated financial statements entitled “Litigation and Environmental” which is incorporated in this item by reference.

Item 1A. Risk Factors.

Other than the following updated risk factor, there have been no material changes in the risk factors disclosed in Part I, Item 1A in our 2022 Form 10-K. For more information on our risk management activities, refer to Part I, Item 1, Note 5 “Risk Management” to our consolidated financial statements.

New laws, policies, regulations, rulemaking and oversight, as well as changes to those currently in effect, could adversely impact our earnings, cash flows and operations.

Our assets and operations are subject to extensive regulation and oversight by federal, state and local regulatory authorities. Legislative changes, as well as regulatory actions taken by these authorities, have the potential to adversely affect our profitability. Additional regulatory burdens and uncertainties will be created if and to the extent that more stringent energy and environmental and pipeline safety policies are enacted. Overall, we have seen an increase in the efforts of regulatory authorities to issue new regulations and guidance and to interpret existing laws and regulations in ways that promote the use of renewable energy sources and further protection of the environment, call upon companies to increase monitoring and emissions reduction efforts, and increase investigations and enforcement actions for potential violations of environmental laws. For example, in November 2021, the EPA proposed a rule containing standards of performance for GHG emissions, in the form of methane limitations, and volatile organic compound emissions for crude oil and natural gas sources, including the production, processing, transmission and storage segments. In November 2022, the EPA announced a supplemental proposal expanding on the November 2021 proposed rule aimed at achieving more comprehensive emissions reductions from oil and natural gas sources.

These types of proposals, if finalized, would affect our assets and operations indirectly, such as by increasing the costs associated with the production of natural gas and liquids that we transport, or directly, such as by increasing significantly our capital and operating costs associated with impacted equipment.

On March 15, 2023, the EPA announced finalization of its Good Neighbor Plan (the “Plan”) indicating the Plan will significantly cut nitrogen oxide pollution from power plants and other industrial facilities from 23 upwind states which the EPA determined is significantly contributing to National Ambient Air Quality Standards (NAAQS) nonattainment and interfering with maintenance of the 2015 ozone NAAQS in downwind states. As part of the Plan, the EPA announced that it would be

47

issuing prescriptive emission standards for several sectors, including new and existing internal combustion engines of a certain size used in pipeline transportation of natural gas. If the Plan is published in the Federal Register as a final rule, in the form announced by the EPA, those standards will require the installation of more stringent air pollution controls on hundreds of our existing internal combustion engines. The Plan is scheduled to take effect in 2026 and will apply to all impacted engines unless compliance schedule extensions are granted by the EPA, which would need to be supported by us and considered by the EPA on an engine-by-engine basis. The Plan could have material financial impacts on our Natural Gas business segment in relation to the costs necessary to comply with the Plan, the timing of compliance, equipment shortages, potential operational disruptions, and the availability of and costs associated with the purchase of offsets.

These and other initiatives of regulatory authorities may affect our assets and operations directly or indirectly, such as by preventing or delaying the exploration for and production of natural gas and liquids that we transport or expanding regulation of existing infrastructure or new sources that are not currently regulated.

Regulation affects almost every part of our business. In addition to environmental and pipeline safety matters, we are subject to regulations extending to such matters as (i) federal, state and local taxation; (ii) rates (which include reservation, commodity, surcharges, fuel and gas lost and unaccounted for), operating terms and conditions of service; (iii) the types of services we may offer to our customers; (iv) the contracts for service entered into with our customers; (v) the certification and construction of new facilities; (vi) the integrity, safety and security (including against cyber-attacks) of facilities and operations; (vii) the acquisition of other businesses; (viii) the acquisition, extension, disposition or abandonment of services or facilities; (ix) reporting and information posting requirements; (x) the maintenance of accounts and records; and (xi) relationships with affiliated companies involved in various aspects of the natural gas and energy businesses.

Should we fail to comply with any applicable statutes, rules, regulations, and orders of such regulatory authorities, we could be subject to substantial penalties and fines and potential loss of government contracts. New laws or regulations, or different interpretations of existing laws or regulations, including unexpected policy changes, applicable to our income, operations, assets or another aspect of our business could have a material adverse impact on our earnings, cash flow, financial condition and results of operations. For more information, see Items 1 and 2. “Business and Properties—Narrative Description of Business—Industry Regulation” in our 2022 Form 10-K.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.

Our Purchases of Our Class P Stock

(During the quarter ended March 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)	Maximum number (or approximate dollar value) of securities that may yet be purchased under the plans or programs(a)
January 1 to January 31, 2023	—	$	—	—	$	2,057,284,126
February 1 to February 28, 2023	—	—		—	2,057,284,126
March 1 to March 31, 2023	6,810,307	16.62		6,810,307	1,944,068,674
Total	6,810,307	$	16.62	6,810,307	$	1,944,068,674

(a)On July 19, 2017, our board of directors approved a $2 billion common share buy-back program. On January 18, 2023, our board of directors 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.

Item 3.  Defaults Upon Senior Securities.

None. 

Item 4.  Mine Safety Disclosures.

Except for one terminal facility that is in temporary idle status with the Mine Safety and Health Administration, we do not own or operate mines for which reporting requirements apply under the mine safety disclosure requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank). We have not received any specified health and safety

48

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 Dodd-Frank for the quarter ended March 31, 2023.

Item 5.  Other Information.

None.

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Item 6.  Exhibits.

Exhibit Number	Description
4.1	Certificate of the Vice President and Treasurer and Vice President and Chief Financial Officer of Kinder Morgan, Inc. establishing the terms of the 5.200% Notes due 2033.
10.1	Cross Guarantee Agreement, dated as of November 26, 2014, among Kinder Morgan, Inc. and certain of its subsidiaries, with schedules updated as of March 31, 2023.
22.1	Subsidiary guarantors and issuers of guaranteed securities.
31.1	Certification by Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification by Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification by Chief Executive Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification by Chief Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101	Interactive data files pursuant to Rule 405 of Regulation S-T formatted in iXBRL (Inline Extensible Business Reporting Language): (i) our Consolidated Statements of Income for the three months ended March 31, 2023 and 2022; (ii) our Consolidated Statements of Comprehensive Income for the three months ended March 31, 2023 and 2022; (iii) our Consolidated Balance Sheets as of March 31, 2023 and December 31, 2022; (iv) our Consolidated Statements of Cash Flows for the three months ended March 31, 2023 and 2022; (v) our Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2023 and 2022; and (vi) the notes to our Consolidated Financial Statements.
104	Cover Page Interactive Data File pursuant to Rule 406 of Regulation S-T formatted in iXBRL (Inline Extensible Business Reporting Language) and contained in Exhibit 101.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

KINDER MORGAN, INC.
	Registrant

Date:	April 21, 2023	By:	/s/ David P. Michels
			David P. Michels Vice President and Chief Financial Officer (principal financial and accounting officer)

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EX-4.1

Exhibit 4.1

KINDER MORGAN, INC.

OFFICERS’ CERTIFICATE
PURSUANT TO SECTION 301 OF INDENTURE

Each of the undersigned, Chris Graeter and David Michels, the Vice President and Treasurer and the Vice President and Chief Financial Officer, respectively, of Kinder Morgan, Inc., a Delaware corporation (the “Corporation”), does hereby establish the terms of a series of senior debt Securities of the Corporation under the Indenture relating to senior debt Securities, dated as of March 1, 2012 (the “Indenture”), between the Corporation and U.S. Bank National Association, as trustee (the “Trustee”), pursuant to resolutions adopted by the Board of Directors of the Corporation, or a committee thereof, on January 18, 2023 and January 26, 2023, and in accordance with Section 301 of the Indenture, as follows:

1.The titles of the Securities shall be “5.200% Senior Notes due 2033” (the “Notes”);

2.The aggregate principal amount of the Notes that initially may be authenticated and delivered under the Indenture shall be limited to a maximum of $1,500,000,000, except for Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Notes pursuant to the terms of the Indenture, and except that any additional principal amount of Notes may be issued in the future without the consent of Holders of the Notes so long as such additional principal amount of Notes are authenticated as required by the Indenture;

3.The Notes shall be issued on January 31, 2023; the principal of the Notes shall be payable on June 1, 2033; and the Notes will not be entitled to the benefit of a sinking fund;

4.The Notes shall bear interest at the rate of 5.200% per annum; which interest shall accrue from January 31, 2023, or from the most recent Interest Payment Date to which interest has been paid or duly provided for, which dates shall be June 1 and December 1 of each year for the Notes; and such interest on the Notes shall be payable semiannually in arrears on June 1 and December 1 of each year, commencing June 1, 2023, to holders of record at the close of business on the May 15 or November 15, respectively, preceding each such Interest Payment Date;

5.The principal of, and premium, if any, and interest on, the Notes shall be payable at the office or agency of the Corporation maintained for that purpose in the Borough of Manhattan, New York, New York; provided, however, that at the option of the Corporation, payment of interest may be made from such office in the Borough of Manhattan, New York, New York by check mailed to the address of the person entitled thereto as such address shall appear in the Security Register. If at any time there shall be no such office or agency in the Borough of Manhattan, New York, New York, where the Notes may be presented or surrendered for payment, the Corporation shall forthwith designate and maintain such an office or agency in the Borough of Manhattan, New York, New York, in order that the Notes shall at all times be payable in the Borough of Manhattan, New York, New York. The Corporation hereby initially designates the

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Corporate Trust Office of the Trustee in the Borough of Manhattan, New York, New York, as one such office or agency;

6.U.S. Bank Trust Company, National Association (successor in interest to U.S. Bank National Association) is appointed as the Trustee for the Notes, and U.S. Bank Trust Company, National Association, and any other banking institution hereafter selected by the officers of the Corporation, are appointed agents of the Corporation (a) where the Notes may be presented for registration of transfer or exchange, (b) where notices and demands to or upon the Corporation in respect of the Notes or the Indenture may be made or served and (c) where the Notes may be presented for payment of principal and interest;

7.Prior to March 1, 2033 (the “Par Call Date”), the Corporation may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of:

(1)(a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming such Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 30 basis points, less (b) interest accrued to the date of redemption, and

(2)100% of the principal amount of the Notes to be redeemed,

plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date.

On or after the Par Call Date, the Corporation may redeem the Notes, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date.

“Treasury Rate” means, with respect to any redemption date, the yield determined by the Corporation in accordance with the following two paragraphs.

The Treasury Rate shall be determined by the Corporation after 4:15 p.m., New York City time (or after such time as yields on U.S. government securities are posted daily by the Board of Governors of the Federal Reserve System), on the third business day preceding the redemption date based upon the yield or yields for the most recent day that appear after such time on such day in the most recent statistical release published by the Board of Governors of the Federal Reserve System designated as “Selected Interest Rates (Daily)—H.15” (or any successor designation or publication) (“H.15”) under the caption “U.S. government securities–Treasury constant maturities–Nominal” (or any successor caption or heading). In determining the Treasury Rate, the Corporation shall select, as applicable: (1) the yield for the Treasury constant maturity on H.15 exactly equal to the period from the redemption date to the Par Call Date (the “Remaining Life”); or (2) if there is no such Treasury constant maturity on H.15 exactly equal to the Remaining Life, the two yields – one yield corresponding to the Treasury constant maturity on H.15 immediately shorter than and one yield corresponding to the Treasury constant maturity on H.15 immediately longer than the Remaining Life – and shall interpolate to the Par Call Date on a straight-line basis

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(using the actual number of days) using such yields and rounding the result to three decimal places; or (3) if there is no such Treasury constant maturity on H.15 shorter than or longer than the Remaining Life, the yield for the single Treasury constant maturity on H.15 closest to the Remaining Life. For purposes of this paragraph, the applicable Treasury constant maturity or maturities on H.15 shall be deemed to have a maturity date equal to the relevant number of months or years, as applicable, of such Treasury constant maturity from the redemption date.

If on the third business day preceding the redemption date, H.15 is no longer published, the Corporation shall calculate the Treasury Rate based on the rate per annum equal to the semi-annual equivalent yield to maturity at 11:00 a.m., New York City time, on the second business day preceding such redemption date of the United States Treasury security maturing on, or with a maturity that is closest to, the Par Call Date, as applicable. If there is no United States Treasury security maturing on the Par Call Date but there are two or more United States Treasury securities with a maturity date equally distant from the Par Call Date, one with a maturity date preceding the Par Call Date and one with a maturity date following the Par Call Date, the Corporation shall select the United States Treasury security with a maturity date preceding the Par Call Date. If there are two or more United States Treasury securities maturing on the Par Call Date or two or more United States Treasury securities meeting the criteria of the preceding sentence, the Corporation shall select from among these two or more United States Treasury securities the United States Treasury security that is trading closest to par based upon the average of the bid and asked prices for such United States Treasury securities at 11:00 a.m., New York City time. In determining the Treasury Rate in accordance with the terms of this paragraph, the semi-annual yield to maturity of the applicable United States Treasury security shall be based upon the average of the bid and asked prices (expressed as a percentage of principal amount) at 11:00 a.m., New York City time, of such United States Treasury security, and rounded to three decimal places.

The Corporation’s actions and determinations in determining the redemption price shall be conclusive and binding for all purposes, absent manifest error.

Notice of any redemption will be mailed or electronically delivered at least 10 but not more than 60 days before the redemption date to each holder of record of the Notes to be redeemed at its registered address. The notice of redemption for the Notes will state, among other things, the amount of the Notes to be redeemed, the redemption date, the manner in which the redemption price will be calculated and the place or places that payment will be made upon presentation and surrender of the Notes to be redeemed.

In the case of a partial redemption, selection of the Notes for redemption will be made pro rata, by lot or by such other method as the Trustee in its sole discretion deems appropriate and fair. No Notes of a principal amount of $2,000 or less will be redeemed in part. If any Note is to be redeemed in part only, the notice of redemption that relates to the Note will state the portion of the principal amount of the Note to be redeemed. A new Note in a principal amount equal to the unredeemed portion of the Note will be issued in the name of the holder of the Note upon surrender for cancellation of the original Note. For so long as the Notes are held by DTC (or another depositary), the redemption of the Notes shall be done in accordance with the policies and procedures of the depositary.

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Unless the Corporation defaults in the payment of the redemption price, on and after the redemption date interest will cease to accrue on the Notes or portions thereof called for redemption.

8.Payment of principal of, and interest on, the Notes shall be without deduction for taxes, assessments or governmental charges paid by Holders of the Notes;

9.The Notes shall be issuable only in registered form without coupons in minimum denominations of U.S. $2,000 and integral multiples of U.S. $1,000 in excess thereof;

10.The Notes are approved in the form attached hereto as Exhibit A and shall be issued upon original issuance in whole in the form of one or more book-entry Global Securities, and the Depositary shall be The Depository Trust Company;

11.The Notes shall be entitled to the benefits of the Indenture, including the covenants and agreements of the Corporation set forth therein, except to the extent expressly otherwise provided herein or in the Notes; and

12.The Trustee shall have the right to accept and act upon any notice, instruction, or other communication, including any funds transfer instruction (each, a “Notice”) received pursuant to the Indenture by electronic transmission (including by e-mail, facsimile transmission, web portal or other electronic methods) and shall not have any duty to confirm that the person sending such Notice is, in fact, a person authorized to do so. Electronic signatures believed by the Trustee to comply with the ESIGN Act of 2000 or other applicable law (including electronic images of handwritten signatures and digital signatures provided by DocuSign, Orbit, Adobe Sign or any other digital signature provider identified by the Corporation and acceptable to the Trustee) shall be deemed original signatures for all purposes. The Corporation assumes all risks arising out of the use of electronic signatures and electronic methods to send Notices to the Trustee, including without limitation the risk of the Trustee acting on an unauthorized Notice and the risk of interception or misuse by third parties. Notwithstanding the foregoing, the Trustee may in any instance and in its sole discretion require that a Notice in the form of an original document bearing a manual signature be delivered to the Trustee in lieu of, or in addition to, any such electronic Notice.

Any initially capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Indenture.

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IN WITNESS WHEREOF, each of the undersigned has hereunto signed his name this 31st day of January, 2023.

/s/ Chris Graeter

Chris Graeter

Vice President and Treasurer

/s/ David Michels

David Michels

Vice President and Chief Financial Officer

[Signature Page to Officers’ Certificate Establishing Terms of the Notes]

EXHIBIT A

[FORM OF GLOBAL NOTE]

THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE TRANSFERRED TO, OR REGISTERED OR EXCHANGED FOR SECURITIES REGISTERED IN THE NAME OF, ANY PERSON OTHER THAN THE DEPOSITARY OR A NOMINEE THEREOF AND NO SUCH TRANSFER MAY BE REGISTERED, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE. EVERY SECURITY AUTHENTICATED AND DELIVERED UPON REGISTRATION OF TRANSFER OF, OR IN EXCHANGE FOR OR IN LIEU OF, THIS SECURITY SHALL BE A GLOBAL SECURITY SUBJECT TO THE FOREGOING, EXCEPT IN SUCH LIMITED CIRCUMSTANCES.

UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE CORPORATION OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

KINDER MORGAN, INC.

NO. [__] 5.200% SENIOR NOTE DUE 2033 U.S.$ [________]

CUSIP No. 49456B AX9

KINDER MORGAN, INC., a Delaware corporation (herein called the “Corporation,” which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to CEDE & CO., or registered assigns, the principal sum of [________] United States Dollars (U.S.$ [________]) on June 1, 2033, and to pay interest thereon from January 31, 2023, or from the most recent Interest Payment Date to which interest has been paid, semi-annually in arrears on June 1 and December 1 in each year, commencing June 1, 2023 at the rate of 5.200% per annum, until the principal hereof is paid. The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A “Business Day” shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or

Exhibit A-1

obligated by law, executive order or regulation to close. The interest so payable, and punctually paid, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the May 15 or November 15 (regardless of whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid shall forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or traded, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in such Indenture.

The principal of (and premium, if any) and interest on, this Security shall be payable at the office or agency of the Corporation maintained for that purpose in the Borough of Manhattan, New York, New York; provided, however, that at the option of the Corporation, payment of interest may be made from such office in the Borough of Manhattan, New York, New York by check mailed to the address of the person entitled thereto as such address shall appear in the Security Register. If at any time there shall be no such office or agency in the Borough of Manhattan, New York, New York where this Security may be presented or surrendered for payment, the Corporation shall forthwith designate and maintain such an office or agency in the Borough of Manhattan, New York, New York, in order that this Security shall at all times be payable in the Borough of Manhattan, New York, New York. The Corporation hereby initially designates the Corporate Trust Office of the Trustee in the Borough of Manhattan, New York, New York, as one such office or agency.

Payment of the principal of (and premium, if any) and any such interest on this Security will be made by transfer of immediately available funds to a bank account designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts.

Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place.

Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.

Exhibit A-2

IN WITNESS WHEREOF, the Corporation has caused this instrument to be duly executed.

Dated: January 31, 2023

KINDER MORGAN, INC.

By:
	Chris Graeter
	Vice President and Treasurer

This is one of the Securities designated therein referred to in the within-mentioned Indenture.

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,
As Trustee

By:
	Authorized Signatory

This Security is one of a duly authorized issue of securities of the Corporation (the “Securities”), issued and to be issued in one or more series under an Indenture dated as of March 1, 2012 relating to senior debt Securities (the “Indenture”), between the Corporation and U.S. Bank Trust Company, National Association (successor in interest to U.S. Bank National Association), as trustee (the “Trustee”, which term includes any successor trustee under the Indenture), to which Indenture, all indentures supplemental thereto and the Officers’ Certificate pursuant to Section 301 of the Indenture, dated January 31, 2023, relating to the Securities reference is hereby made for a statement of the respective rights, limitations of rights, obligations, duties and immunities thereunder of the Corporation, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. As provided in the Indenture, the Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest, if any, at different rates, may be subject to different redemption provisions, if any, may be subject to different sinking, purchase or analogous funds, if any, may be subject to different covenants and Events of Default and may otherwise vary as in the Indenture provided or permitted. This Security is one of the series designated on the face hereof, originally issued in book-entry only form in the aggregate principal amount of $1,500,000,000. This series of Securities may be reopened for issuances of additional Securities without the consent of Holders.

Prior to March 1, 2033 (the “Par Call Date”), the Corporation may redeem the Securities at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of:

(1) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming such Securities matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 30 basis points, less (b) interest accrued to the date of redemption, and

(2) 100% of the principal amount of the notes to be redeemed,

plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date.

On or after the Par Call Date, the Corporation may redeem the Securities, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the Securities being redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date.

“Treasury Rate” means, with respect to any redemption date, the yield determined by the Corporation in accordance with the following two paragraphs.

The Treasury Rate shall be determined by the Corporation after 4:15 p.m., New York City time (or after such time as yields on U.S. government securities are posted daily by the Board of Governors of the Federal Reserve System), on the third business day preceding the redemption date based upon the yield or yields for the most recent day that appear after such time on such day in the most recent statistical release published by the Board of Governors of the Federal Reserve System designated as “Selected Interest Rates (Daily)—H.15” (or any successor designation or

Exhibit A-3

publication) (“H.15”) under the caption “U.S. government securities–Treasury constant maturities–Nominal” (or any successor caption or heading). In determining the Treasury Rate, the Corporation shall select, as applicable: (1) the yield for the Treasury constant maturity on H.15 exactly equal to the period from the redemption date to the Par Call Date (the “Remaining Life”); or (2) if there is no such Treasury constant maturity on H.15 exactly equal to the Remaining Life, the two yields – one yield corresponding to the Treasury constant maturity on H.15 immediately shorter than and one yield corresponding to the Treasury constant maturity on H.15 immediately longer than the Remaining Life – and shall interpolate to the Par Call Date on a straight-line basis (using the actual number of days) using such yields and rounding the result to three decimal places; or (3) if there is no such Treasury constant maturity on H.15 shorter than or longer than the Remaining Life, the yield for the single Treasury constant maturity on H.15 closest to the Remaining Life. For purposes of this paragraph, the applicable Treasury constant maturity or maturities on H.15 shall be deemed to have a maturity date equal to the relevant number of months or years, as applicable, of such Treasury constant maturity from the redemption date.

If on the third business day preceding the redemption date, H.15 is no longer published, the Corporation shall calculate the Treasury Rate based on the rate per annum equal to the semi-annual equivalent yield to maturity at 11:00 a.m., New York City time, on the second business day preceding such redemption date of the United States Treasury security maturing on, or with a maturity that is closest to, the Par Call Date, as applicable. If there is no United States Treasury security maturing on the Par Call Date but there are two or more United States Treasury securities with a maturity date equally distant from the Par Call Date, one with a maturity date preceding the Par Call Date and one with a maturity date following the Par Call Date, the Corporation shall select the United States Treasury security with a maturity date preceding the Par Call Date. If there are two or more United States Treasury securities maturing on the Par Call Date or two or more United States Treasury securities meeting the criteria of the preceding sentence, the Corporation shall select from among these two or more United States Treasury securities the United States Treasury security that is trading closest to par based upon the average of the bid and asked prices for such United States Treasury securities at 11:00 a.m., New York City time. In determining the Treasury Rate in accordance with the terms of this paragraph, the semi-annual yield to maturity of the applicable United States Treasury security shall be based upon the average of the bid and asked prices (expressed as a percentage of principal amount) at 11:00 a.m., New York City time, of such United States Treasury security, and rounded to three decimal places.

The Corporation’s actions and determinations in determining the redemption price shall be conclusive and binding for all purposes, absent manifest error.

Notice of any redemption will be mailed or electronically delivered at least 10 but not more than 60 days before the redemption date to each holder of record of the Securities to be redeemed at its registered address. The notice of redemption for the Securities will state, among other things, the amount of the Securities to be redeemed, the redemption date, the manner in which the redemption price will be calculated and the place or places that payment will be made upon presentation and surrender of the Securities to be redeemed.

In the case of a partial redemption, selection of the Securities for redemption will be made pro rata, by lot or by such other method as the Trustee in its sole discretion deems appropriate and fair. No Securities of a principal amount of $2,000 or less will be redeemed in part. If any Security

Exhibit A-4

is to be redeemed in part only, the notice of redemption that relates to the Security will state the portion of the principal amount of the Security to be redeemed. A new Security in a principal amount equal to the unredeemed portion of the Security will be issued in the name of the holder of the Security upon surrender for cancellation of the original Security. For so long as the Securities are held by DTC (or another depositary), the redemption of the Securities shall be done in accordance with the policies and procedures of the depositary.

Unless the Corporation defaults in the payment of the redemption price, on and after the redemption date interest will cease to accrue on the Securities or portions thereof called for redemption.

If an Event of Default with respect to Securities of this series shall occur and be continuing, the principal of, and any premium and accrued but unpaid interest on, the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture.

The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Corporation and the rights of the Holders of the Securities of each series to be affected under the Indenture at any time by the Corporation and the Trustee with the consent of not less than the Holders of a majority in aggregate principal amount of the Outstanding Securities of all series to be affected (voting as one class). The Indenture also contains provisions permitting the Holders of a majority in aggregate principal amount of the Outstanding Securities of all affected series (voting as one class), on behalf of the Holders of all Securities of such series, to waive compliance by the Corporation with certain provisions of the Indenture. The Indenture permits, with certain exceptions as therein provided, the Holders of a majority in principal amount of Securities of any series then Outstanding to waive past defaults under the Indenture with respect to such series and their consequences. Any such consent or waiver by the Holder of this Security shall be conclusive and binding upon such Holder and upon all future Holders of this Security and of any Security issued upon the registration of transfer hereof or in exchange herefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Security.

As provided in and subject to the provisions of the Indenture, the Holder of this Security shall not have the right to institute any proceeding with respect to the Indenture or for the appointment of a receiver or trustee or for any other remedy thereunder, unless such Holder shall have previously given the Trustee written notice of a continuing Event of Default with respect to the Securities of this series, the Holders of not less than 25% in principal amount of the Securities of this series at the time Outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default as Trustee and offered the Trustee reasonable indemnity and the Trustee shall not have received from the Holders of a majority in principal amount of Securities of this series at the time Outstanding a direction inconsistent with such request, and shall have failed to institute any such proceeding, for 90 days after receipt of such notice, request and offer of indemnity. The foregoing shall not apply to any suit instituted by the Holder of this Security for the enforcement of any payment of principal hereof or any premium or interest hereon on or after the respective due dates expressed herein.

No reference herein to the Indenture and no provision of this Security or of the Indenture shall, without the consent of the Holder, alter or impair the obligation of the Corporation, which is

Exhibit A-5

absolute and unconditional, to pay the principal of and any premium and interest on this Security at the times, place(s) and rate, and in the coin or currency, herein prescribed.

This Security shall be entitled to the benefits of the Indenture, including the covenants and agreements of the Corporation set forth therein, except to the extent expressly otherwise set forth herein.

This Global Security or portion hereof may not be exchanged for Definitive Securities of this series except in the limited circumstances provided in the Indenture.

The Holders of beneficial interests in this Global Security will not be entitled to receive physical delivery of Definitive Securities except as described in the Indenture and will not be considered the Holders thereof for any purpose under the Indenture.

The Securities of this series are issuable only in registered form without coupons in minimum denominations of U.S. $2,000 and integral multiples of U.S. $1,000 in excess thereof. As provided in the Indenture and subject to certain limitations therein set forth, Securities of this series are exchangeable for a like aggregate principal amount of Securities of this series and of like tenor of a different authorized denomination, as requested by the Holder surrendering the same.

No service charge shall be made for any such registration of transfer or exchange, but the Corporation may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith.

Prior to due presentment of this Security for registration of transfer, the Corporation, the Trustee and any agent of the Corporation or the Trustee may treat the Person in whose name this Security is registered as the owner hereof for all purposes, whether or not this Security is overdue, and neither the Corporation, the Trustee nor any such agent shall be affected by notice to the contrary.

Obligations of the Corporation under the Indenture and the Securities thereunder, including this Security, are non-recourse to the Corporation’s Affiliates, and payable only out of cash flow and assets of the Corporation. The Trustee, and each Holder of a Security by its acceptance hereof, will be deemed to have agreed in the Indenture that (1) none of the Corporation’s Affiliates, nor their respective assets, shall be liable for any of the obligations of the Corporation under the Indenture or such Securities, including this Security, and (2) no director, officer, employee, agent or shareholder, as such, of the Corporation, the Trustee or any of their respective Affiliates shall have any personal liability in respect of the obligations of the Corporation under the Indenture or such Securities by reason of his, her or its status.

The Indenture contains provisions that relieve the Corporation from the obligation to comply with certain restrictive covenants in the Indenture and for satisfaction and discharge at any time of the entire indebtedness upon compliance by the Corporation with certain conditions set forth in the Indenture.

This Security shall be governed by and construed in accordance with the laws of the State of New York.

Exhibit A-6

All terms used in this Security which are defined in the Indenture shall have the meanings assigned to them in the Indenture.

Exhibit A-7

EX-10.1

Exhibit 10.1

CROSS GUARANTEE AGREEMENT

This CROSS GUARANTEE AGREEMENT is dated as of November 26, 2014 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), by each of the signatories listed on the signature pages hereto and each of the other entities that becomes a party hereto pursuant to Section 19 (the “Guarantors” and individually, a “Guarantor”), for the benefit of the Guaranteed Parties (as defined below).

W I T N E S S E T H:

WHEREAS, Kinder Morgan, Inc., a Delaware corporation (“KMI”), and certain of its direct and indirect Subsidiaries have outstanding senior, unsecured Indebtedness and may from time to time issue additional senior, unsecured Indebtedness;

WHEREAS, each Guarantor, other than KMI, is a direct or indirect Subsidiary of KMI;

WHEREAS, each Guarantor desires to provide the guarantee set forth herein with respect to the Indebtedness of such Guarantors that constitutes the Guaranteed Obligations; and

WHEREAS, each Guarantor acknowledges that it will derive substantial direct and indirect benefit from the making of the guarantees hereby;

NOW, THEREFORE, in consideration of the premises, the Guarantors hereby agree with each other for the benefit of the Guaranteed Parties as follows:

1.Defined Terms.

(a)As used in this Agreement, the following terms have the meanings specified below:

“Agreement” has the meaning provided in the preamble hereto.

“Bankruptcy Code” means Title 11 of the United States Code, as now or hereafter in effect, or any successor thereto.

“Capital Stock” means, with respect to any Person, any and all shares, interests, rights to purchase, warrants, options, participations or other equivalents (however designated) of such Person’s equity, including (i) all common stock and preferred stock, any limited or general partnership interest and any limited liability company member interest, (ii) beneficial interests in trusts, and (iii) any other interest or participation that confers upon a Person the right to receive a share of the profits and losses of, or distribution of assets of, the issuing Person.

“CFC” means a Person that is a “controlled foreign corporation” within the meaning of Section 957 of the Internal Revenue Code of 1986, as amended.

“Commodity Exchange Act” means the Commodity Exchange Act (7 U.S.C. § 1 et seq.), as amended from time to time, and any successor statute.

Exhibit 10.1

“Consolidated Assets” means, at the date of any determination thereof, the total assets of KMI and its Subsidiaries as set forth on a consolidated balance sheet of KMI and its Subsidiaries for their most recently completed fiscal quarter, prepared in accordance with GAAP.

“Consolidated Tangible Assets” means, at the date of any determination thereof, Consolidated Assets after deducting therefrom the value, net of any applicable reserves and accumulated amortization, of all goodwill, trade names, trademarks, patents and other like intangible assets, all as set forth, or on a pro forma basis would be set forth, on a consolidated balance sheet of KMI and its Subsidiaries for their most recently completed fiscal quarter, prepared in accordance with GAAP.

“Domestic Subsidiary” means any Subsidiary of KMI organized under the laws of any jurisdiction within the United States.

“Excluded Subsidiary” means (i) any Subsidiary that is not a Wholly-owned Domestic Operating Subsidiary, (ii) any Domestic Subsidiary that is a Subsidiary of a CFC or any Domestic Subsidiary (including a disregarded entity for U.S. federal income tax purposes) substantially all of whose assets (held directly or through Subsidiaries) consist of Capital Stock of one or more CFCs or Indebtedness of such CFCs, (iii) any Immaterial Subsidiary, (iv) any Subsidiary listed on Schedule III, (v) each of Calnev Pipe Line LLC, SFPP, L.P., Kinder Morgan G.P., Inc. and EPEC Realty, Inc. and each of its Subsidiaries, (vi) any other Subsidiary that is not a Guarantor under the Revolving Credit Agreement Guarantee, (vii) any not-for-profit Subsidiary, (viii) any Subsidiary that is prohibited by a Requirement of Law from guaranteeing the Guaranteed Obligations, and (ix) any Subsidiary acquired by KMI or its Subsidiaries after the date of this Agreement to the extent, and so long as, the financing documentation governing any existing Indebtedness of such Subsidiary that survives such acquisition prohibits such Subsidiary from guaranteeing the Guaranteed Obligations; provided, that notwithstanding the foregoing, any Subsidiary that is party to the Revolving Credit Agreement Guarantee or that Guarantees any senior notes or senior debt securities issued by KMI (other than pursuant to this Agreement) shall not constitute an Excluded Subsidiary for so long as such Guarantee is in effect.

“Excluded Swap Obligation” means, with respect to any Guarantor, any Swap Obligation if, and to the extent that, all or a portion of the Guarantee of such Guarantor of such Swap Obligation (or any Guarantee thereof) is or becomes illegal under the Commodity Exchange Act or any rule, regulation or order of the Commodity Futures Trading Commission (or the application or official interpretation of any thereof) by virtue of such Guarantor’s failure for any reason to constitute an “eligible contract participant” as defined in the Commodity Exchange Act and the regulations thereunder at the time the Guarantee of such Guarantor becomes effective with respect to such Swap Obligation. If a Swap Obligation arises under a master agreement governing more than one swap, such exclusion shall apply only to the portion of such Swap Obligation that is attributable to swaps for which such Guarantee is or becomes illegal.

“GAAP” means generally accepted accounting principles in the United States of America from time to time, including as set forth in the opinions, statements and pronouncements of the Accounting Principles Board of the American Institute of Certified Public Accountants and the Financial Accounting Standards Board.

“Governmental Authority” means the government of the United States of America or any other nation, or of any political subdivision thereof, whether state or local, and any agency, authority, instrumentality, regulatory body, court, central bank or other entity exercising executive, legislative, judicial, taxing, regulatory or administrative powers or functions of or pertaining to government (including any supra national bodies such as the European Union or the European Central Bank).

2

Exhibit 10.1

“Guarantee” of or by any Person (the “guarantor”) means any obligation, contingent or otherwise, of the guarantor guaranteeing or having the economic effect of guaranteeing any Indebtedness or other obligation of any other Person (the “primary obligor”) in any manner, whether directly or indirectly, and including any obligation of the guarantor, direct or indirect, (i) to purchase or pay (or advance or supply funds for the purchase or payment of) such Indebtedness or other obligation or to purchase (or to advance or supply funds for the purchase of) any security for the payment thereof, (ii) to purchase or lease property, securities or services for the purpose of assuring the owner of such Indebtedness or other obligation of the payment thereof, (iii) to maintain working capital, equity capital or any other financial statement condition or liquidity of the primary obligor so as to enable the primary obligor to pay such Indebtedness or other obligation or (iv) as an account party in respect of any letter of credit or letter of guaranty issued to support such Indebtedness or obligation; provided that the term Guarantee shall not include endorsements for collection or deposit in the ordinary course of business.

“Guarantee Termination Date” has the meaning set forth in Section 2(d).

“Guaranteed Obligations” means the Indebtedness set forth on Schedule I hereto, as such schedule may be amended from time to time in accordance with the terms of this Agreement; provided that the term “Guaranteed Obligations” shall exclude any Excluded Swap Obligations.

“Guaranteed Parties” means, collectively, (i) in the case of Guaranteed Obligations that are governed by trust indentures, the holders (as that term is defined in the applicable trust indenture) of such Guaranteed Obligations, (ii) in the case of Guaranteed Obligations that are governed by loan agreements, credit agreements, or similar agreements, the lenders providing such loans or credit, and (iii) in the case of Guaranteed Obligations with respect to Hedging Agreements, the counterparties under such agreements.

“Guarantor” has the meaning provided in the preamble hereto. Schedule II hereto, as such schedule may be amended from time to time in accordance with the terms of this Agreement, sets forth the name of each Guarantor.

“Hedging Agreement” means a financial instrument, agreement or security which hedges or is used to hedge or manage the risk associated with a change in interest rates, foreign currency exchange rates or commodity prices (but excluding any purchase, swap, derivative contract or similar agreement relating to power, electricity or any related commodity product).

“Immaterial Subsidiary” means any Subsidiary that is not a Material Subsidiary.

“Indebtedness” means, collectively, (i) any senior, unsecured obligation created or assumed by any Person for borrowed money, including all obligations of such Person evidenced by bonds, debentures, notes or similar instruments (other than surety, performance and guaranty bonds), and (ii) all payment obligations of any Person with respect to obligations under Hedging Agreements.

“Investment Grade Rating” means a rating equal to or higher than Baa3 by Moody’s and BBB- by S&P; provided, however, that if (i) either of Moody’s or S&P changes its rating system, such ratings shall be the equivalent ratings after such changes or (ii) Moody’s or S&P shall not make a rating of a Guaranteed Obligation publicly available, the references above to Moody’s or S&P or both of them, as the case may be, shall be to a nationally recognized U.S. rating agency or agencies, as the case may be, selected by KMI and the references to the ratings categories above shall be to the corresponding rating categories of such rating agency or rating agencies, as the case may be.

“Issuer” means the issuer, borrower, or other applicable primary obligor of a Guaranteed Obligation.

3

Exhibit 10.1

“KMI” has the meaning provided in the recitals hereto.

“Lien” means, with respect to any asset (i) any mortgage, deed of trust, lien, pledge, hypothecation, encumbrance, charge or security interest in, on or of such asset, and (ii) the interest of a vendor or a lessor under any conditional sale agreement, capital lease or title retention agreement (or any financing lease having substantially the same economic effect as any of the foregoing) relating to such asset.

“Material Subsidiary” means, as at any date of determination, any Subsidiary of KMI whose total tangible assets (for purposes of the below, when combined with the tangible assets of such Subsidiary’s Subsidiaries, after eliminating intercompany obligations) as at such date of determination are greater than or equal to 5% of Consolidated Tangible Assets as of the last day of the fiscal quarter most recently ended for which financial statements of KMI have been filed with the SEC.

“Moody’s” means Moody’s Investors Service, Inc. and its successors.

“Operating Subsidiary” means any operating company that is a Subsidiary of KMI.

“Person” means any natural person, corporation, limited liability company, trust, joint venture, association, company, partnership, Governmental Authority or other entity.

“Qualified ECP Guarantor” means, in respect of any Swap Obligation, each Guarantor that has total assets exceeding $10,000,000 at the time the relevant Guarantee becomes effective with respect to such Swap Obligation or such other person as constitutes an “eligible contract participant” under the Commodity Exchange Act or any regulations promulgated thereunder and can cause another person to qualify as an “eligible contract participant” at such time by entering into a keepwell under Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.    

“Rating Agencies” means Moody’s and S&P; provided that, if at the relevant time neither Moody’s nor S&P shall be rating the relevant Guaranteed Obligation, then “Rating Agencies” shall mean another nationally recognized rating service that rates such Guaranteed Obligation.

“Rating Date” means the date immediately prior to the earlier of (i) the occurrence of a Release Event and (ii) public notice of the intention to effect a Release Event.

“Rating Decline” means, with respect to a Guaranteed Obligation, the occurrence of the following on, or within 90 days after, the date of the occurrence of a Release Event or of public notice of the intention to effect a Release Event (which period may be extended so long as the rating of such Guaranteed Obligation is under publicly announced consideration for possible downgrade by either of the Rating Agencies): (i) in the event such Guaranteed Obligation is assigned an Investment Grade Rating by both Rating Agencies on the Rating Date, the rating of such Guaranteed Obligation by one or both of the Rating Agencies shall be below an Investment Grade Rating; or (ii) in the event such Guaranteed Obligation is rated below an Investment Grade Rating by either of the Rating Agencies on the Rating Date, any such below-Investment Grade Rating of such Guaranteed Obligation shall be decreased by one or more gradations (including gradations within rating categories as well as between rating categories).

“Release Event” has the meaning set forth in Section 6(b).

“Requirement of Law” means any law, statute, code, ordinance, order, determination, rule, regulation, judgment, decree, injunction, franchise, permit, certificate, license, authorization or other

4

Exhibit 10.1

directive or requirement (whether or not having the force of law), including environmental laws, energy regulations and occupational, safety and health standards or controls, of any Governmental Authority.

Revolving Credit Agreement” means the Revolving Credit Agreement, dated as of September 19, 2014, among KMI, the lenders party thereto and Barclays Bank PLC, as administrative agent, as such credit agreement may be amended, modified, supplemented or restated from time to time, or refunded, refinanced, restructured, replaced, renewed, repaid or extended from time to time (whether with the original agents and lenders or other agents or lenders or trustee or otherwise, and whether provided under the original credit agreement or other credit agreements or note indentures or otherwise), including, without limitation, increasing the amount of available borrowings or other Indebtedness thereunder.

“Revolving Credit Agreement Guarantee” means the Guarantee Agreement, dated as of November 26, 2014, made by the Subsidiaries of KMI party thereto in favor of Barclays Bank PLC, as administrative agent, for the benefit of the lenders and the issuing banks under the Revolving Credit Agreement, as such guarantee agreement may be amended, modified, supplemented or restated from time to time, and as it may be replaced or renewed from time to time in connection with any amendment, modification, supplement, restatement, refunding, refinancing, restructuring, replacement, renewal, repayment, or extension of any Revolving Credit Agreement from time to time.

“S&P” means Standard & Poor’s Rating Services, a division of The McGraw-Hill Companies, Inc., and its successors.

“SEC” means the United States Securities and Exchange Commission.

“Subsidiary” means, with respect to any Person (the “parent”) at any date, any corporation, limited liability company, partnership, association or other entity the accounts of which would be consolidated with those of the parent in the parent’s consolidated financial statements if such financial statements were prepared in accordance with GAAP as of such date, as well as any other corporation, limited liability company, partnership, association or other entity (a) of which securities or other ownership interests representing more than 50% of the equity or more than 50% of the ordinary voting power or, in the case of a partnership, more than 50% of the general partner interests are, as of such date, owned, controlled or held, or (b) that is, as of such date, otherwise controlled, by the parent or one or more Subsidiaries of the parent or by the parent and one or more Subsidiaries of the parent. Unless the context otherwise clearly requires, references in this Agreement to a “Subsidiary” or the “Subsidiaries” refer to a Subsidiary or the Subsidiaries of KMI. Notwithstanding the foregoing, Plantation Pipe Line Company, a Delaware and Virginia corporation, shall not be a Subsidiary of KMI until such time as its assets and liabilities, profit or loss and cash flow are required under GAAP to be consolidated with those of KMI.

“Swap Obligation” means, with respect to any Guarantor, any obligation to pay or perform under any agreement, contract or transaction that constitutes a “swap” within the meaning of Section 1a(47) of the Commodity Exchange Act.

“Wholly-owned Domestic Operating Subsidiary” means any Wholly-owned Subsidiary that constitutes (i) a Domestic Subsidiary and (ii) an Operating Subsidiary.

“Wholly-owned Subsidiary” means a Subsidiary of which all issued and outstanding Capital Stock (excluding in the case of a corporation, directors’ qualifying shares) is directly or indirectly owned by KMI.

5

Exhibit 10.1

(b)    The words “hereof”, “herein” and “hereunder” and words of similar import when used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement, and Section references are to Sections of this Agreement unless otherwise specified. The words “include”, “includes” and “including” shall be deemed to be followed by the phrase “without limitation”.

(c)    The meanings given to terms defined herein shall be equally applicable to both the singular and plural forms of such terms.

2.    Guarantee.

(a)    Subject to the provisions of Section 2(b), each of the Guarantors hereby, jointly and severally, unconditionally and irrevocably, guarantees, as primary obligor and not merely as surety, for the benefit of the Guaranteed Parties, the prompt and complete payment when due (whether at the stated maturity, by acceleration or otherwise) of the Guaranteed Obligations; provided that each Guarantor shall be released from its respective guarantee obligations under this Agreement as provided in Section 6(b). Upon the failure of an Issuer to punctually pay any Guaranteed Obligation, each Guarantor shall, upon written demand by the applicable Guaranteed Party to such Guarantor, pay or cause to be paid such amounts.

(b)    Anything herein to the contrary notwithstanding, the maximum liability of each Guarantor hereunder shall in no event exceed the amount that can be guaranteed by such Guarantor under the Bankruptcy Code or any applicable laws relating to fraudulent conveyances, fraudulent transfers or the insolvency of debtors after giving full effect to the liability under this Agreement and its related contribution rights set forth in this Section 2, but before taking into account any liabilities under any other Guarantees.

(c)    Each Guarantor agrees that the Guaranteed Obligations may at any time and from time to time exceed the amount of the liability of such Guarantor hereunder (as a result of the limitations set forth in Section 2(b) or elsewhere in this Agreement) without impairing this Agreement or affecting the rights and remedies of any Guaranteed Party hereunder.

(d)    No payment or payments made by any Issuer, any of the Guarantors, any other guarantor or any other Person or received or collected by any Guaranteed Party from any Issuer, any of the Guarantors, any other guarantor or any other Person by virtue of any action or proceeding or any set-off or appropriation or application at any time or from time to time in reduction of or in payment of any Guaranteed Obligation shall be deemed to modify, reduce, release or otherwise affect the liability of any Guarantor hereunder, which shall, notwithstanding any such payment or payments, other than payments made by such Guarantor in respect of such Guaranteed Obligation or payments received or collected from such Guarantor in respect of such Guaranteed Obligation, remain liable for the Guaranteed Obligations up to the maximum liability of such Guarantor hereunder until all Guaranteed Obligations (other than any contingent indemnity obligations not then due and any letters of credit that remain outstanding which have been fully cash collateralized or otherwise back-stopped to the reasonable satisfaction of the applicable issuing bank) shall have been discharged by payment in full or shall have been deemed paid and discharged by defeasance pursuant to the terms of the instruments governing such Guaranteed Obligations (the “Guarantee Termination Date”).

(e)    If and to the extent required in order for the obligations of any Guarantor hereunder to be enforceable under applicable federal, state and other laws relating to the insolvency of debtors, the maximum liability of such Guarantor hereunder shall be limited to the greatest amount which can lawfully be guaranteed by such Guarantor under such laws, after giving effect to any rights of

6

Exhibit 10.1

contribution, reimbursement and subrogation arising hereunder. Each Guarantor acknowledges and agrees that, to the extent not prohibited by applicable law, (i) such Guarantor (as opposed to its creditors, representatives of creditors or bankruptcy trustee, including such Guarantor in its capacity as debtor in possession exercising any powers of a bankruptcy trustee) has no personal right under such laws to reduce, or request any judicial relief that has the effect of reducing, the amount of its liability under this Agreement, (ii) such Guarantor (as opposed to its creditors, representatives of creditors or bankruptcy trustee, including such Guarantor in its capacity as debtor in possession exercising any powers of a bankruptcy trustee) has no personal right to enforce the limitation set forth in this Section 2(e) or to reduce, or request judicial relief reducing, the amount of its liability under this Agreement, and (iii) the limitation set forth in this Section 2(e) may be enforced only to the extent required under such laws in order for the obligations of such Guarantor under this Agreement to be enforceable under such laws and only by or for the benefit of a creditor, representative of creditors or bankruptcy trustee of such Guarantor or other Person entitled, under such laws, to enforce the provisions hereof.

3.Right of Contribution. Each Guarantor hereby agrees that to the extent that a Guarantor shall have paid more than its proportionate share of any payment made hereunder (including by way of set-off rights being exercised against it), such Guarantor shall be entitled to seek and receive contribution from and against any other Guarantor hereunder who has not paid its proportionate share of such payment as set forth in this Section 3. To the extent that any Guarantor shall be required hereunder to pay any portion of any Guaranteed Obligation guaranteed hereunder exceeding the greater of (a) the amount of the value actually received by such Guarantor and its Subsidiaries from such Guaranteed Obligation and (b) the amount such Guarantor would otherwise have paid if such Guarantor had paid the aggregate amount of such Guaranteed Obligation guaranteed hereunder (excluding the amount thereof repaid by the Issuer of such Guaranteed Obligation) in the same proportion as such Guarantor’s net worth on the date enforcement is sought hereunder bears to the aggregate net worth of all the Guarantors on such date, then such Guarantor shall be reimbursed by such other Guarantors for the amount of such excess, pro rata, based on the respective net worth of such other Guarantors on such date; provided that any Guarantor’s right of reimbursement shall be subject to the terms and conditions of Section 5 hereof. For purposes of determining the net worth of any Guarantor in connection with the foregoing, all Guarantees of such Guarantor other than pursuant to this Agreement will be deemed to be enforceable and payable after its obligations pursuant to this Agreement. The provisions of this Section 3 shall in no respect limit the obligations and liabilities of any Guarantor to the Guaranteed Parties, and each Guarantor shall remain liable to the Guaranteed Parties for the full amount guaranteed by such Guarantor hereunder.

4.No Right of Set-off. No Guaranteed Party shall have, as a result of this Agreement, any right of set-off against any amount owing by such Guaranteed Party to or for the credit or the account of a Guarantor.

5.No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors hereunder, no Guarantor shall be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Party against any Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by any Guaranteed Party for the payment of any Guaranteed Obligation, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement rights at any time prior to the Guarantee Termination Date, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties in the exact form received by such Guarantor (duly indorsed by such

7

Exhibit 10.1

Guarantor to the applicable Guaranteed Parties if required), to be applied against the applicable Guaranteed Obligation, whether due or to become due.

6.Amendments, etc. with Respect to the Guaranteed Obligations; Waiver of Rights; Release.

(a)Each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Guarantor and without notice to or further assent by any Guarantor, (i) any demand for payment of any Guaranteed Obligation made by any Guaranteed Party may be rescinded by such party and any Guaranteed Obligation continued, (ii) a Guaranteed Obligation, or the liability of any other party upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, allowed to lapse, surrendered or released by any Guaranteed Party, (iii) the instruments governing any Guaranteed Obligation may be amended, modified, supplemented or terminated, in whole or in part, and (iv) any collateral security, guarantee or right of offset at any time held by any Guaranteed Party for the payment of any Guaranteed Obligation may be sold, exchanged, waived, allowed to lapse, surrendered or released. No Guaranteed Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Guaranteed Obligations or for this Agreement or any property subject thereto. When making any demand hereunder against any Guarantor, a Guaranteed Party may, but shall be under no obligation to, make a similar demand on the Issuer of the applicable Guaranteed Obligation or any other Guarantor or any other person, and any failure by a Guaranteed Party to make any such demand or to collect any payments from such Issuer or any other Guarantor or any other person or any release of such Issuer or any other Guarantor or any other person shall not relieve any Guarantor in respect of which a demand or collection is not made or any Guarantor not so released of its several obligations or liabilities hereunder, and shall not impair or affect the rights and remedies, express or implied, or as a matter of law, of any Guaranteed Party against any Guarantor. For the purposes hereof “demand” shall include the commencement and continuance of any legal proceedings.

(b)A Guarantor shall be automatically released from its guarantee hereunder upon release of such Guarantor from the Revolving Credit Agreement Guarantee, including upon consummation of any transaction resulting in such Guarantor ceasing to constitute a Subsidiary or upon any Guarantor becoming an Excluded Subsidiary (such transaction or event, a “Release Event”).

(c)Upon the occurrence of a Release Event, each Guaranteed Obligation for which such released Guarantor was the Issuer shall be automatically released from the provisions of this Agreement and shall cease to constitute a Guaranteed Obligation hereunder; provided that in the case of any Guaranteed Obligation that has been assigned an Investment Grade Rating by the Rating Agencies, such Guaranteed Obligation shall be so released, effective as of the 91st day after the occurrence of the Release Event, if and only if a Rating Decline with respect to such Guaranteed Obligation does not occur.

7.Guarantee Absolute and Unconditional.

(a)Each Guarantor waives any and all notice of the creation, contraction, incurrence, renewal, extension, amendment, waiver or accrual of any of the Guaranteed Obligations, and notice of or proof of reliance by any Guaranteed Party upon this Agreement or acceptance of this Agreement. To the fullest extent permitted by applicable law, each Guarantor waives diligence, promptness, presentment, protest and notice of protest, demand for payment or performance, notice of default or nonpayment, notice of acceptance and any other notice in respect of the Guaranteed Obligations or any part of them, and any defense arising by reason of any disability or other defense of any Issuer or any of the Guarantors with respect to the Guaranteed Obligations. Each Guarantor understands and agrees that this Agreement

8

Exhibit 10.1

shall be construed as a continuing, absolute and unconditional guarantee of payment without regard to (i) the validity, regularity or enforceability of any of the Guaranteed Obligations, the indenture, loan agreement, note or other instrument evidencing or governing any of the Guaranteed Obligations or any collateral security therefor or guarantee or right of offset with respect thereto at any time or from time to time held by any Guaranteed Party, (ii) any defense, set-off or counterclaim (other than a defense of payment or performance) that may at any time be available to or be asserted by any Issuer against any Guaranteed Party or (iii) any other circumstance whatsoever (with or without notice to or knowledge of any Issuer or such Guarantor) that constitutes, or might be construed to constitute, an equitable or legal discharge of any Issuer for any of the Guaranteed Obligations, or of such Guarantor under this Agreement, in bankruptcy or in any other instance. When pursuing its rights and remedies hereunder against any Guarantor, any Guaranteed Party may, but shall be under no obligation to, pursue such rights and remedies as it may have against the Issuer or any other Person or against any collateral security or guarantee for the Guaranteed Obligations or any right of offset with respect thereto, and any failure by any Guaranteed Party to pursue such other rights or remedies or to collect any payments from the Issuer or any such other Person or to realize upon any such collateral security or guarantee or to exercise any such right of offset, or any release of the Issuer or any such other Person or any such collateral security, guarantee or right of offset, shall not relieve such Guarantor of any liability hereunder, and shall not impair or affect the rights and remedies, whether express, implied or available as a matter of law, of the other Guaranteed Parties against such Guarantor.

(b)This Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Guarantor and the successors and assigns thereof and shall inure to the benefit of the Guaranteed Parties and their respective successors, indorsees, transferees and assigns until the Guarantee Termination Date.

8.Reinstatement. This Agreement shall continue to be effective, or be reinstated, as the case may be, if at any time payment, or any part thereof, of any of the Guaranteed Obligations is rescinded or must otherwise be restored or returned by any Guaranteed Party upon the insolvency, bankruptcy, dissolution, liquidation or reorganization of any Issuer or any Guarantor, or upon or as a result of the appointment of a receiver, intervenor or conservator of, or trustee or similar officer for, any Issuer or any Guarantor or any substantial part of its property, or otherwise, all as though such payments had not been made.

9.Payments. Each Guarantor hereby guarantees that payments hereunder will be paid to the applicable Guaranteed Parties without set-off or counterclaim in dollars.

10.Representations and Warranties. Each Guarantor hereby represents and warrants to each Guaranteed Party that the following representations and warranties are true and correct in all material respects as of the date of this Agreement or as of the date such Guarantor became a party to this Agreement, as applicable:

(a)such Guarantor (i) is a corporation, partnership or limited liability company duly organized or formed, validly existing and in good standing under the laws of the state of its incorporation, organization or formation, (ii) has all requisite corporate, partnership, limited liability company or other power and all material governmental licenses, authorizations, consents and approvals required to carry on its business as now conducted and (iii) is duly qualified to do business and is in good standing in every jurisdiction in which the failure to be so qualified would have a material adverse effect on its ability to perform its obligations under this Agreement;

9

Exhibit 10.1

(b)such Guarantor has all requisite corporate (or other organizational) power and authority to execute and deliver and to perform its obligations under this Agreement, and all such actions have been duly authorized by all necessary proceedings on its behalf;

(c)this Agreement has been duly and validly executed and delivered by or on behalf of such Guarantor and constitutes the valid and legally binding agreement of such Guarantor, enforceable against such Guarantor in accordance with its terms, except (i) as may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer, fraudulent conveyance or other similar laws relating to or affecting the enforcement of creditors’ rights generally, and by general principles of equity (including principles of good faith, reasonableness, materiality and fair dealing) which may, among other things, limit the right to obtain equitable remedies (regardless of whether considered in a proceeding in equity or at law) and (ii) as to the enforceability of provisions for indemnification for violation of applicable securities laws, limitations thereon arising as a matter of law or public policy;

(d)no authorization, consent, approval, license or exemption of or registration, declaration or filing with any Governmental Authority is necessary for the valid execution and delivery of, or the performance by such Guarantor of its obligations hereunder, except those that have been obtained and such matters relating to performance as would ordinarily be done in the ordinary course of business after the date of this Agreement or as of the date such Guarantor became a party to this Agreement, as applicable; and

(e)neither the execution and delivery of, nor the performance by such Guarantor of its obligations under, this Agreement will (i) breach or violate any applicable Requirement of Law, (ii) result in any breach or violation of any of the terms, covenants, conditions or provisions of, or constitute a default under, or result in the creation or imposition of (or the obligation to create or impose) any Lien upon any of its property or assets (other than Liens created or contemplated by this Agreement) pursuant to the terms of, any indenture, mortgage, deed of trust, agreement or other instrument to which it or any of its Subsidiaries is party or by which any of its properties or assets, or those of any of its Subsidiaries is bound or to which it is subject, except for breaches, violations and defaults under clauses (i) and (ii) that neither individually nor in the aggregate could reasonably be expected to result in a material adverse effect on its ability to perform its obligations under this Agreement, or (iii) violate any provision of the organizational documents of such Guarantor.

11.Rights of Guaranteed Parties. Each Guarantor acknowledges and agrees that any changes in the identity of the Persons from time to time comprising the Guaranteed Parties gives rise to an equivalent change in the Guaranteed Parties, without any further act. Upon such an occurrence, the persons then comprising the Guaranteed Parties are vested with the rights, remedies and discretions of the Guaranteed Parties under this Agreement.

12.Notices.

(a)All notices, requests, demands and other communications to any Guarantor pursuant hereto shall be in writing and mailed, telecopied or delivered to such Guarantor in care of KMI, 1001 Louisiana Street, Suite 1000, Houston, Texas 77002, Attention: Treasurer, Telecopy: (713) 445-8302.

(b)KMI will provide a copy of this Agreement, including the most recently amended schedules and supplements hereto, to any Guaranteed Party upon written request to the address set forth in Section 12(a); provided, however, that KMI’s obligations under this Section 12(b) shall be deemed satisfied if KMI has filed a copy of this Agreement, including the most recently amended schedules and

10

Exhibit 10.1

supplements hereto, with the SEC within three months preceding the date on which KMI receives such written request.

13.Counterparts. This Agreement may be executed by one or more of the parties to this Agreement on any number of separate counterparts (including by facsimile or other electronic transmission), and all of said counterparts taken together shall be deemed to constitute one and the same instrument. A set of the copies of this Agreement signed by all the parties shall be lodged with KMI.

14.Severability. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties hereto shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions.

15.Integration. This Agreement represents the agreement of each Guarantor with respect to the subject matter hereof, and there are no promises, undertakings, representations or warranties by any Guaranteed Party relative to the subject matter hereof not expressly set forth or referred to herein.

16.Amendments; No Waiver; Cumulative Remedies.

(a)None of the terms or provisions of this Agreement may be waived, amended, supplemented or otherwise modified except by a written instrument executed by the affected Guarantors and KMI.

(b)The Guarantors may amend or supplement this Agreement by a written instrument executed by all Guarantors:

(i) to cure any ambiguity, defect or inconsistency;

(ii) to reflect a change in the Guarantors or the Guaranteed Obligations made in accordance with this Agreement;

(iii) to make any change that would provide any additional rights or benefits to the Guaranteed Parties or that would not adversely affect the legal rights hereunder of any Guaranteed Party in any material respect; or

(iv) to conform this Agreement to any change made to the Revolving Credit Agreement or to the Revolving Credit Agreement Guarantee.

Except as set forth in this clause (b) or otherwise provided herein, the Guarantors may not amend, supplement or otherwise modify this Agreement prior to the Guarantee Termination Date without the prior written consent of the holders of the majority of the outstanding principal amount of the Guaranteed Obligations (excluding obligations with respect to Hedging Agreements). Notwithstanding the foregoing, in the case of an amendment that would reasonably be expected to adversely, materially and disproportionately affect Guaranteed Parties with Guaranteed Obligations existing under Hedging Agreements relative to the other Guaranteed Parties, the foregoing exclusion of obligations with respect to Hedging Agreements shall not apply, and the outstanding principal amount attributable to each such Guaranteed Party’s Guaranteed Obligations shall be deemed to be equal to the termination payment that

11

Exhibit 10.1

would be due to such Guaranteed Party as if the valuation date were an “Early Termination Date” under and calculated in accordance with each applicable Hedging Agreement.

(c)No Guaranteed Party shall by any act, delay, indulgence, omission or otherwise be deemed to have waived any right or remedy hereunder or to have acquiesced in any breach of any of the terms and conditions hereof. No failure to exercise, nor any delay in exercising, on the part of any Guaranteed Party, any right, power or privilege hereunder shall operate as a waiver thereof. No single or partial exercise of any right, power or privilege hereunder shall preclude any other or further exercise thereof or the exercise of any other right, power or privilege. A waiver by a Guaranteed Party of any right or remedy hereunder on any one occasion shall not be construed as a bar to any right or remedy that such Guaranteed Party would otherwise have on any future occasion.

(d)The rights, remedies, powers and privileges herein provided are cumulative, may be exercised singly or concurrently and are not exclusive of any other rights or remedies provided by law.

17.Section Headings. The Section headings used in this Agreement are for convenience of reference only and are not to affect the construction hereof or be taken into consideration in the interpretation hereof.

18.Successors and Assigns. This Agreement shall be binding upon the successors and assigns of each Guarantor and shall inure to the benefit of the Guaranteed Parties and their respective successors and permitted assigns, except that no Guarantor may assign, transfer or delegate any of its rights or obligations under this Agreement except pursuant to a transaction permitted by the Revolving Credit Agreement and in connection with a corresponding assignment under the Revolving Credit Agreement Guarantee.

19.Additional Guarantors.

(a)KMI shall cause each Subsidiary (other than any Excluded Subsidiary) formed or otherwise purchased or acquired after the date of this Agreement (including each Subsidiary that ceases to constitute an Excluded Subsidiary after the date of this Agreement) to execute a supplement to this Agreement and become a Guarantor within 45 days of the occurrence of the applicable event specified in this Section 19(a).

(b)Each Subsidiary of KMI that becomes, at the request of KMI, or that is required pursuant to Section 19(a) to become, a party to this Agreement shall become a Guarantor, with the same force and effect as if originally named as a Guarantor herein, for all purposes of this Agreement upon execution and delivery by such Subsidiary of a written supplement substantially in the form of Annex A hereto. The execution and delivery of any instrument adding an additional Guarantor as a party to this Agreement shall not require the consent of any other Guarantor hereunder. The rights and obligations of each Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor as a party to this Agreement.

20.Additional Guaranteed Obligations. Any Indebtedness issued by a Guarantor or for which a Guarantor otherwise becomes obligated after the date of this Agreement shall become a Guaranteed Obligation upon the execution by all Guarantors of a notation of guarantee substantially in the form of Annex B hereto, which shall be affixed to the instrument or instruments evidencing such Indebtedness. Each such notation of guarantee shall be signed on behalf of each Guarantor by a duly authorized officer prior to the authentication or issuance of such Indebtedness.

12

Exhibit 10.1

21.GOVERNING LAW. THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.

22.Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Guarantor to honor all of its obligations under this Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 22 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 22, or otherwise under this Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until the Guarantee Termination Date. Each Qualified ECP Guarantor intends that this Section 22 constitute, and this Section 22 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

[Signature pages follow]

13

Exhibit 10.1

IN WITNESS WHEREOF, each of the undersigned has caused this Agreement to be duly executed and delivered by its duly authorized officer or other representative as of the day and year first above written.

GUARANTORS

KINDER MORGAN, INC.

By:        /s/ Anthony B. Ashley                

Name: Anthony B. Ashley

Title: Treasurer

AGNES B CRANE, LLC

AMERICAN PETROLEUM TANKERS II LLC

AMERICAN PETROLEUM TANKERS III LLC

AMERICAN PETROLEUM TANKERS IV LLC

AMERICAN PETROLEUM TANKERS LLC

AMERICAN PETROLEUM TANKERS PARENT LLC

AMERICAN PETROLEUM TANKERS V LLC

AMERICAN PETROLEUM TANKERS VI LLC

AMERICAN PETROLEUM TANKERS VII LLC

APT FLORIDA LLC

APT INTERMEDIATE HOLDCO LLC

APT NEW INTERMEDIATE HOLDCO LLC

APT PENNSYLVANIA LLC

APT SUNSHINE STATE LLC

AUDREY TUG LLC

BEAR CREEK STORAGE COMPANY, L.L.C.

BETTY LOU LLC

CAMINO REAL GATHERING COMPANY, L.L.C.

CANTERA GAS COMPANY LLC

CDE PIPELINE LLC

CENTRAL FLORIDA PIPELINE LLC

CHEYENNE PLAINS GAS PIPELINE COMPANY, L.L.C.

CIG GAS STORAGE COMPANY LLC

CIG PIPELINE SERVICES COMPANY, L.L.C.

CIMMARRON GATHERING LLC

COLORADO INTERSTATE GAS COMPANY, L.L.C.

COLORADO INTERSTATE ISSUING CORPORATION

COPANO DOUBLE EAGLE LLC

COPANO ENERGY FINANCE CORPORATION

COPANO ENERGY, L.L.C.

COPANO ENERGY SERVICES/UPPER GULF COAST LLC

COPANO FIELD SERVICES GP, L.L.C.

COPANO FIELD SERVICES/NORTH TEXAS, L.L.C.

COPANO FIELD SERVICES/SOUTH TEXAS LLC

COPANO FIELD SERVICES/UPPER GULF COAST LLC

COPANO LIBERTY, LLC

COPANO NGL SERVICES (MARKHAM), L.L.C.

COPANO NGL SERVICES LLC

COPANO PIPELINES GROUP, L.L.C.

[Signature Page to Cross Guarantee]

Exhibit 10.1

COPANO PIPELINES/NORTH TEXAS, L.L.C.

COPANO PIPELINES/ROCKY MOUNTAINS, LLC

COPANO PIPELINES/SOUTH TEXAS LLC

COPANO PIPELINES/UPPER GULF COAST LLC

COPANO PROCESSING LLC

COPANO RISK MANAGEMENT LLC

COPANO/WEBB-DUVAL PIPELINE LLC

CPNO SERVICES LLC

DAKOTA BULK TERMINAL, INC.

DELTA TERMINAL SERVICES LLC

EAGLE FORD GATHERING LLC

EL PASO CHEYENNE HOLDINGS, L.L.C.

EL PASO CITRUS HOLDINGS, INC.

EL PASO CNG COMPANY, L.L.C.

EL PASO ENERGY SERVICE COMPANY, L.L.C.

EL PASO LLC

EL PASO MIDSTREAM GROUP LLC

EL PASO NATURAL GAS COMPANY, L.L.C.

EL PASO NORIC INVESTMENTS III, L.L.C.

EL PASO PIPELINE CORPORATION

EL PASO PIPELINE GP COMPANY, L.L.C.

EL PASO PIPELINE HOLDING COMPANY, L.L.C.

EL PASO PIPELINE LP HOLDINGS, L.L.C.

EL PASO PIPELINE PARTNERS, L.P.

By El Paso Pipeline GP Company, L.L.C., its general partner

EL PASO PIPELINE PARTNERS OPERATING COMPANY, L.L.C.

EL PASO RUBY HOLDING COMPANY, L.L.C.

EL PASO TENNESSEE PIPELINE CO., L.L.C.

ELBA EXPRESS COMPANY, L.L.C.

ELIZABETH RIVER TERMINALS LLC

EMORY B CRANE, LLC

EPBGP CONTRACTING SERVICES LLC

EP ENERGY HOLDING COMPANY

EP RUBY LLC

EPTP ISSUING CORPORATION

FERNANDINA MARINE CONSTRUCTION MANAGEMENT LLC

FRANK L. CRANE, LLC

GENERAL STEVEDORES GP, LLC

GENERAL STEVEDORES HOLDINGS LLC

GLOBAL AMERICAN TERMINALS LLC

HAMPSHIRE LLC

HARRAH MIDSTREAM LLC

HBM ENVIRONMENTAL, INC.

ICPT, L.L.C

J.R. NICHOLLS LLC

JAVELINA TUG LLC

JEANNIE BREWER LLC

JV TANKER CHARTERER LLC

KINDER MORGAN (DELAWARE), INC.

KINDER MORGAN 2-MILE LLC

KINDER MORGAN ADMINISTRATIVE SERVICES TAMPA LLC

KINDER MORGAN ALTAMONT LLC

[Signature Page to Cross Guarantee]

Exhibit 10.1

KINDER MORGAN AMORY LLC

KINDER MORGAN ARROW TERMINALS HOLDINGS, INC.

KINDER MORGAN ARROW TERMINALS, L.P.

By Kinder Morgan River Terminals, LLC, its general partner

KINDER MORGAN BALTIMORE TRANSLOAD TERMINAL LLC

KINDER MORGAN BATTLEGROUND OIL LLC

KINDER MORGAN BORDER PIPELINE LLC

KINDER MORGAN BULK TERMINALS, INC.

KINDER MORGAN CARBON DIOXIDE TRANSPORTATION

COMPANY

KINDER MORGAN CO2 COMPANY, L.P.

By Kinder Morgan G.P., Inc., its general partner

KINDER MORGAN COCHIN LLC

KINDER MORGAN COLUMBUS LLC

KINDER MORGAN COMMERCIAL SERVICES LLC

KINDER MORGAN CRUDE & CONDENSATE LLC

KINDER MORGAN CRUDE OIL PIPELINES LLC

KINDER MORGAN CRUDE TO RAIL LLC

KINDER MORGAN CUSHING LLC

KINDER MORGAN DALLAS FORT WORTH RAIL TERMINAL LLC

KINDER MORGAN ENDEAVOR LLC

KINDER MORGAN ENERGY PARTNERS, L.P.

By Kinder Morgan G.P., Inc., its general partner

KINDER MORGAN EP MIDSTREAM LLC

KINDER MORGAN FINANCE COMPANY LLC

KINDER MORGAN FLEETING LLC

KINDER MORGAN FREEDOM PIPELINE LLC

KINDER MORGAN KEYSTONE GAS STORAGE LLC

KINDER MORGAN KMAP LLC

KINDER MORGAN LAS VEGAS LLC

KINDER MORGAN LINDEN TRANSLOAD TERMINAL LLC

KINDER MORGAN LIQUIDS TERMINALS LLC

KINDER MORGAN LIQUIDS TERMINALS ST. GABRIEL LLC

KINDER MORGAN MARINE SERVICES LLC

KINDER MORGAN MATERIALS SERVICES, LLC

KINDER MORGAN MID ATLANTIC MARINE SERVICES LLC

KINDER MORGAN NATGAS O&M LLC

KINDER MORGAN NORTH TEXAS PIPELINE LLC

KINDER MORGAN OPERATING L.P. “A”

By Kinder Morgan G.P., Inc., its general partner

KINDER MORGAN OPERATING L.P. “B”

By Kinder Morgan G.P., Inc., its general partner

KINDER MORGAN OPERATING L.P. “C”

By Kinder Morgan G.P., Inc., its general partner

KINDER MORGAN OPERATING L.P. “D”

By Kinder Morgan G.P., Inc., its general partner

KINDER MORGAN PECOS LLC

KINDER MORGAN PECOS VALLEY LLC

KINDER MORGAN PETCOKE GP LLC

[Signature Page to Cross Guarantee]

Exhibit 10.1

KINDER MORGAN PETCOKE, L.P.

By Kinder Morgan Petcoke GP LLC, its general partner

KINDER MORGAN PETCOKE LP LLC

KINDER MORGAN PETROLEUM TANKERS LLC

KINDER MORGAN PIPELINE LLC

KINDER MORGAN PIPELINES (USA) INC.

KINDER MORGAN PORT MANATEE TERMINAL LLC

KINDER MORGAN PORT SUTTON TERMINAL LLC

KINDER MORGAN PORT TERMINALS USA LLC

KINDER MORGAN PRODUCTION COMPANY LLC

KINDER MORGAN RAIL SERVICES LLC

KINDER MORGAN RESOURCES II LLC

KINDER MORGAN RESOURCES III LLC

KINDER MORGAN RESOURCES LLC

KINDER MORGAN RIVER TERMINALS LLC

KINDER MORGAN SERVICES LLC

KINDER MORGAN SEVEN OAKS LLC

KINDER MORGAN SOUTHEAST TERMINALS LLC

KINDER MORGAN TANK STORAGE TERMINALS LLC

KINDER MORGAN TEJAS PIPELINE LLC

KINDER MORGAN TERMINALS, INC.

KINDER MORGAN TEXAS PIPELINE LLC

KINDER MORGAN TEXAS TERMINALS, L.P.

By General Stevedores GP, LLC, its general partner

KINDER MORGAN TRANSMIX COMPANY, LLC

KINDER MORGAN TREATING LP

By KM Treating GP LLC, its general partner

KINDER MORGAN URBAN RENEWAL, L.L.C.

KINDER MORGAN UTICA LLC

KINDER MORGAN VIRGINIA LIQUIDS TERMINALS LLC

KINDER MORGAN WINK PIPELINE LLC

KINDERHAWK FIELD SERVICES LLC

KM CRANE LLC

KM DECATUR, INC.

KM EAGLE GATHERING LLC

KM GATHERING LLC

KM KASKASKIA DOCK LLC

KM LIQUIDS TERMINALS LLC

KM NORTH CAHOKIA LAND LLC

KM NORTH CAHOKIA SPECIAL PROJECT LLC

KM NORTH CAHOKIA TERMINAL PROJECT LLC

KM SHIP CHANNEL SERVICES LLC

KM TREATING GP LLC

KM TREATING PRODUCTION LLC

KMBT LLC

KMGP CONTRACTING SERVICES LLC

KMGP SERVICES COMPANY, INC.

KN TELECOMMUNICATIONS, INC.

KNIGHT POWER COMPANY LLC

LOMITA RAIL TERMINAL LLC

MILWAUKEE BULK TERMINALS LLC

MJR OPERATING LLC

MOJAVE PIPELINE COMPANY, L.L.C.

MOJAVE PIPELINE OPERATING COMPANY, L.L.C.

MR. BENNETT LLC

[Signature Page to Cross Guarantee]

Exhibit 10.1

MR. VANCE LLC

NASSAU TERMINALS LLC

NGPL HOLDCO INC.

NS 307 HOLDINGS INC.

PADDY RYAN CRANE, LLC

PALMETTO PRODUCTS PIPE LINE LLC

PI 2 PELICAN STATE LLC

PINNEY DOCK & TRANSPORT LLC

QUEEN CITY TERMINALS LLC

RAHWAY RIVER LAND LLC

RAZORBACK TUG LLC

RCI HOLDINGS, INC.

RIVER TERMINALS PROPERTIES GP LLC

RIVER TERMINAL PROPERTIES, L.P.

By River Terminals Properties GP LLC, its general partner

SCISSORTAIL ENERGY, LLC

SNG PIPELINE SERVICES COMPANY, L.L.C.

SOUTHERN GULF LNG COMPANY, L.L.C.

SOUTHERN LIQUEFACTION COMPANY LLC

SOUTHERN LNG COMPANY, L.L.C.

SOUTHERN NATURAL GAS COMPANY, L.L.C.

SOUTHERN NATURAL ISSUING CORPORATION

SOUTHTEX TREATERS LLC

SOUTHWEST FLORIDA PIPELINE LLC

SRT VESSELS LLC

STEVEDORE HOLDINGS, L.P.

By Kinder Morgan Petcoke GP LLC, its general partner

TAJON HOLDINGS, INC.

TEJAS GAS, LLC

TEJAS NATURAL GAS, LLC

TENNESSEE GAS PIPELINE COMPANY, L.L.C.

TENNESSEE GAS PIPELINE ISSUING CORPORATION

TEXAN TUG LLC

TGP PIPELINE SERVICES COMPANY, L.L.C.

TRANS MOUNTAIN PIPELINE (PUGET SOUND) LLC

TRANSCOLORADO GAS TRANSMISSION COMPANY LLC

TRANSLOAD SERVICES, LLC

UTICA MARCELLUS TEXAS PIPELINE LLC

WESTERN PLANT SERVICES, INC.

WYOMING INTERSTATE COMPANY, L.L.C.

By:     /s/ Anthony B. Ashley                

Anthony Ashley

Vice President

[Signature Page to Cross Guarantee]

Exhibit 10.1

ANNEX A TO

THE CROSS GUARANTEE AGREEMENT

SUPPLEMENT NO. [ ] dated as of [                    ] to the CROSS GUARANTEE AGREEMENT dated as of [                    ] (the “Agreement”), among each of the Guarantors listed on the signature pages thereto and each of the other entities that becomes a party thereto pursuant to Section 19 of the Agreement (each such entity individually, a “Guarantor” and, collectively, the “Guarantors”). Unless otherwise defined herein, terms defined in the Agreement and used herein shall have the meanings given to them in the Agreement.

A.    The Guarantors consist of Kinder Morgan, Inc., a Delaware corporation (“KMI”), and certain of its direct and indirect Subsidiaries, and the Guarantors have entered into the Agreement in order to provide guarantees of certain of the Guarantors’ senior, unsecured Indebtedness outstanding from time to time.

B.    Section 19 of the Agreement provides that additional Subsidiaries may become Guarantors under the Agreement by execution and delivery of an instrument in the form of this Supplement. Each undersigned Subsidiary (each a “New Guarantor”) is executing this Supplement at the request of KMI or in accordance with the requirements of the Agreement to become a Guarantor under the Agreement.

Accordingly, each New Guarantor agrees as follows:

SECTION 1.    In accordance with Section 19 of the Agreement, each New Guarantor by its signature below becomes a Guarantor under the Agreement with the same force and effect as if originally named therein as a Guarantor and each New Guarantor hereby (a) agrees to all the terms and provisions of the Agreement applicable to it as a Guarantor thereunder and (b) represents and warrants that the representations and warranties made by it as a Guarantor thereunder are true and correct on and as of the date hereof. Each reference to a Guarantor in the Agreement shall be deemed to include each New Guarantor. The Agreement is hereby incorporated herein by reference.

SECTION 2.     Each New Guarantor represents and warrants to the Guaranteed Parties that this Supplement has been duly authorized, executed and delivered by it and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms.

SECTION 3.    This Supplement may be executed by one or more of the parties to this Supplement on any number of separate counterparts (including by facsimile or other electronic transmission), and all of said counterparts taken together shall be deemed to constitute one and the same instrument. A set of the copies of this Supplement signed by all the parties shall be lodged with KMI. This Supplement shall become effective as to each New Guarantor when KMI shall have received a counterpart of this Supplement that bears the signature of such New Guarantor.

SECTION 4.    Except as expressly supplemented hereby, the Agreement shall remain in full force and effect.

SECTION 5.    THIS SUPPLEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.

SECTION 6.    Any provision of this Supplement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or

Exhibit 10.1

unenforceability without invalidating the remaining provisions hereof and in the Agreement, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties hereto shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions.

SECTION 7.    All notices, requests and demands pursuant hereto shall be made in accordance with Section 12 of the Agreement. All communications and notices hereunder to each New Guarantor shall be given to it in care of KMI at the address set forth in Section 12 of the Agreement.

[Signature Pages Follow]

Exhibit 10.1

IN WITNESS WHEREOF, each New Guarantor has duly executed this Supplement to the Agreement as of the day and year first above written.

_________________________________

as Guarantor

By:______________________________

Name:

Title:

Exhibit 10.1

ANNEX B TO

THE CROSS GUARANTEE AGREEMENT

FORM OF NOTATION OF GUARANTEE

Subject to the limitations set forth in the Cross Guarantee Agreement, dated as of [•] (the “Guarantee Agreement”), the undersigned Guarantors hereby certify that this [Indebtedness] constitutes a Guaranteed Obligation, entitled to all the rights as such set forth in the Guarantee Agreement. The Guarantors may be released from their guarantees upon the terms and subject to the conditions provided in the Guarantee Agreement. Capitalized terms used but not defined in this notation of guarantee have the meanings assigned such terms in the Guarantee Agreement, a copy of which will be provided to [a holder of this instrument] upon request to [Issuer].

Schedule I of the Guarantee Agreement is hereby deemed to be automatically updated to include this [Indebtedness] thereon as a Guaranteed Obligation.

[GUARANTORS],

as Guarantor

By: ______________________________

Name:

Title:

Exhibit 10.1

SCHEDULE I

Guaranteed Obligations

Current as of: March 31, 2023

Issuer	Indebtedness	Maturity
Kinder Morgan, Inc.	5.625% notes	November 15, 2023
Kinder Morgan, Inc.	4.30% notes	June 1, 2025
Kinder Morgan, Inc.	1.75% notes	November 15, 2026
Kinder Morgan, Inc.	6.70% bonds (Coastal)	February 15, 2027
Kinder Morgan, Inc.	2.250% notes	March 16, 2027
Kinder Morgan, Inc.	6.67% debentures	November 1, 2027
Kinder Morgan, Inc.	7.25% debentures	March 1, 2028
Kinder Morgan, Inc.	4.30% notes	March 1, 2028
Kinder Morgan, Inc.	6.95% bonds (Coastal)	June 1, 2028
Kinder Morgan, Inc.	8.05% bonds	October 15, 2030
Kinder Morgan, Inc.	2.00% notes	February 15, 2031
Kinder Morgan, Inc.	7.80% bonds	August 1, 2031
Kinder Morgan, Inc.	7.75% bonds	January 15, 2032
Kinder Morgan, Inc.	4.80% bonds	February 1, 2033
Kinder Morgan, Inc.	5.20% bonds	June 1, 2033
Kinder Morgan, Inc.	5.30% notes	December 1, 2034
Kinder Morgan, Inc.	7.75% bonds (Coastal)	October 15, 2035
Kinder Morgan, Inc.	6.40% notes	January 5, 2036
Kinder Morgan, Inc.	7.42% bonds (Coastal)	February 15, 2037
Kinder Morgan, Inc.	5.55% notes	June 1, 2045
Kinder Morgan, Inc.	5.050% notes	February 15, 2046
Kinder Morgan, Inc.	5.20% notes	March 1, 2048
Kinder Morgan, Inc.	3.25% notes	August 1, 2050
Kinder Morgan, Inc.	3.60% notes	February 15, 2051
Kinder Morgan, Inc.	5.45% notes	August 1, 2052
Kinder Morgan, Inc.	7.45% debentures	March 1, 2098
Kinder Morgan, Inc.	$100 Million Letter of Credit Facility	November 30, 2023
Kinder Morgan Energy Partners, L.P.	3.50% bonds	September 1, 2023
Kinder Morgan Energy Partners, L.P.	4.15% bonds	February 1, 2024
Kinder Morgan Energy Partners, L.P.	4.25% bonds	September 1, 2024
Kinder Morgan Energy Partners, L.P.	7.40% bonds	March 15, 2031
Kinder Morgan Energy Partners, L.P.	7.75% bonds	March 15, 2032
Kinder Morgan Energy Partners, L.P.	7.30% bonds	August 15, 2033
Kinder Morgan Energy Partners, L.P.	5.80% bonds	March 15, 2035
Kinder Morgan Energy Partners, L.P.	6.50% bonds	February 1, 2037
Kinder Morgan Energy Partners, L.P.	6.95% bonds	January 15, 2038
Kinder Morgan Energy Partners, L.P.	6.50% bonds	September 1, 2039

Exhibit 10.1

	Schedule I
	(Guaranteed Obligations)
	Current as of: March 31, 2023
Issuer	Indebtedness	Maturity
Kinder Morgan Energy Partners, L.P.	6.55% bonds	September 15, 2040
Kinder Morgan Energy Partners, L.P.	6.375% bonds	March 1, 2041
Kinder Morgan Energy Partners, L.P.	5.625% bonds	September 1, 2041
Kinder Morgan Energy Partners, L.P.	5.00% bonds	August 15, 2042
Kinder Morgan Energy Partners, L.P.	5.00% bonds	March 1, 2043
Kinder Morgan Energy Partners, L.P.	5.50% bonds	March 1, 2044
Kinder Morgan Energy Partners, L.P.	5.40% bonds	September 1, 2044
Kinder Morgan Energy Partners, L.P.(1)	4.30% bonds	May 1, 2024
Kinder Morgan Energy Partners, L.P.(1)	7.50% bonds	November 15, 2040
Kinder Morgan Energy Partners, L.P.(1)	4.70% bonds	November 1, 2042
Tennessee Gas Pipeline Company, L.L.C.	7.00% bonds	March 15, 2027
Tennessee Gas Pipeline Company, L.L.C.	7.00% bonds	October 15, 2028
Tennessee Gas Pipeline Company, L.L.C.	2.90% bonds	March 1, 2030
Tennessee Gas Pipeline Company, L.L.C.	8.375% bonds	June 15, 2032
Tennessee Gas Pipeline Company, L.L.C.	7.625% bonds	April 1, 2037
El Paso Natural Gas Company, L.L.C.	7.50% bonds	November 15, 2026
El Paso Natural Gas Company, L.L.C.	3.50% bonds	February 15, 2032
El Paso Natural Gas Company, L.L.C.	8.375% bonds	June 15, 2032
Colorado Interstate Gas Company, L.L.C.	4.15% notes	August 15, 2026
Colorado Interstate Gas Company, L.L.C.	6.85% bonds	June 15, 2037
El Paso Tennessee Pipeline Co. L.L.C.	7.25% bonds	December 15, 2025
Other	Cora industrial revenue bonds	April 1, 2024
_________________________________________________ (1) The original issuer, El Paso Pipeline Partners, L.P. merged with and into Kinder Morgan Energy      Partners, L.P. effective January 1, 2015.

2

Exhibit 10.1

Schedule I

(Guaranteed Obligations)

Current as of: March 31, 2023

Hedging Agreements1
Issuer	Guaranteed Party	Date
Kinder Morgan, Inc.	Bank of America, N.A.	January 4, 2018
Kinder Morgan, Inc.	BNP Paribas	September 15, 2016
Kinder Morgan, Inc.	Citibank, N.A.	March 16, 2017
Kinder Morgan, Inc.	J. Aron & Company	December 23, 2011
Kinder Morgan, Inc.	SunTrust Bank	August 29, 2001
Kinder Morgan, Inc.	Barclays Bank PLC	November 26, 2014
Kinder Morgan, Inc.	Bank of Montreal	April 25, 2019
Kinder Morgan, Inc.	Bank of Tokyo-Mitsubishi, Ltd., New York Branch	November 26, 2014
Kinder Morgan, Inc.	Canadian Imperial Bank of Commerce	November 26, 2014
Kinder Morgan, Inc.	Commerzbank AG	August 22, 2019
Kinder Morgan, Inc.	Compass Bank	March 24, 2015
Kinder Morgan, Inc.	Credit Agricole Corporate and Investment Bank	November 26, 2014
Kinder Morgan, Inc.	Credit Suisse International	November 26, 2014
Kinder Morgan, Inc.	Deutsche Bank AG	November 26, 2014
Kinder Morgan, Inc.	ING Capital Markets LLC	November 26, 2014
Kinder Morgan, Inc.	Intesa Sanpaolo S.p.A.	July 1, 2019
Kinder Morgan, Inc.	JPMorgan Chase Bank, N.A.	February 19, 2015
Kinder Morgan, Inc.	Mizuho Capital Markets Corporation	November 26, 2014
Kinder Morgan, Inc.	Morgan Stanley Capital Services LLC	July 9, 2018
Kinder Morgan, Inc.	PNC Bank National Association	February 4, 2019
Kinder Morgan, Inc.	Royal Bank of Canada	November 26, 2014
Kinder Morgan, Inc.	SMBC Capital Markets, Inc.	April 26, 2017
Kinder Morgan, Inc.	The Bank of Nova Scotia	November 26, 2014
Kinder Morgan, Inc.	The Royal Bank of Scotland PLC	November 26, 2014
Kinder Morgan, Inc.	Societe Generale	November 26, 2014
Kinder Morgan, Inc.	The Toronto-Dominion Bank	October 2, 2017
Kinder Morgan, Inc.	UBS AG	November 26, 2014
Kinder Morgan, Inc.	Wells Fargo Bank, N.A.	November 26, 2014
Kinder Morgan Energy Partners, L.P.	Bank of America, N.A.	April 14, 1999
Kinder Morgan Energy Partners, L.P.	Bank of Tokyo-Mitsubishi, Ltd., New York Branch	November 23, 2004
Kinder Morgan Energy Partners, L.P.	Barclays Bank PLC	November 18, 2003
Kinder Morgan Energy Partners, L.P.	Canadian Imperial Bank of Commerce	August 4, 2011
Kinder Morgan Energy Partners, L.P.	Citibank, N.A.	March 14, 2002
Kinder Morgan Energy Partners, L.P.	Credit Agricole Corporate and Investment Bank	June 20, 2014
Kinder Morgan Energy Partners, L.P.	Credit Suisse International	May 14, 2010
_________________________________________________ 1 Guaranteed Obligations with respect to Hedging Agreements include International Swaps and Derivatives Association Master Agreements (“ISDAs”) and all transactions entered into pursuant to any ISDA listed on this Schedule I.

3

Exhibit 10.1

	Schedule I
	(Guaranteed Obligations)
	Current as of: March 31, 2023
Hedging Agreements1
Issuer	Guaranteed Party	Date
Kinder Morgan Energy Partners, L.P.	ING Capital Markets LLC	September 21, 2011
Kinder Morgan Energy Partners, L.P.	J. Aron & Company	November 11, 2004
Kinder Morgan Energy Partners, L.P.	JPMorgan Chase Bank	August 29, 2001
Kinder Morgan Energy Partners, L.P.	Merrill Lynch Capital Services, Inc.	March 8, 2005
Kinder Morgan Energy Partners, L.P.	Mizuho Capital Markets Corporation	July 11, 2014
Kinder Morgan Energy Partners, L.P.	Morgan Stanley Capital Services Inc.	March 10, 2010
Kinder Morgan Energy Partners, L.P.	Royal Bank of Canada	March 12, 2009
Kinder Morgan Energy Partners, L.P.	The Royal Bank of Scotland PLC	March 20, 2009
Kinder Morgan Energy Partners, L.P.	The Bank of Nova Scotia	August 14, 2003
Kinder Morgan Energy Partners, L.P.	Societe Generale	July 18, 2014
Kinder Morgan Energy Partners, L.P.	SunTrust Bank	March 14, 2002
Kinder Morgan Energy Partners, L.P.	UBS AG	February 23, 2011
Kinder Morgan Energy Partners, L.P.	Wells Fargo Bank, N.A.	July 31, 2007
Kinder Morgan Texas Pipeline LLC	Bank of Montreal	April 25, 2019
Kinder Morgan Texas Pipeline LLC	Canadian Imperial Bank of Commerce	December 18, 2006
Kinder Morgan Texas Pipeline LLC	Citibank, N.A.	February 22, 2005
Kinder Morgan Texas Pipeline LLC	Deutsche Bank AG	June 13, 2007
Kinder Morgan Texas Pipeline LLC	ING Capital Markets LLC	April 17, 2014
Kinder Morgan Texas Pipeline LLC	Intesa Sanpaolo S.p.a	October 29, 2020
Kinder Morgan Production LLC	J. Aron & Company	June 12, 2006
Kinder Morgan Texas Pipeline LLC	J. Aron & Company	June 8, 2000
Kinder Morgan Texas Pipeline LLC	JPMorgan Chase Bank, N.A.	September 7, 2006
Kinder Morgan Texas Pipeline LLC	Macquarie Bank Limited	September 20, 2010
Kinder Morgan Texas Pipeline LLC	Merrill Lynch Commodities, Inc.	October 24, 2001
Kinder Morgan Texas Pipeline LLC	Phillips 66 Company	March 30, 2015
Kinder Morgan Texas Pipeline LLC	PNC Bank, National Association	July 11, 2018
Kinder Morgan Texas Pipeline LLC	Royal Bank of Canada	October 18, 2018
Kinder Morgan Texas Pipeline LLC	The Bank of Nova Scotia	May 8, 2014
Kinder Morgan Texas Pipeline LLC	The Toronto Dominion Bank	September 14, 2021
Kinder Morgan Texas Pipeline LLC	Wells Fargo Bank, N.A.	June 1, 2013
Copano Risk Management, LLC	Citibank, N.A.	July 21, 2008
Copano Risk Management, LLC	J. Aron & Company	December 12, 2005
Copano Risk Management, LLC	Morgan Stanley Capital Group Inc.	May 4, 2007
_________________________________________________ 1 Guaranteed Obligations with respect to Hedging Agreements include International Swaps and Derivatives Association Master Agreements (“ISDAs”) and all transactions entered into pursuant to any ISDA listed on this Schedule I.

4

Exhibit 10.1

SCHEDULE II Guarantors Current as of: March 31, 2023
American Petroleum Tankers II LLC	Copano Terminals LLC
American Petroleum Tankers III LLC	Copano/Webb-Duval Pipeline LLC
American Petroleum Tankers IV LLC	CPNO Services LLC
American Petroleum Tankers LLC	Dakota Bulk Terminal LLC
American Petroleum Tankers Parent LLC	Delta Terminal Services LLC
American Petroleum Tankers V LLC	Eagle Ford Gathering LLC
American Petroleum Tankers VI LLC	El Paso Cheyenne Holdings, L.L.C.
American Petroleum Tankers VII LLC	El Paso Citrus Holdings, Inc.
American Petroleum Tankers VIII LLC	El Paso CNG Company, L.L.C.
American Petroleum Tankers IX LLC	El Paso Energy Service Company, L.L.C.
American Petroleum Tankers X LLC	El Paso LLC
American Petroleum Tankers XI LLC	El Paso Midstream Group LLC
APT Florida LLC	El Paso Natural Gas Company, L.L.C.
APT Intermediate Holdco LLC	El Paso Noric Investments III, L.L.C.
APT New Intermediate Holdco LLC	El Paso Ruby Holding Company, L.L.C.
APT Pennsylvania LLC	El Paso Tennessee Pipeline Co., L.L.C.
APT Sunshine State LLC	Elba Express Company, L.L.C.
Arlington Storage Company, LLC	Elizabeth River Terminals LLC
Betty Lou LLC	Emory B Crane, LLC
Camino Real Gas Gathering Company LLC	EP Ruby LLC
Camino Real Gathering Company, L.L.C.	EPBGP Contracting Services LLC
Cantera Gas Company LLC	EPTP Issuing Corporation
CDE Pipeline LLC	Frank L. Crane, LLC
Central Florida Pipeline LLC	General Stevedores GP, LLC
Cheyenne Plains Gas Pipeline Company, L.L.C.	General Stevedores Holdings LLC
CIG Gas Storage Company LLC	Harrah Midstream LLC
CIG Pipeline Services Company, L.L.C.	HBM Environmental LLC
Colorado Interstate Gas Company, L.L.C.	Hiland Crude, LLC
Colorado Interstate Issuing Corporation	Hiland Partners Holdings LLC
Copano Double Eagle LLC	HPH Oklahoma Gathering LLC
Copano Energy Finance Corporation	ICPT, L.L.C.
Copano Energy Services/Upper Gulf Coast LLC	Independent Trading & Transportation
Copano Energy, L.L.C.	Company I, L.L.C.
Copano Field Services GP, L.L.C.	JV Tanker Charterer LLC
Copano Field Services/North Texas, L.L.C.	Kinder Morgan 2-Mile LLC
Copano Field Services/South Texas LLC	Kinder Morgan Administrative Services Tampa LLC
Copano Field Services/Upper Gulf Coast LLC	Kinder Morgan Altamont LLC
Copano Liberty, LLC	Kinder Morgan Arlington RNG LLC
Copano NGL Services (Markham), L.L.C.	Kinder Morgan Baltimore Transload Terminal LLC
Copano NGL Services LLC	Kinder Morgan Battleground Oil LLC
Copano Pipelines Group, L.L.C.	Kinder Morgan Border Pipeline LLC
Copano Pipelines/North Texas, L.L.C.	Kinder Morgan Bulk Terminals LLC
Copano Pipelines/Rocky Mountains, LLC	Kinder Morgan Carbon Dioxide Transportation
Copano Pipelines/South Texas LLC	Company
Copano Pipelines/Upper Gulf Coast LLC	Kinder Morgan CCS Holdco LLC
Copano Processing LLC	Kinder Morgan CO2 Company LLC
Copano Risk Management LLC	Kinder Morgan Commercial Services LLC

Exhibit 10.1

	Schedule II
	(Guarantors)
	Current as of: March 31, 2023
Kinder Morgan Contracting Services LLC	Kinder Morgan Portland Intermediate Holdings I LLC
Kinder Morgan Crude & Condensate LLC	Kinder Morgan Portland Intermediate Holdings II LLC
Kinder Morgan Crude Marketing LLC	Kinder Morgan Portland Jet Line LLC
Kinder Morgan Crude Oil Pipelines LLC	Kinder Morgan Portland Liquids Terminals LLC
Kinder Morgan Crude to Rail LLC	Kinder Morgan Portland Operating LLC
Kinder Morgan Cushing LLC	Kinder Morgan Production Company LLC
Kinder Morgan Dallas Fort Worth Rail Terminal LLC	Kinder Morgan Products Terminals LLC
Kinder Morgan Deeprock North Holdco LLC	Kinder Morgan Rail Services LLC
Kinder Morgan Endeavor LLC	Kinder Morgan Ranger LLC
Kinder Morgan Energy Partners, L.P.	Kinder Morgan Resources II LLC
Kinder Morgan Energy Transition Ventures Holdco	Kinder Morgan Resources III LLC
LLC	Kinder Morgan RNG Holdco LLC
Kinder Morgan EP Midstream LLC	Kinder Morgan Scurry Connector LLC
Kinder Morgan Finance Company LLC	Kinder Morgan Seven Oaks LLC
Kinder Morgan Freedom Pipeline LLC	Kinder Morgan Shreveport RNG LLC
Kinder Morgan Galena Park West LLC	Kinder Morgan SNG Operator LLC
Kinder Morgan GP LLC	Kinder Morgan Southeast Terminals LLC
Kinder Morgan IMT Holdco LLC	Kinder Morgan Tank Storage Terminals LLC
Kinder Morgan, Inc.	Kinder Morgan Tejas Pipeline LLC
Kinder Morgan Keystone Gas Storage LLC	Kinder Morgan Terminals LLC
Kinder Morgan KMAP LLC	Kinder Morgan Terminals Wilmington LLC
Kinder Morgan Las Vegas LLC	Kinder Morgan Texas Pipeline LLC
Kinder Morgan Linden Transload Terminal LLC	Kinder Morgan Texas Terminals, L.P.
Kinder Morgan Liquids Terminals LLC	Kinder Morgan Transmix Company, LLC
Kinder Morgan Liquids Terminals St. Gabriel LLC	Kinder Morgan Treating LP
Kinder Morgan Louisiana Pipeline Holding LLC	Kinder Morgan Utica LLC
Kinder Morgan Louisiana Pipeline LLC	Kinder Morgan Vehicle Services LLC
Kinder Morgan Marine Services LLC	Kinder Morgan Victoria RNG LLC
Kinder Morgan Materials Services, LLC	Kinder Morgan Virginia Liquids Terminals LLC
Kinder Morgan Mid Atlantic Marine Services LLC	Kinder Morgan Wink Pipeline LLC
Kinder Morgan NatGas O&M LLC	KinderHawk Field Services LLC
Kinder Morgan NGPL Holdings LLC	Kinetrex Energy Transportation, LLC
Kinder Morgan North Texas Pipeline LLC	Kinetrex Holdco, Inc.
Kinder Morgan Operating LLC “A”	KM Crane LLC
Kinder Morgan Operating LLC “B”	KM Decatur LLC
Kinder Morgan Operating LLC “C”	KM Eagle Gathering LLC
Kinder Morgan Operating LLC “D”	KM Gas Marketing LLC
Kinder Morgan Pecos LLC	KM Gathering LLC
Kinder Morgan Pecos Valley LLC	KM Kaskaskia Dock LLC
Kinder Morgan Permian CCS LLC	KM Liquids Marketing LLC
Kinder Morgan Petcoke GP LLC	KM Liquids Terminals LLC
Kinder Morgan Petcoke LP LLC	KM North Cahokia Land LLC
Kinder Morgan Petcoke, L.P.	KM North Cahokia Special Project LLC
Kinder Morgan Petroleum Tankers LLC	KM North Cahokia Terminal Project LLC
Kinder Morgan Pipeline LLC	KM Ship Channel Services LLC
Kinder Morgan Port Manatee Terminal LLC	KM Treating GP LLC
Kinder Morgan Port Sutton Terminal LLC	KM Treating Production LLC
Kinder Morgan Port Terminals USA LLC	KM Utopia Operator LLC
Kinder Morgan Portland Bulk LLC	KMBT Legacy Holdings LLC
Kinder Morgan Portland Holdings LLC	KMBT LLC

2

Exhibit 10.1

	Schedule II
	(Guarantors)
	Current as of: March 31, 2023
KMGP Services Company, Inc.	Western Plant Services LLC
KN Telecommunications, Inc.	Wyoming Interstate Company, L.L.C.
Knight Power Company LLC
Liberty High BTU LLC
LNG Indy, LLC
Lomita Rail Terminal LLC
Milwaukee Bulk Terminals LLC
MJR Operating LLC
Mojave Pipeline Company, L.L.C.
Mojave Pipeline Operating Company, L.L.C.
North American Bio-Fuels, L.L.C.
North American-Central, LLC
North American Natural Resources, LLC
North American Natural Resources-SBL, LLC
Paddy Ryan Crane, LLC
Palmetto Products Pipe Line LLC
PI 2 Pelican State LLC
Pinney Dock & Transport LLC
Prairie View High BTU LLC
Queen City Terminals LLC
Rahway River Land LLC
River Terminals Properties GP LLC
River Terminal Properties, L.P.
RNG Indy LLC
ScissorTail Energy, LLC
SNG Pipeline Services Company, L.L.C.
Southern Dome, LLC
Southern Gulf LNG Company, L.L.C.
Southern Liquefaction Company LLC
Southern LNG Company, L.L.C.
Southern Oklahoma Gathering LLC
SouthTex Treaters LLC
Southwest Florida Pipeline LLC
SRT Vessels LLC
Stagecoach Energy Solutions LLC
Stagecoach Gas Services LLC
Stagecoach Operating Services LLC
Stagecoach Pipeline & Storage Company LLC
Stevedore Holdings, L.P.
Tejas Gas, LLC
Tejas Natural Gas, LLC
Tennessee Gas Pipeline Company, L.L.C.
Tennessee Gas Pipeline Issuing Corporation
Texan Tug LLC
TGP Pipeline Services Company, L.L.C.
TransColorado Gas Transmission Company LLC
Transload Services, LLC
Twin Bridges High BTU LLC
Twin Tier Pipeline LLC
Utica Marcellus Texas Pipeline LLC

3

Exhibit 10.1

SCHEDULE III
Excluded Subsidiaries

ANR Real Estate Corporation

Coastal Eagle Point Oil Company

Coastal Oil New England, Inc.

Coscol Petroleum Corporation

El Paso CGP Company, L.L.C.

El Paso Energy Capital Trust I

El Paso Energy E.S.T. Company

El Paso Energy International Company

El Paso Merchant Energy North America Company, L.L.C.

El Paso Merchant Energy-Petroleum Company

El Paso Reata Energy Company, L.L.C.

El Paso Remediation Company

El Paso Services Holding Company

EPEC Corporation

EPEC Oil Company Liquidating Trust

EPEC Polymers, Inc.

EPED Holding Company

K N Capital Trust I

K N Capital Trust III

Mesquite Investors, L.L.C.

Note: The Excluded Subsidiaries listed on this Schedule III may also be Excluded Subsidiaries pursuant to other exceptions set forth in the definition of “Excluded Subsidiary”.

EX-22.1

Exhibit 22.1

List of Guarantor Subsidiaries

The Cross Guarantee Agreement furnished as Exhibit 10.1 to this Quarterly Report on Form 10-Q sets forth, as of March 31, 2023, the registrant’s guarantor subsidiaries on Schedule II thereto and the guaranteed securities on Schedule I thereto.

EX-31.1

Exhibit 31.1

KINDER MORGAN, INC. AND SUBSIDIARIES

CERTIFICATION PURSUANT TO RULE 13A-14(A) OR 15D-14(A)

OF THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Steven J. Kean, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Kinder Morgan, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	April 21, 2023	/s/ Steven J. Kean
		Steven J. Kean
		Chief Executive Officer

EX-31.2

Exhibit 31.2

KINDER MORGAN, INC. AND SUBSIDIARIES

CERTIFICATION PURSUANT TO RULE 13A-14(A) OR 15D-14(A)

OF THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, David P. Michels, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Kinder Morgan, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	April 21, 2023	/s/ David P. Michels
		David P. Michels
		Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

KINDER MORGAN, INC. AND SUBSIDIARIES

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Kinder Morgan, Inc. (the “Company”) for the quarterly period ended March 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, in the capacity and on the date indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

A signed original of this written statement required by Section 906 has been provided to Kinder Morgan, Inc. and will be retained by Kinder Morgan, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

Date:	April 21, 2023	/s/ Steven J. Kean
		Steven J. Kean
		Chief Executive Officer

EX-32.2

Exhibit 32.2

KINDER MORGAN, INC. AND SUBSIDIARIES

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Kinder Morgan, Inc. (the “Company”) for the quarterly period ended March 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, in the capacity and on the date indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

A signed original of this written statement required by Section 906 has been provided to Kinder Morgan, Inc. and will be retained by Kinder Morgan, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

Date:	April 21, 2023	/s/ David P. Michels
		David P. Michels
		Vice President and Chief Financial Officer

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2023	Apr. 20, 2023
Entity Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Fiscal Year Focus	2023
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	001-35081
Entity Registrant Name	KINDER MORGAN, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	80-0682103
Entity Address, Address Line One	1001 Louisiana Street
Entity Address, Address Line Two	Suite 1000
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77002
City Area Code	713
Local Phone Number	369-9000
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		2,241,213,694
Entity Central Index Key	0001506307
Document Fiscal Period Focus	Q1
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Class P Common Stock
Entity Information [Line Items]
Title of 12(b) Security	Class P Common Stock
Trading Symbol	KMI
Security Exchange Name	NYSE
2.250% Senior Notes due 2027
Entity Information [Line Items]
Title of 12(b) Security	2.250% Senior Notes due 2027
Trading Symbol	KMI 27 A
Security Exchange Name	NYSE

XML

CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenues
Revenues	$ 3,888	$ 4,293
Operating Costs, Expenses and Other
Costs of sales (exclusive of items shown separately below)	1,215	1,894
Operations and maintenance	639	585
Depreciation, depletion and amortization	565	538
General and administrative	166	156
Taxes, other than income taxes	110	111
Gain on divestitures and impairments, net	0	(10)
Other income, net	(1)	(5)
Total Operating Costs, Expenses and Other	2,694	3,269
Operating Income	1,194	1,024
Other Income (Expense)
Earnings from equity investments	165	187
Amortization of excess cost of equity investments	(17)	(19)
Interest, net	(445)	(333)
Other, net	2	19
Total Other Expense	(295)	(146)
Income Before Income Taxes	899	878
Income Tax Expense	(196)	(194)
Net Income	703	684
Net Income Attributable to Noncontrolling Interests	(24)	(17)
Net Income Attributable to Kinder Morgan, Inc.	$ 679	$ 667
Class P Common Stock
Basic Earnings Per Share	$ 0.30	$ 0.29
Diluted Earnings Per Share	$ 0.30	$ 0.29
Basic Weighted Average Shares Outstanding	2,247	2,267
Diluted Weighted Average Shares Outstanding	2,247	2,267
Services
Revenues
Revenues	$ 2,069	$ 2,050
Commodity sales
Revenues
Revenues	1,785	2,208
Other
Revenues
Revenues	$ 34	$ 35

XML

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Statement of Comprehensive Income [Abstract]
Net income	$ 703	$ 684
Other comprehensive income (loss), net of tax
Net unrealized gain (loss) from derivative instruments (net of taxes of $(32) and $125, respectively)	106	(411)
Reclassification into earnings of net derivative instruments loss to net income (net of taxes of $15 and $(41), respectively)	(49)	135
Benefit plan adjustments (net of taxes of $(1) and $(4), respectively)	4	13
Total other comprehensive income (loss)	61	(263)
Comprehensive income	764	421
Comprehensive income attributable to noncontrolling interests	(24)	(17)
Comprehensive income attributable to KMI	$ 740	$ 404

XML

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Statement of Comprehensive Income [Abstract]
Change in fair value of hedge derivatives, tax	$ (32)	$ 125
Reclassification of change in fair value of derivatives to net income, tax	15	(41)
Benefit plan adjustments, tax	$ (1)	$ (4)

XML

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Current Assets
Cash and cash equivalents	$ 416	$ 745
Restricted deposits	22	49
Accounts receivable	1,321	1,840
Fair value of derivative contracts	164	231
Inventories	589	634
Other current assets	184	304
Total current assets	2,696	3,803
Property, plant and equipment, net	35,639	35,599
Investments	7,616	7,653
Goodwill	19,965	19,965
Other intangibles, net	1,743	1,809
Deferred charges and other assets	1,272	1,249
Total Assets	68,931	70,078
Current Liabilities
Current portion of debt	2,160	3,385
Accounts payable	1,087	1,444
Accrued interest	351	515
Fair value of derivative contracts	344	465
Other current liabilities	833	1,121
Total current liabilities	4,775	6,930
Long-term debt
Outstanding	29,139	28,288
Debt fair value adjustments	207	115
Total long-term debt	29,346	28,403
Deferred income taxes	831	623
Other long-term liabilities and deferred credits	1,865	2,008
Total long-term liabilities and deferred credits	32,042	31,034
Total Liabilities	36,817	37,964
Commitments and contingencies (Notes 3 and 9)
Stockholders’ Equity
Class P Common Stock, $0.01 par value, 4,000,000,000 shares authorized, 2,241,158,000 and 2,247,681,626 shares, respectively, issued and outstanding	22	22
Additional paid-in capital	41,575	41,673
Accumulated deficit	(10,499)	(10,551)
Accumulated other comprehensive loss	(341)	(402)
Total Kinder Morgan, Inc.’s stockholders’ equity	30,757	30,742
Noncontrolling interests	1,357	1,372
Total Stockholders’ Equity	32,114	32,114
Total Liabilities and Stockholders’ Equity	$ 68,931	$ 70,078

XML

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Stockholders’ Equity
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	4,000,000,000	4,000,000,000
Common stock, shares issued (in shares)	2,241,158,000	2,247,681,626
Common stock, shares outstanding (in shares)	2,241,158,000	2,247,681,626

XML

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash Flows From Operating Activities
Net income	$ 703	$ 684
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation, depletion and amortization	565	538
Deferred income taxes	190	190
Amortization of excess cost of equity investments	17	19
Change in fair value of derivative contracts	(66)	77
Gain on divestitures and impairments, net	0	(10)
Earnings from equity investments	(165)	(187)
Distributions from equity investment earnings	188	165
Changes in components of working capital
Accounts receivable	536	(51)
Inventories	88	(34)
Other current assets	93	(14)
Accounts payable	(368)	55
Accrued interest, net of interest rate swaps	(162)	(188)
Other current liabilities	(236)	(98)
Rate reparations, refunds and other litigation reserve adjustments	2	(68)
Other, net	(52)	6
Net Cash Provided by Operating Activities	1,333	1,084
Cash Flows From Investing Activities
Capital expenditures	(507)	(407)
Contributions to investments	(45)	(11)
Distributions from equity investments in excess of cumulative earnings	61	50
Other, net	(17)	(3)
Net Cash Used in Investing Activities	(508)	(371)
Cash Flows From Financing Activities
Issuances of debt	2,794	1,588
Payments of debt	(3,180)	(2,453)
Debt issue costs	(13)	(4)
Dividends	(627)	(616)
Repurchases of shares	(113)	(1)
Distributions to noncontrolling interests	(39)	(26)
Other, net	(3)	0
Net Cash Used in Financing Activities	(1,181)	(1,512)
Net Decrease in Cash, Cash Equivalents and Restricted Deposits	(356)	(799)
Cash, Cash Equivalents, and Restricted Deposits, beginning of period	794	1,147
Cash and Cash Equivalents, beginning of period	745	1,140
Restricted Deposits, beginning of period	49	7
Cash and Cash Equivalents, end of period	416	84
Restricted Deposits, end of period	22	264
Cash, Cash Equivalents, and Restricted Deposits, end of period	438	348
Non-cash Investing and Financing Activities
Assets contributed to equity investment	16	0
ROU assets and operating lease obligations recognized including adjustments	11	3
Increase in property, plant and equipment from both accruals and contractor retainage	15
Supplemental Disclosures of Cash Flow Information
Cash paid during the period for interest (net of capitalized interest)	617	561
Cash paid during the period for income taxes, net	$ 1	$ 1

XML

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Millions, $ in Millions	Total	Impact of adoption of ASU 2020-06 (Note 4)	Adjusted balance	Common stock	Common stock Adjusted balance	Additional paid-in capital	Additional paid-in capital Impact of adoption of ASU 2020-06 (Note 4)	Additional paid-in capital Adjusted balance	Accumulated deficit	Accumulated deficit Adjusted balance	Accumulated other comprehensive loss	Accumulated other comprehensive loss Adjusted balance	Stockholders’ equity attributable to KMI	Stockholders’ equity attributable to KMI Impact of adoption of ASU 2020-06 (Note 4)	Stockholders’ equity attributable to KMI Adjusted balance	Non-controlling interests	Non-controlling interests Adjusted balance
Balance at Dec. 31, 2021	$ 31,921	$ (11)	$ 31,910	$ 23	$ 23	$ 41,806	$ (11)	$ 41,795	$ (10,595)	$ (10,595)	$ (411)	$ (411)	$ 30,823	$ (11)	$ 30,812	$ 1,098	$ 1,098
Balance (shares) at Dec. 31, 2021				2,267	2,267
Repurchases of shares	(1)					(1)							(1)
EP Trust I Preferred security conversions	1					1							1
Restricted shares	18					18							18
Net income	684								667				667			17
Dividends	(616)								(616)				(616)
Distributions	(26)												0			(26)
Other comprehensive income (loss)	(263)										(263)		(263)
Balance at Mar. 31, 2022	31,707			$ 23		41,813			(10,544)		(674)		30,618			1,089
Balance (shares) at Mar. 31, 2022				2,267
Balance at Dec. 31, 2022	32,114			$ 22		41,673			(10,551)		(402)		30,742			1,372
Balance (shares) at Dec. 31, 2022				2,248
Repurchases of shares	(113)					(113)							(113)
Repurchases of shares (shares)				(7)
Restricted shares	15					15							15
Net income	703								679				679			24
Dividends	(627)								(627)				(627)
Distributions	(39)												0			(39)
Other comprehensive income (loss)	61										61		61
Balance at Mar. 31, 2023	$ 32,114			$ 22		$ 41,575			$ (10,499)		$ (341)		$ 30,757			$ 1,357
Balance (shares) at Mar. 31, 2023				2,241

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General (Notes)

3 Months Ended

Mar. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

General

1. General

Organization

We are one of the largest energy infrastructure companies in North America. We own an interest in or operate approximately 82,000 miles of pipelines, 140 terminals, 700 Bcf of working natural gas storage capacity and 2.3 Bcf per year of RNG generation capacity. Our pipelines transport natural gas, refined petroleum products, renewable fuels, crude oil, condensate, CO2 and other products, and our terminals store and handle various commodities including gasoline, diesel fuel, renewable fuel feedstocks, chemicals, ethanol, metals and petroleum coke.

Basis of Presentation

General

Our accompanying unaudited consolidated financial statements have been prepared under the rules and regulations of the U.S. Securities and Exchange Commission (SEC). These rules and regulations conform to the accounting principles contained in the FASB’s Accounting Standards Codification (ASC), the single source of GAAP. In compliance with such rules and regulations, all significant intercompany items have been eliminated in consolidation.

In our opinion, all adjustments, which are of a normal and recurring nature, considered necessary for a fair statement of our financial position and operating results for the interim periods have been included in the accompanying consolidated financial statements, and certain amounts from prior periods have been reclassified to conform to the current presentation. Interim results are not necessarily indicative of results for a full year; accordingly, you should read these consolidated financial statements in conjunction with our consolidated financial statements and related notes included in our 2022 Form 10-K.

The accompanying unaudited consolidated financial statements include our accounts and the accounts of our subsidiaries over which we have control or are the primary beneficiary. We evaluate our financial interests in business enterprises to determine if they represent variable interest entities where we are the primary beneficiary.  If such criteria are met, we consolidate the financial statements of such businesses with those of our own.

Earnings per Share

We calculate earnings per share using the two-class method. Earnings were allocated to Class P common stock and participating securities based on the amount of dividends paid in the current period plus an allocation of the undistributed earnings or excess distributions over earnings to the extent that each security participates in earnings or excess distributions over earnings. Our unvested restricted stock awards, which may be restricted stock or restricted stock units issued to employees and non-employee directors and include dividend equivalent payments, do not participate in excess distributions over earnings.

The following table sets forth the allocation of net income available to shareholders of Class P common stock and participating securities:

		Three Months Ended March 31,
		2023		2022
	(In millions, except per share amounts)
Net Income Available to Stockholders		$	679	$	667
Participating securities:
Less: Net Income Allocated to Restricted Stock Awards(a)		(4)		(4)
Net Income Allocated to Class P Stockholders		$	675	$	663
Basic Weighted Average Shares Outstanding		2,247		2,267
Basic Earnings Per Share		$	0.30	$	0.29

(a)As of March 31, 2023, there were 13 million restricted stock awards outstanding.

The following table presents the maximum number of potential common stock equivalents which are antidilutive and accordingly are excluded from the determination of diluted earnings per share. As we have no other common stock equivalents, our diluted earnings per share are the same as our basic earnings per share for all periods presented.

		Three Months Ended March 31,
		2023	2022
	(In millions on a weighted average basis)
Unvested restricted stock awards		13	13
Convertible trust preferred securities		3	3

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Losses on Impairments (Notes)

3 Months Ended

Mar. 31, 2023

Asset Impairment Charges [Abstract]

Losses on Impairments

2. Losses on Impairments

Impairments

During the first quarter of 2023, we recognized an impairment of $67 million related to our investment in Double Eagle Pipeline LLC (Double Eagle). The impairment was driven by lower expected renewal rates on contracts that expire in the second half of 2023. The impairment is recognized on our accompanying consolidated statement of income for the three months ended March 31, 2023 within “Earnings from equity investments.” Our investment in Double Eagle and associated earnings is included within our Products Pipelines business segment.

Ruby Chapter 11 Bankruptcy

On January 13, 2023, the bankruptcy court confirmed a plan of reorganization satisfactory to all interested parties regarding Ruby, which involved payment of Ruby’s outstanding senior notes with the proceeds from the sale of Ruby to Tallgrass, a settlement by KMI and Pembina of certain potential causes of action relating to the bankruptcy, and cash on hand. Our payment to the bankruptcy estate, net of payments received in respect of a long-term subordinated note receivable from Ruby, was approximately $28.5 million which was accrued for as of December 31, 2022. Consummation of the settlement and the sale of Ruby to Tallgrass occurred on January 13, 2023. We fully impaired our equity investment in Ruby in the fourth quarter of 2019 and fully impaired our investment in Ruby’s subordinated notes in the first quarter of 2021.

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Debt (Notes)

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Debt

3. Debt

The following table provides information on the principal amount of our outstanding debt balances:

	March 31, 2023		December 31, 2022
	(In millions, unless otherwise stated)
Current portion of debt
$3.5 billion credit facility due August 20, 2027	$	—	$	—
$500 million credit facility due November 16, 2023	—		—
Commercial paper notes	—		—
Current portion of senior notes
3.15% due January 2023	—		1,000
Floating rate, due January 2023	—		250
3.45% due February 2023	—		625
3.50% due September 2023	600		600
5.625% due November 2023	750		750
4.15% due February 2024	650		—
Trust I preferred securities, 4.75%, due March 2028(a)	111		111
Current portion of other debt	49		49
Total current portion of debt	2,160		3,385
Long-term debt (excluding current portion)
Senior notes	28,495		27,638
EPC Building, LLC, promissory note, 3.967%, due 2023 through 2035	326		330
Trust I preferred securities, 4.75%, due March 2028	109		109
Other	209		211
Total long-term debt	29,139		28,288
Total debt(b)	$	31,299	$	31,673

(a)Reflects the portion of cash consideration payable if all the outstanding securities as of the end of the reporting period were converted by the holders.

(b)Excludes our “Debt fair value adjustments” which, as of March 31, 2023 and December 31, 2022, increased our total debt balances by $207 million and $115 million, respectively.

We and substantially all of our wholly owned domestic subsidiaries are parties to a cross guarantee agreement whereby each party to the agreement unconditionally guarantees, jointly and severally, the payment of specified indebtedness of each other party to the agreement.

On January 31, 2023, we issued in a registered offering $1,500 million aggregate principal amount of 5.20% senior notes due 2033 for net proceeds of $1,485 million, which were used to repay short-term borrowings, maturing debt and for general corporate purposes.

Credit Facilities and Restrictive Covenants

As of March 31, 2023, we had no borrowings outstanding under our credit facilities, no borrowings outstanding under our commercial paper program and $81 million in letters of credit. Our availability under our credit facilities as of March 31, 2023 was $3.9 billion. For the period ended March 31, 2023, we were in compliance with all required covenants.

Fair Value of Financial Instruments

The carrying value and estimated fair value of our outstanding debt balances are disclosed below: 

	March 31, 2023				December 31, 2022
	Carrying value		Estimated fair value(a)		Carrying value		Estimated fair value(a)
	(In millions)
Total debt	$	31,506	$	30,483	$	31,788	$	30,070

(a)Included in the estimated fair value are amounts for our Trust I Preferred Securities of $198 million and $195 million as of March 31, 2023 and December 31, 2022, respectively.

We used Level 2 input values to measure the estimated fair value of our outstanding debt balance as of both March 31, 2023 and December 31, 2022.

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Stockholders' Equity (Notes)

3 Months Ended

Mar. 31, 2023

Stockholders' Equity Note [Abstract]

Stockholders' Equity

4. Stockholders’ Equity

Class P Common Stock

On July 19, 2017, our board of directors approved a $2 billion share buy-back program that began in December 2017. On January 18, 2023, our board of directors approved an increase in our share repurchase authorization to $3 billion. During the three months ended March 31, 2023, we repurchased 7 million of our shares for $113 million at an average price of $16.62 per share.

Dividends

The following table provides information about our per share dividends:

	Three Months Ended March 31,
	2023		2022
Per share cash dividend declared for the period	$	0.2825	$	0.2775
Per share cash dividend paid in the period	0.2775		0.27

On April 19, 2023, our board of directors declared a cash dividend of $0.2825 per share for the quarterly period ended March 31, 2023, which is payable on May 15, 2023 to shareholders of record as of the close of business on May 1, 2023.

Adoption of Accounting Pronouncement

On January 1, 2022, we adopted Accounting Standards Update (ASU) No. 2020-06, “Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity.” This ASU (i) simplifies an issuer’s accounting for convertible instruments by eliminating two of the three models in Subtopic 470-20 that require separate accounting for embedded conversion features, (ii) amends diluted earnings per share calculations for convertible instruments by requiring the use of the if-converted method and (iii) simplifies the settlement assessment entities are required to perform on contracts that can potentially settle in an entity’s own equity by removing certain requirements. Using the modified retrospective method, the adoption of this ASU resulted in a pre-tax adjustment of $14 million to unwind the remaining unamortized debt discount within “Debt fair value adjustments” on our consolidated balance sheet and an adjustment of $11 million to unwind the balance of the conversion feature classified in “Additional paid in capital” on our consolidated statement of stockholders’ equity for the three months ended March 31, 2022.

Accumulated Other Comprehensive Loss

Changes in the components of our “Accumulated other comprehensive loss” not including noncontrolling interests are summarized as follows:

	Net unrealized gains/(losses) on cash flow hedge derivatives		Pension and other postretirement liability adjustments		Total accumulated other comprehensive loss
	(In millions)
Balance as of December 31, 2022	$	(164)	$	(238)	$	(402)
Other comprehensive gain before reclassifications	106		4		110
Gain reclassified from accumulated other comprehensive loss	(49)		—		(49)
Net current-period change in accumulated other comprehensive loss	57		4		61
Balance as of March 31, 2023	$	(107)	$	(234)	$	(341)

	Net unrealized gains/(losses) on cash flow hedge derivatives		Pension and other postretirement liability adjustments		Total accumulated other comprehensive loss
	(In millions)
Balance as of December 31, 2021	$	(172)	$	(239)	$	(411)
Other comprehensive (loss) gain before reclassifications	(411)		13		(398)
Loss reclassified from accumulated other comprehensive loss	135		—		135
Net current-period change in accumulated other comprehensive loss	(276)		13		(263)
Balance as of March 31, 2022	$	(448)	$	(226)	$	(674)

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Risk Management (Notes)

3 Months Ended

Mar. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Risk Management

5.  Risk Management

Certain of our business activities expose us to risks associated with unfavorable changes in the market price of natural gas, NGL and crude oil. We also have exposure to interest rate and foreign currency risk as a result of the issuance of our debt obligations. Pursuant to our management’s approved risk management policy, we use derivative contracts to hedge or reduce our exposure to some of these risks.

Energy Commodity Price Risk Management

As of March 31, 2023, we had the following outstanding commodity forward contracts to hedge our forecasted energy commodity purchases and sales:

	Net open position long/(short)
Derivatives designated as hedging contracts
Crude oil fixed price	(17.9)	MMBbl
Crude oil basis	(3.2)	MMBbl
Natural gas fixed price	(76.7)	Bcf
Natural gas basis	(64.0)	Bcf
NGL fixed price	(0.7)	MMBbl
Derivatives not designated as hedging contracts
Crude oil fixed price	(1.2)	MMBbl
Crude oil basis	(10.8)	MMBbl
Natural gas fixed price	(7.1)	Bcf
Natural gas basis	(49.8)	Bcf
NGL fixed price	(0.9)	MMBbl

As of March 31, 2023, the maximum length of time over which we have hedged, for accounting purposes, our exposure to the variability in future cash flows associated with energy commodity price risk is through December 2027.

Interest Rate Risk Management

We utilize interest rate derivatives to hedge our exposure to both changes in the fair value of our fixed rate debt instruments and variability in expected future cash flows attributable to variable interest rate payments. The following table summarizes our outstanding interest rate contracts as of March 31, 2023:

	Notional amount		Accounting treatment	Maximum term
	(In millions)
Derivatives designated as hedging instruments
Fixed-to-variable interest rate contracts(a)(b)	$	7,400	Fair value hedge	March 2035
Derivatives not designated as hedging instruments
Variable-to-fixed interest rate contracts	3,445		Mark-to-Market	December 2023

(a)The principal amount of hedged senior notes consisted of $1,450 million included in “Current portion of debt” and $5,950 million included in “Long-term debt” on our accompanying consolidated balance sheet.

(b)During the three months ended March 31, 2023, certain optional expedients as set forth in Topic 848 – Reference Rate Reform were elected on certain of these contracts to preserve fair value hedge accounting treatment. See Note 10 for further information on Topic 848.

Foreign Currency Risk Management

We utilize foreign currency derivatives to hedge our exposure to variability in foreign exchange rates. The following table summarizes our outstanding foreign currency contracts as of March 31, 2023:

	Notional amount		Accounting treatment	Maximum term
	(In millions)
Derivatives designated as hedging instruments
EUR-to-USD cross currency swap contracts(a)	$	543	Cash flow hedge	March 2027

(a)These swaps eliminate the foreign currency risk associated with our Euro-denominated debt.

Impact of Derivative Contracts on Our Consolidated Financial Statements

The following table summarizes the fair values of our derivative contracts included on our accompanying consolidated balance sheets:

Fair Value of Derivative Contracts
		Derivatives Asset				Derivatives Liability
		March 31, 2023		December 31, 2022		March 31, 2023		December 31, 2022
	Location	Fair value				Fair value
		(In millions)
Derivatives designated as hedging instruments
Energy commodity derivative contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	$	119	$	150	$	(132)	$	(156)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	13		6		(58)		(91)
	Subtotal	132		156		(190)		(247)
Interest rate contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	1		—		(138)		(144)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	48		39		(160)		(261)
	Subtotal	49		39		(298)		(405)
Foreign currency contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	—		—		(12)		(3)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	—		—		(19)		(32)
	Subtotal	—		—		(31)		(35)
	Total	181		195		(519)		(687)
Derivatives not designated as hedging instruments
Energy commodity derivative contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	37		80		(62)		(162)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	13		23		(4)		(19)
	Subtotal	50		103		(66)		(181)
Interest rate contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	7		1		—		—
	Total	57		104		(66)		(181)
Total derivatives		$	238	$	299	$	(585)	$	(868)

The following two tables summarize the fair value measurements of our derivative contracts based on the three levels established by the ASC. The tables also identify the impact of derivative contracts which we have elected to present on our accompanying consolidated balance sheets on a gross basis that are eligible for netting under master netting agreements.

	Balance sheet asset fair value measurements by level								Contracts available for netting		Cash collateral held(a)
	Level 1		Level 2		Level 3		Gross amount						Net amount
	(In millions)
As of March 31, 2023
Energy commodity derivative contracts(b)	$	110	$	72	$	—	$	182	$	(87)	$	—	$	95
Interest rate contracts	—		56		—		56		—		—		56
As of December 31, 2022
Energy commodity derivative contracts(b)	$	115	$	144	$	—	$	259	$	(186)	$	—	$	73
Interest rate contracts	—		40		—		40		—		—		40

	Balance sheet liability fair value measurements by level								Contracts available for netting		Cash collateral posted(a)
	Level 1		Level 2		Level 3		Gross amount						Net amount
	(In millions)
As of March 31, 2023
Energy commodity derivative contracts(b)	$	(25)	$	(231)	$	—	$	(256)	$	87	$	(43)	$	(212)
Interest rate contracts	—		(298)		—		(298)		—		—		(298)
Foreign currency contracts	—		(31)		—		(31)		—		—		(31)
As of December 31, 2022
Energy commodity derivative contracts(b)	$	(23)	$	(405)	$	—	$	(428)	$	186	$	(30)	$	(272)
Interest rate contracts	—		(405)		—		(405)		—		—		(405)
Foreign currency contracts	—		(35)		—		(35)		—		—		(35)

(a)Any cash collateral paid or received is reflected in this table, but only to the extent that it represents variation margins. Any amount associated with derivative prepayments or initial margins that are not influenced by the derivative asset or liability amounts or those that are determined solely on their volumetric notional amounts are excluded from this table.

(b)Level 1 consists primarily of NYMEX natural gas futures. Level 2 consists primarily of OTC WTI swaps, NGL swaps and crude oil basis swaps.

The following tables summarize the pre-tax impact of our derivative contracts on our accompanying consolidated statements of income and comprehensive income:

Derivatives in fair value hedging relationships	Location	Gain/(loss) recognized in income  on derivative and related hedged item
		Three Months Ended March 31,
		2023		2022
		(In millions)
Interest rate contracts	Interest, net	$	118	$	(317)
Hedged fixed rate debt(a)	Interest, net	$	(118)	$	320

(a)As of March 31, 2023, the cumulative amount of fair value hedging adjustments to our hedged fixed rate debt was a decrease of $249 million included in “Debt fair value adjustments” on our accompanying consolidated balance sheet.

Derivatives in cash flow hedging relationships	Gain/(loss) recognized in OCI on derivative(a)				Location	Gain/(loss) reclassified from Accumulated OCI into income
	Three Months Ended March 31,					Three Months Ended March 31,
	2023		2022			2023		2022
	(In millions)					(In millions)
Energy commodity derivative contracts	$	135	$	(499)	Revenues—Commodity sales	$	64	$	(132)
					Costs of sales	(7)		9
Interest rate contracts	—		3		Interest, net	—		—
Foreign currency contracts	3		(40)		Other, net	7		(53)
Total	$	138	$	(536)	Total	$	64	$	(176)

(a)We expect to reclassify approximately $66 million of loss associated with cash flow hedge price risk management activities included in our accumulated other comprehensive loss balance as of March 31, 2023 into earnings during the next twelve months (when the associated forecasted transactions are also expected to impact earnings); however, actual amounts reclassified into earnings could vary materially as a result of changes in market prices.

Derivatives not designated as accounting hedges	Location	Gain/(loss) recognized in income on derivatives
			Three Months Ended March 31,
			2023		2022
		(In millions)
Energy commodity derivative contracts	Revenues—Commodity sales		$	22	$	(9)
	Costs of sales		69		(91)
	Earnings from equity investments		1		(5)
Interest rate contracts	Interest, net		5		36
Total(a)			$	97	$	(69)

(a)The three months ended March 31, 2023 and 2022 amounts include approximate gains of $28 million and $18 million, respectively, associated with natural gas, crude and NGL derivative contract settlements.

Credit Risks

In conjunction with certain derivative contracts, we are required to provide collateral to our counterparties, which may include posting letters of credit or placing cash in margin accounts. As of March 31, 2023 and December 31, 2022, we had no outstanding letters of credit supporting our commodity price risk management program. As of March 31, 2023, we had cash margins of $5 million posted by us with our counterparties as collateral and reported within “Restricted deposits” on our accompanying consolidated balance sheet. As of December 31, 2022, we had cash margins of $1 million posted by our counterparties with us as collateral and reported within “Other current liabilities” on our accompanying consolidated balance sheet. The cash margin balance at March 31, 2023 represents our initial margin requirements of $48 million and variation margin requirements of $43 million posted by our counterparties. We also use industry standard commercial agreements that allow for the netting of exposures associated with transactions executed under a single commercial agreement. Additionally, we generally utilize master netting agreements to offset credit exposure across multiple commercial agreements with a single counterparty.

We also have agreements with certain counterparties to our derivative contracts that contain provisions requiring the posting of additional collateral upon a decrease in our credit rating. As of March 31, 2023, based on our current mark-to-market positions and posted collateral, we estimate that if our credit rating were downgraded one notch, we would not be required to post additional collateral. If we were downgraded two notches, we estimate that we would be required to post $88 million of additional collateral.

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Revenue Recognition (Notes)

3 Months Ended

Mar. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenue Recognition

6. Revenue Recognition

Disaggregation of Revenues

The following tables present our revenues disaggregated by revenue source and type of revenue for each revenue source:

	Three Months Ended March 31, 2023
	Natural Gas Pipelines		Products Pipelines		Terminals		CO2		Corporate and Eliminations		Total
	(In millions)
Revenues from contracts with customers(a)
Services
Firm services(b)	$	917	$	40	$	207	$	—	$	(1)	$	1,163
Fee-based services	236		240		98		10		—		584
Total services	1,153		280		305		10		(1)		1,747
Commodity sales
Natural gas sales	799		—		—		20		(2)		817
Product sales	274		336		4		268		(1)		881
Total commodity sales	1,073		336		4		288		(3)		1,698
Total revenues from contracts with customers	2,226		616		309		298		(4)		3,445
Other revenues(c)
Leasing services(d)	117		47		152		14		—		330
Derivatives adjustments on commodity sales	107		(1)		—		(20)		—		86
Other	16		6		—		5		—		27
Total other revenues	240		52		152		(1)		—		443
Total revenues	$	2,466	$	668	$	461	$	297	$	(4)	$	3,888

	Three Months Ended March 31, 2022
	Natural Gas Pipelines		Products Pipelines		Terminals		CO2		Corporate and Eliminations		Total
	(In millions)
Revenues from contracts with customers(a)
Services
Firm services(b)	$	939	$	59	$	188	$	—	$	(1)	$	1,185
Fee-based services	213		234		98		13		—		558
Total services	1,152		293		286		13		(1)		1,743
Commodity sales
Natural gas sales	1,226		—		—		20		(4)		1,242
Product sales	342		426		4		348		(16)		1,104
Total commodity sales	1,568		426		4		368		(20)		2,346
Total revenues from contracts with customers	2,720		719		290		381		(21)		4,089
Other revenues(c)
Leasing services(d)	117		44		140		13		—		314
Derivatives adjustments on commodity sales	(39)		(3)		—		(99)		—		(141)
Other	15		6		—		10		—		31
Total other revenues	93		47		140		(76)		—		204
Total revenues	$	2,813	$	766	$	430	$	305	$	(21)	$	4,293

(a)Differences between the revenue classifications presented on the consolidated statements of income and the categories for the disaggregated revenues by type of revenue above are primarily attributable to revenues reflected in the “Other revenues” category above (see note (c)).

(b)Includes non-cancellable firm service customer contracts with take-or-pay or minimum volume commitment elements, including those contracts where both the price and quantity amount are fixed. Excludes service contracts with index-based pricing, which along with revenues from other customer service contracts are reported as “Fee-based services.”

(c)Amounts recognized as revenue under guidance prescribed in Topics of the ASC other than in Topic 606 were primarily from leases and derivative contracts. See Note 5 for additional information related to our derivative contracts.

(d)Our revenues from leasing services are predominantly comprised of specific assets that we lease to customers under operating leases where one customer obtains substantially all of the economic benefit from the asset and has the right to direct the use of that asset. These leases primarily consist of specific tanks, treating facilities, marine vessels and gas equipment and pipelines with separate control locations. We do not lease assets that qualify as sales-type or finance leases.

Contract Balances

As of March 31, 2023 and December 31, 2022, our contract asset balances were $26 million and $33 million, respectively. Of the contract asset balance at December 31, 2022, $14 million was transferred to accounts receivable during the three months ended March 31, 2023. As of March 31, 2023 and December 31, 2022, our contract liability balances were $228 million and $204 million, respectively. Of the contract liability balance at December 31, 2022, $35 million was recognized as revenue during the three months ended March 31, 2023.

Revenue Allocated to Remaining Performance Obligations

The following table presents our estimated revenue allocated to remaining performance obligations for contracted revenue that has not yet been recognized, representing our “contractually committed” revenue as of March 31, 2023 that we will invoice or transfer from contract liabilities and recognize in future periods:

Year	Estimated Revenue
	(In millions)
Nine months ended December 31, 2023	$	3,260
2024	3,633
2025	2,967
2026	2,581
2027	2,215
Thereafter	13,095
Total	$	27,751

Our contractually committed revenue, for purposes of the tabular presentation above, is generally limited to service or commodity sale customer contracts which have fixed pricing and fixed volume terms and conditions, generally including contracts with take-or-pay or minimum volume commitment payment obligations. Our contractually committed revenue amounts generally exclude, based on the following practical expedient that we elected to apply, remaining performance obligations for contracts with index-based pricing or variable volume attributes in which such variable consideration is allocated entirely to a wholly unsatisfied performance obligation.

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Reportable Segments (Notes)

3 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

Reportable Segments

7.  Reportable Segments

Financial information by segment follows:

	Three Months Ended March 31,
	2023		2022
	(In millions)
Revenues
Natural Gas Pipelines
Revenues from external customers	$	2,463	$	2,793
Intersegment revenues	3		20
Products Pipelines	668		766
Terminals
Revenues from external customers	460		429
Intersegment revenues	1		1
CO2	297		305
Corporate and intersegment eliminations	(4)		(21)
Total consolidated revenues	$	3,888	$	4,293

	Three Months Ended March 31,
	2023		2022
	(In millions)
Segment EBDA(a)
Natural Gas Pipelines	$	1,495	$	1,184
Products Pipelines	184		299
Terminals	254		238
CO2	172		192
Total Segment EBDA	2,105		1,913
DD&A	(565)		(538)
Amortization of excess cost of equity investments	(17)		(19)
General and administrative and corporate charges	(179)		(145)
Interest, net	(445)		(333)
Income tax expense	(196)		(194)
Total consolidated net income	$	703	$	684

	March 31, 2023		December 31, 2022
	(In millions)
Assets
Natural Gas Pipelines	$	47,351	$	47,978
Products Pipelines	8,836		8,985
Terminals	8,328		8,357
CO2	3,465		3,449
Corporate assets(b)	951		1,309
Total consolidated assets	$	68,931	$	70,078

(a)Includes revenues, earnings from equity investments, operating expenses, gain on divestitures and impairments, net, other income, net, and other, net. Operating expenses include costs of sales, operations and maintenance expenses, and taxes, other than income taxes.

(b)Includes cash and cash equivalents, restricted deposits, certain prepaid assets and deferred charges, risk management assets related to derivative contracts, corporate headquarters in Houston, Texas and miscellaneous corporate assets (such as information technology, telecommunications equipment and legacy activity) not allocated to our reportable segments.

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Income Taxes (Notes)

3 Months Ended

Mar. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

8.  Income Taxes

Income tax expense included on our accompanying consolidated statements of income is as follows:

		Three Months Ended March 31,
		2023			2022
	(In millions, except percentages)
Income tax expense		$	196		$	194
Effective tax rate		21.8		%	22.1		%

The effective tax rates for the three months ended March 31, 2023 and 2022 are higher than the statutory federal rate of 21% primarily due to state income taxes, partially offset by dividend-received deductions from our investments in Florida Gas Pipeline, NGPL Holdings and Products (SE) Pipe Line Company.

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Litigation and Environmental (Notes)

3 Months Ended

Mar. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Litigation and Environmental

9.   Litigation and Environmental

We and our subsidiaries are parties to various legal, regulatory and other matters arising from the day-to-day operations of our businesses or certain predecessor operations that may result in claims against the Company. Although no assurance can be given, we believe, based on our experiences to date and taking into account established reserves and insurance, that the ultimate resolution of such items will not have a material adverse impact to our business. We believe we have meritorious defenses to the matters to which we are a party and intend to vigorously defend the Company. When we determine a loss is probable of occurring and is reasonably estimable, we accrue an undiscounted liability for such contingencies based on our best estimate using information available at that time. If the estimated loss is a range of potential outcomes and there is no better estimate within the range, we accrue the amount at the low end of the range. We disclose the following contingencies where an adverse outcome may be material or, in the judgment of management, we conclude the matter should otherwise be disclosed.

Gulf LNG Facility Disputes

On September 28, 2018, GLNG filed a lawsuit against Eni S.p.A. in the Supreme Court of the State of New York in New York County to enforce a Guarantee Agreement (Guarantee) entered into by Eni S.p.A. on December 10, 2007 in connection with a contemporaneous terminal use agreement entered into by its affiliate, Eni USA Gas Marketing LLC (Eni USA). The suit to enforce the Guarantee against Eni S.p.A. was filed after an arbitration tribunal delivered an award on June 29, 2018 which called for the termination of the terminal use agreement and payment of compensation by Eni USA to GLNG. In response to GLNG’s lawsuit to enforce the Guarantee, Eni S.p.A. filed counterclaims and other claims based on the terminal use agreement and a parent direct agreement with Gulf LNG Energy (Port), LLC. The foregoing counterclaims asserted by Eni S.p.A seek unspecified damages and involve the same substantive allegations which were dismissed with prejudice in previous separate arbitrations with Eni USA described above and with GLNG’s remaining customer Angola LNG Supply Services LLC (ALSS), a consortium of international oil companies including Eni S.p.A. On January 4, 2022, the trial court entered a decision granting Eni S.p.A’s motion for summary judgment on the claims asserted by GLNG to enforce the Guarantee. GLNG filed an appeal of the trial court’s decision to the state Appellate Division. On February 9, 2023, the Appellate Division denied GLNG’s appeal. GLNG is seeking rehearing from the Appellate Division. If necessary, further recourse may be pursued to the state Court of Appeals, which is the state’s highest appellate court. Pending resolution of GLNG’s appeal and further proceedings in the trial court, the foregoing counterclaims and other claims asserted by Eni S.p.A based on the terminal use agreement and parent direct agreement remain pending in the trial court. We vigorously dispute that the foregoing counterclaims and other claims asserted by Eni S.p.A. have any merit, particularly since they were dismissed with prejudice in previous arbitrations involving both Eni USA and ALSS. We intend to vigorously pursue our appeal to enforce the Guarantee and are seeking summary judgment on any remaining counterclaims or other claims asserted by Eni S.p.A.

Freeport LNG Winter Storm Litigation

On September 13, 2021, Freeport LNG Marketing, LLC (Freeport) filed a lawsuit against Kinder Morgan Texas Pipeline LLC and Kinder Morgan Tejas Pipeline LLC in the 133rd District Court of Harris County, Texas (Case No. 2021-58787) alleging that defendants breached the parties’ base contract for sale and purchase of natural gas by failing to repurchase natural gas nominated by Freeport between February 10-22, 2021 during Winter Storm Uri. We deny that we were obligated to repurchase natural gas from Freeport given our declaration of force majeure during the storm and our compliance with emergency orders issued by the Railroad Commission of Texas providing heightened priority for the delivery of gas to human

needs customers. Freeport alleges that it is owed approximately $104 million, plus attorney fees and interest. On October 24, 2022, the trial court granted our motion for summary judgment on all of Freeport’s claims. On November 21, 2022, Freeport filed a notice of intent to appeal the trial court’s decision. We believe that our declaration of force majeure was valid and we intend to vigorously defend this case.

Pension Plan Litigation

On February 22, 2021, Kinder Morgan Retirement Plan A participants Curtis Pedersen and Beverly Leutloff filed a purported class action lawsuit under the Employee Retirement Income Security Act of 1974 (ERISA). The named plaintiffs were hired initially by the ANR Pipeline Company (ANR) in the late 1970s. Following a series of corporate acquisitions, plaintiffs became participants in pension plans sponsored by the Coastal Corporation (Coastal), El Paso Corporation (El Paso) and our company by virtue of our acquisition of El Paso in 2012 and our assumption of certain of El Paso’s pension plan obligations. The lawsuit, which was filed initially in federal court in Michigan and then transferred to the U.S. District Court for the Southern District of Texas (Civil Action No. 4:21-3590), alleges that the series of foregoing transactions resulted in changes to plaintiffs’ retirement benefits which are now contested on a purported class-wide basis in the lawsuit. The complaint asserts six claims that fall within three primary theories of liability. Claims I, II, and III all seek the same plan modification as to how the plans calculate benefits for former participants in the Coastal plan. These claims challenge plan provisions which are alleged to constitute impermissible “backloading” or “cutback” of benefits. Claims IV and V allege that former participants in the ANR plans should be eligible for unreduced benefits at younger ages than the plans currently provide. Claim VI asserts that actuarial assumptions used to calculate reduced early retirement benefits for current or former ANR employees are outdated and therefore unreasonable. The complaint alleges that the purported class includes over 10,000 individuals. The lawsuit is in the early stages of discovery and no class has been certified. Plaintiffs seek to recover early retirement benefits as well as declaratory and injunctive relief, but have not pleaded, disclosed or otherwise specified a calculation of alleged damages. Accordingly, the extent of our potential liability for past or future benefits, if any, remains to be determined. We believe that none of the claims are valid and intend to vigorously defend this case.

Pipeline Integrity and Releases

From time to time, despite our best efforts, our pipelines experience leaks and ruptures. These leaks and ruptures may cause explosions, fire, and damage to the environment, damage to property and/or personal injury or death. In connection with these incidents, we may be sued for damages caused by an alleged failure to properly mark the locations of our pipelines and/or to properly maintain our pipelines. Depending upon the facts and circumstances of a particular incident, state and federal regulatory authorities may seek civil and/or criminal fines and penalties.

Arizona Line 2000 Rupture

On August 15, 2021, the 30” EPNG Line 2000 natural gas transmission pipeline ruptured in a rural area in Coolidge, Arizona. The failure resulted in a fire which destroyed a home, resulting in two fatalities and one injury. The National Transportation Safety Board is investigating the incident. EPNG completed the physical work on Line 2000 in accordance with PHMSA’s requirements and returned the pipeline to commercial service in February 2023. While no litigation is pending at this time, we notified our insurers of the incident and do not expect that the resolution of claims will have a material adverse impact to our business.

General

As of March 31, 2023 and December 31, 2022, our total reserve for legal matters was $43 million and $70 million, respectively.

Environmental Matters

We and our subsidiaries are subject to environmental cleanup and enforcement actions from time to time. In particular, CERCLA generally imposes joint and several liability for cleanup and enforcement costs on current and predecessor owners and operators of a site, among others, without regard to fault or the legality of the original conduct, subject to the right of a liable party to establish a “reasonable basis” for apportionment of costs. Our operations are also subject to local, state and federal laws and regulations relating to protection of the environment. Although we believe our operations are in substantial compliance with applicable environmental laws and regulations, risks of additional costs and liabilities are inherent in pipeline, terminal and CO2 field and oil field operations, and there can be no assurance that we will not incur significant costs and liabilities. Moreover, it is possible that other developments could result in substantial costs and liabilities to us, such as

increasingly stringent environmental laws, regulations and enforcement policies under the terms of authority of those laws, and claims for damages to property or persons resulting from our operations.

We are currently involved in several governmental proceedings involving alleged violations of local, state and federal environmental and safety regulations. As we receive notices of non-compliance, we attempt to negotiate and settle such matters where appropriate. These alleged violations may result in fines and penalties, but except as disclosed herein we do not believe any such fines and penalties will be material to our business, individually or in the aggregate. We are also currently involved in several governmental proceedings involving groundwater and soil remediation efforts under state or federal administrative orders or related remediation programs. We have established a reserve to address the costs associated with the remediation efforts.

In addition, we are involved with and have been identified as a potentially responsible party (PRP) in several federal and state Superfund sites. Environmental reserves have been established for those sites where our contribution is probable and reasonably estimable. In addition, we are from time to time involved in civil proceedings relating to damages alleged to have occurred as a result of accidental leaks or spills of refined petroleum products, crude oil, NGL, natural gas or CO2, including natural resource damage (NRD) claims.

PHMSA Enforcement Matter for KMLT Midwest Terminals

On July 11, 2022, Kinder Morgan Liquid Terminals (KMLT) received a Notice of Probable Violation (NOPV) from PHMSA relating to inspections conducted during 2021 at KMLT’s Cincinnati, Indianapolis, Dayton, Argo, O’Hare, and Wood River Terminals. The NOPV alleged violations of Department of Transportation regulations, proposed a penalty of approximately $455,000 and sought a compliance agreement relating to certain of the alleged violations. On February 3, 2023, PHMSA and KMLT entered into a Consent Agreement resolving the allegations in the NOPV. Also on February 3, 2023, PHMSA issued a Consent Order approving the Consent Agreement, thereby concluding this matter.

Portland Harbor Superfund Site, Willamette River, Portland, Oregon

On January 6, 2017, the EPA issued a Record of Decision (ROD) that established a final remedy and cleanup plan for an industrialized area on the lower reach of the Willamette River commonly referred to as the Portland Harbor Superfund Site (PHSS). The cost for the final remedy is estimated to be more than $2.8 billion and active cleanup is expected to take more than 10 years to complete. KMLT, KMBT, and some 90 other PRPs identified by the EPA are involved in a non-judicial allocation process to determine each party’s respective share of the cleanup costs related to the final remedy set forth by the ROD. We are participating in the allocation process on behalf of KMLT (in connection with its ownership or operation of two facilities) and KMBT (in connection with its ownership or operation of two facilities). Effective January 31, 2020, KMLT entered into separate Administrative Settlement Agreements and Orders on Consent (ASAOC) to complete remedial design for two distinct areas within the PHSS associated with KMLT’s facilities. The ASAOC obligates KMLT to pay a share of the remedial design costs for cleanup activities related to these two areas as required by the ROD. Our share of responsibility for the PHSS costs will not be determined until the ongoing non-judicial allocation process is concluded or a lawsuit is filed that results in a judicial decision allocating responsibility. At this time we anticipate the non-judicial allocation process will be complete in or around December 2024. Until the allocation process is completed, we are unable to reasonably estimate the extent of our liability for the costs related to the design of the proposed remedy and cleanup of the PHSS. Because costs associated with any remedial plan are expected to be spread over at least several years, we do not anticipate that our share of the costs of the remediation will have a material adverse impact to our business.

In addition to CERCLA cleanup costs, we are reviewing and will attempt to settle, if possible, NRD claims in the amount of approximately $5 million asserted by state and federal trustees following their natural resource assessment of the PHSS.

Lower Passaic River Study Area of the Diamond Alkali Superfund Site, New Jersey

EPEC Polymers, Inc. and EPEC Oil Company Liquidating Trust (collectively EPEC) are identified as PRPs in an administrative action under CERCLA known as the Lower Passaic River Study Area (Site) concerning the lower 17-mile stretch of the Passaic River in New Jersey. On March 4, 2016, the EPA issued a Record of Decision (ROD) for the lower eight miles of the Site. At that time the cleanup plan in the ROD was estimated to cost $1.7 billion. The cleanup is expected to take at least six years to complete once it begins. In addition, the EPA and numerous PRPs, including EPEC, engaged in an allocation process for the implementation of the remedy for the lower eight miles of the Site. That process was completed December 28, 2020 and certain PRPs, including EPEC, engaged in discussions with the EPA as a result thereof. On October 4, 2021, the EPA issued a ROD for the upper nine miles of the Site. At that time, the cleanup plan in the ROD was estimated to cost $440 million. No timeline for the cleanup has been established. On December 16, 2022, the United States Department of

Justice (DOJ) and EPA announced a settlement and proposed consent decree with 85 PRPs, including EPEC, to resolve their collective liability at the Site. The total amount of the settlement is $150 million. Also on December 16, 2022, the DOJ on behalf of the EPA filed a Complaint against the 85 PRPs, including EPEC, a Notice of Lodging of Consent Decree, and a Consent Decree in the U.S. District Court for the District of New Jersey. We believe our share of the costs to resolve this matter, including our share of the settlement with EPA and the costs to remediate the Site, if any, will not have a material adverse impact to our business.

Louisiana Governmental Coastal Zone Erosion Litigation

Beginning in 2013, several parishes in Louisiana and the City of New Orleans filed separate lawsuits in state district courts in Louisiana against a number of oil and gas companies, including TGP and SNG. In these cases, the parishes and New Orleans, as Plaintiffs, allege that certain of the defendants’ oil and gas exploration, production and transportation operations were conducted in violation of the State and Local Coastal Resources Management Act of 1978, as amended (SLCRMA) and that those operations caused substantial damage to the coastal waters of Louisiana and nearby lands. The Plaintiffs seek, among other relief, unspecified money damages, attorneys’ fees, interest, and payment of costs necessary to restore the affected areas. There are more than 40 of these cases pending in Louisiana against oil and gas companies, one of which is against TGP and one of which is against SNG, both described further below.

On November 8, 2013, the Parish of Plaquemines, Louisiana filed a petition for damages in the state district court for Plaquemines Parish, Louisiana against TGP and 17 other energy companies, alleging that the defendants’ operations in Plaquemines Parish violated SLCRMA and Louisiana law, and caused substantial damage to the coastal waters and nearby lands. Plaquemines Parish seeks, among other relief, unspecified money damages, attorney fees, interest, and payment of costs necessary to restore the allegedly affected areas. The case was effectively stayed pending the resolution of jurisdictional issues in separate, consolidated cases to which TGP is not a party; The Parish of Plaquemines, et al. vs. Chevron USA, Inc. et al. consolidated with The Parish of Cameron, et al. v. BP America Production Company, et al. Those cases were removed to federal court and subsequently remanded to the state district courts for Plaquemines and Cameron Parishes, respectively. At this time, we are not able to reasonably estimate the extent of our potential liability, if any. We intend to vigorously defend this case.

On March 29, 2019, the City of New Orleans and Orleans Parish (collectively, Orleans) filed a petition for damages in the state district court for Orleans Parish, Louisiana against SNG and 10 other energy companies alleging that the defendants’ operations in Orleans Parish violated the SLCRMA and Louisiana law, and caused substantial damage to the coastal waters and nearby lands. Orleans seeks, among other relief, unspecified money damages, attorney fees, interest, and payment of costs necessary to restore the allegedly affected areas. In April 2019, the case was removed to the U.S. District Court for the Eastern District of Louisiana. In January 2020, the U.S. District Court ordered the case to be stayed and administratively closed pending the resolution of issues in a separate case to which SNG is not a party; Parish of Cameron vs. Auster Oil & Gas, Inc., pending in U.S. District Court for the Western District of Louisiana; after which either party may move to re-open the case. At this time, we are not able to reasonably estimate the extent of our potential liability, if any. We intend to vigorously defend this case.

Products Pipeline Incident, Walnut Creek, California

On November 20, 2020, SFPP identified an issue on its Line Section 16 (LS-16) which transports petroleum products in California from Concord to San Jose. We shut down the pipeline and notified the appropriate regulatory agencies of a “threatened release” of gasoline. We investigated the issue over the next several days and on November 24, 2020, identified a crack in the pipeline and notified the regulatory agencies of a “confirmed release.” The damaged section of the pipeline was removed and replaced, and the pipeline resumed operations on November 26, 2020. We reported the estimated volume of gasoline released to be 8.1 Bbl. On December 2, 2020, complaints of gasoline odors were reported along the LS-16 pipeline corridor in Walnut Creek. A unified response was implemented by us along with the EPA, the California Office of Spill Prevention and Response, the California Fire Marshall, and the San Francisco Regional Water Quality Control Board. On December 8, 2020, we reported an updated estimated spill volume of up to 1,000 Bbl.

On October 28, 2021, we were informed by the California Attorney General it was contemplating criminal charges against us asserting the November 2020 discharge of gasoline affected waters of the State of California, and there was a failure to make timely notices of this discharge to appropriate state agencies. On December 16, 2021, we entered into a plea agreement with the State of California to resolve misdemeanor charges of the unintentional, non-negligent discharge of gasoline resulting from the release and the claimed failure to provide timely notices of the discharge to appropriate state agencies. Under the plea agreement, SFPP plead no-contest to two misdemeanors and paid approximately $2.5 million in fines, penalties, restitution,

environmental improvement project funding, and for enforcement training in the State of California, and was placed on informal, unsupervised probation for a term of 18 months.

Since the November 2020 release, we have cooperated fully with federal and state agencies and worked diligently to remediate the affected areas. We anticipate civil enforcement actions by federal and state agencies arising from the November 2020 release as well as ongoing monitoring and, where necessary, remediation under the oversight of the San Francisco Regional Water Quality Control Board until site conditions demonstrate no further actions are required. We do not anticipate the costs to resolve those enforcement matters, including the costs to monitor and further remediate the site, will have a material adverse impact to our business.

General

Although it is not possible to predict the ultimate outcomes, we believe that the resolution of the environmental matters set forth in this note, and other matters to which we and our subsidiaries are a party, will not have a material adverse effect on our business. As of March 31, 2023 and December 31, 2022, we have accrued a total reserve for environmental liabilities in the amount of $218 million and $221 million, respectively. In addition, as of March 31, 2023 and December 31, 2022, we had receivables of $11 million and $12 million, respectively, recorded for expected cost recoveries that have been deemed probable.

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Recent Accounting Pronouncements (Notes)

3 Months Ended

Mar. 31, 2023

Accounting Standards Update and Change in Accounting Principle [Abstract]

Recent Accounting Pronouncements

10. Recent Accounting Pronouncements

Accounting Standards Updates

Reference Rate Reform (Topic 848)

On March 12, 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform – Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” This ASU provides temporary optional expedients and exceptions to GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from LIBOR and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate (SOFR). Entities can elect not to apply certain modification accounting requirements to contracts affected by reference rate reform, if certain criteria are met. An entity that makes this election would not have to remeasure the contracts at the modification date or reassess a previous accounting determination. Entities can also elect various optional expedients that would allow them to continue applying hedge accounting for hedging relationships affected by reference rate reform, if certain criteria are met.

On January 7, 2021, the FASB issued ASU No. 2021-01, “Reference Rate Reform (Topic 848): Scope.” This ASU clarifies that all derivative instruments affected by changes to the interest rates used for discounting, margining or contract price alignment (the “Discounting Transition”) are in the scope of Topic 848 and therefore qualify for the available temporary optional expedients and exceptions. As such, entities that employ derivatives that are the designated hedged item in a hedge relationship where perfect effectiveness is assumed can continue to apply hedge accounting without de-designating the hedging relationship to the extent such derivatives are impacted by the Discounting Transition.

On December 21, 2022, the FASB issued ASU No. 2022-06, “Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848.” This ASU defers the sunset date of Topic 848 from December 31, 2022, to December 31, 2024, after which entities will no longer be permitted to apply the optional expedients and exceptions in Topic 848.

The guidance was effective upon issuance.

During the three months ended March 31, 2023 we amended certain of our existing fixed-to-variable interest rate swap agreements, which were designated as fair value hedges, to transition the variable leg of such agreements from LIBOR to SOFR. These agreements contain a combined notional principal amount of $1,225 million and convert a portion of our fixed rate debt to variable rates through February 2028. Concurrent with these amendments, we elected certain of the optional expedients provided in Topic 848 which allow us to maintain our prior designation of fair value hedge accounting to these agreements. See Note 5 “Risk Management—Interest Rate Risk Management” for more information on our interest rate risk management activities.

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General (Policies)

3 Months Ended

Mar. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Basis of Presentation

General

Our accompanying unaudited consolidated financial statements have been prepared under the rules and regulations of the U.S. Securities and Exchange Commission (SEC). These rules and regulations conform to the accounting principles contained in the FASB’s Accounting Standards Codification (ASC), the single source of GAAP. In compliance with such rules and regulations, all significant intercompany items have been eliminated in consolidation.

In our opinion, all adjustments, which are of a normal and recurring nature, considered necessary for a fair statement of our financial position and operating results for the interim periods have been included in the accompanying consolidated financial statements, and certain amounts from prior periods have been reclassified to conform to the current presentation. Interim results are not necessarily indicative of results for a full year; accordingly, you should read these consolidated financial statements in conjunction with our consolidated financial statements and related notes included in our 2022 Form 10-K.

The accompanying unaudited consolidated financial statements include our accounts and the accounts of our subsidiaries over which we have control or are the primary beneficiary. We evaluate our financial interests in business enterprises to determine if they represent variable interest entities where we are the primary beneficiary.  If such criteria are met, we consolidate the financial statements of such businesses with those of our own.

Earnings per Share

Earnings per Share

We calculate earnings per share using the two-class method. Earnings were allocated to Class P common stock and participating securities based on the amount of dividends paid in the current period plus an allocation of the undistributed earnings or excess distributions over earnings to the extent that each security participates in earnings or excess distributions over earnings. Our unvested restricted stock awards, which may be restricted stock or restricted stock units issued to employees and non-employee directors and include dividend equivalent payments, do not participate in excess distributions over earnings.

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General (Tables)

3 Months Ended

Mar. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Net Income for Shareholders and Participating Securities

The following table sets forth the allocation of net income available to shareholders of Class P common stock and participating securities:

		Three Months Ended March 31,
		2023		2022
	(In millions, except per share amounts)
Net Income Available to Stockholders		$	679	$	667
Participating securities:
Less: Net Income Allocated to Restricted Stock Awards(a)		(4)		(4)
Net Income Allocated to Class P Stockholders		$	675	$	663
Basic Weighted Average Shares Outstanding		2,247		2,267
Basic Earnings Per Share		$	0.30	$	0.29

(a)As of March 31, 2023, there were 13 million restricted stock awards outstanding.

Schedule of Antidilutive Securities

The following table presents the maximum number of potential common stock equivalents which are antidilutive and accordingly are excluded from the determination of diluted earnings per share. As we have no other common stock equivalents, our diluted earnings per share are the same as our basic earnings per share for all periods presented.

		Three Months Ended March 31,
		2023	2022
	(In millions on a weighted average basis)
Unvested restricted stock awards		13	13
Convertible trust preferred securities		3	3

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Debt (Tables)

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Schedule of Debt

The following table provides information on the principal amount of our outstanding debt balances:

	March 31, 2023		December 31, 2022
	(In millions, unless otherwise stated)
Current portion of debt
$3.5 billion credit facility due August 20, 2027	$	—	$	—
$500 million credit facility due November 16, 2023	—		—
Commercial paper notes	—		—
Current portion of senior notes
3.15% due January 2023	—		1,000
Floating rate, due January 2023	—		250
3.45% due February 2023	—		625
3.50% due September 2023	600		600
5.625% due November 2023	750		750
4.15% due February 2024	650		—
Trust I preferred securities, 4.75%, due March 2028(a)	111		111
Current portion of other debt	49		49
Total current portion of debt	2,160		3,385
Long-term debt (excluding current portion)
Senior notes	28,495		27,638
EPC Building, LLC, promissory note, 3.967%, due 2023 through 2035	326		330
Trust I preferred securities, 4.75%, due March 2028	109		109
Other	209		211
Total long-term debt	29,139		28,288
Total debt(b)	$	31,299	$	31,673

(a)Reflects the portion of cash consideration payable if all the outstanding securities as of the end of the reporting period were converted by the holders.

(b)Excludes our “Debt fair value adjustments” which, as of March 31, 2023 and December 31, 2022, increased our total debt balances by $207 million and $115 million, respectively.

Schedule of Carrying Values and Estimated Fair Values of Debt Instruments

The carrying value and estimated fair value of our outstanding debt balances are disclosed below: 

	March 31, 2023				December 31, 2022
	Carrying value		Estimated fair value(a)		Carrying value		Estimated fair value(a)
	(In millions)
Total debt	$	31,506	$	30,483	$	31,788	$	30,070

(a)Included in the estimated fair value are amounts for our Trust I Preferred Securities of $198 million and $195 million as of March 31, 2023 and December 31, 2022, respectively.

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Stockholders' Equity (Tables)

3 Months Ended

Mar. 31, 2023

Stockholders' Equity Note [Abstract]

Schedule of Dividends

The following table provides information about our per share dividends:

	Three Months Ended March 31,
	2023		2022
Per share cash dividend declared for the period	$	0.2825	$	0.2775
Per share cash dividend paid in the period	0.2775		0.27

Schedule of Accumulated Other Comprehensive Income

Changes in the components of our “Accumulated other comprehensive loss” not including noncontrolling interests are summarized as follows:

	Net unrealized gains/(losses) on cash flow hedge derivatives		Pension and other postretirement liability adjustments		Total accumulated other comprehensive loss
	(In millions)
Balance as of December 31, 2022	$	(164)	$	(238)	$	(402)
Other comprehensive gain before reclassifications	106		4		110
Gain reclassified from accumulated other comprehensive loss	(49)		—		(49)
Net current-period change in accumulated other comprehensive loss	57		4		61
Balance as of March 31, 2023	$	(107)	$	(234)	$	(341)

	Net unrealized gains/(losses) on cash flow hedge derivatives		Pension and other postretirement liability adjustments		Total accumulated other comprehensive loss
	(In millions)
Balance as of December 31, 2021	$	(172)	$	(239)	$	(411)
Other comprehensive (loss) gain before reclassifications	(411)		13		(398)
Loss reclassified from accumulated other comprehensive loss	135		—		135
Net current-period change in accumulated other comprehensive loss	(276)		13		(263)
Balance as of March 31, 2022	$	(448)	$	(226)	$	(674)

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Risk Management (Tables)

3 Months Ended

Mar. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Notional Amounts of Outstanding Derivative Positions

As of March 31, 2023, we had the following outstanding commodity forward contracts to hedge our forecasted energy commodity purchases and sales:

	Net open position long/(short)
Derivatives designated as hedging contracts
Crude oil fixed price	(17.9)	MMBbl
Crude oil basis	(3.2)	MMBbl
Natural gas fixed price	(76.7)	Bcf
Natural gas basis	(64.0)	Bcf
NGL fixed price	(0.7)	MMBbl
Derivatives not designated as hedging contracts
Crude oil fixed price	(1.2)	MMBbl
Crude oil basis	(10.8)	MMBbl
Natural gas fixed price	(7.1)	Bcf
Natural gas basis	(49.8)	Bcf
NGL fixed price	(0.9)	MMBbl

Schedule of Interest Rate Derivatives

The following table summarizes our outstanding interest rate contracts as of March 31, 2023:

	Notional amount		Accounting treatment	Maximum term
	(In millions)
Derivatives designated as hedging instruments
Fixed-to-variable interest rate contracts(a)(b)	$	7,400	Fair value hedge	March 2035
Derivatives not designated as hedging instruments
Variable-to-fixed interest rate contracts	3,445		Mark-to-Market	December 2023

(a)The principal amount of hedged senior notes consisted of $1,450 million included in “Current portion of debt” and $5,950 million included in “Long-term debt” on our accompanying consolidated balance sheet.

(b)During the three months ended March 31, 2023, certain optional expedients as set forth in Topic 848 – Reference Rate Reform were elected on certain of these contracts to preserve fair value hedge accounting treatment. See Note 10 for further information on Topic 848.

Schedule of Foreign Exchange Contracts, Statement of Financial Position

The following table summarizes our outstanding foreign currency contracts as of March 31, 2023:

	Notional amount		Accounting treatment	Maximum term
	(In millions)
Derivatives designated as hedging instruments
EUR-to-USD cross currency swap contracts(a)	$	543	Cash flow hedge	March 2027

(a)These swaps eliminate the foreign currency risk associated with our Euro-denominated debt.

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value

The following table summarizes the fair values of our derivative contracts included on our accompanying consolidated balance sheets:

Fair Value of Derivative Contracts
		Derivatives Asset				Derivatives Liability
		March 31, 2023		December 31, 2022		March 31, 2023		December 31, 2022
	Location	Fair value				Fair value
		(In millions)
Derivatives designated as hedging instruments
Energy commodity derivative contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	$	119	$	150	$	(132)	$	(156)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	13		6		(58)		(91)
	Subtotal	132		156		(190)		(247)
Interest rate contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	1		—		(138)		(144)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	48		39		(160)		(261)
	Subtotal	49		39		(298)		(405)
Foreign currency contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	—		—		(12)		(3)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	—		—		(19)		(32)
	Subtotal	—		—		(31)		(35)
	Total	181		195		(519)		(687)
Derivatives not designated as hedging instruments
Energy commodity derivative contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	37		80		(62)		(162)
	Deferred charges and other assets/(Other long-term liabilities and deferred credits)	13		23		(4)		(19)
	Subtotal	50		103		(66)		(181)
Interest rate contracts
	Fair value of derivative contracts/(Fair value of derivative contracts)	7		1		—		—
	Total	57		104		(66)		(181)
Total derivatives		$	238	$	299	$	(585)	$	(868)

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The following two tables summarize the fair value measurements of our derivative contracts based on the three levels established by the ASC. The tables also identify the impact of derivative contracts which we have elected to present on our accompanying consolidated balance sheets on a gross basis that are eligible for netting under master netting agreements.

	Balance sheet asset fair value measurements by level								Contracts available for netting		Cash collateral held(a)
	Level 1		Level 2		Level 3		Gross amount						Net amount
	(In millions)
As of March 31, 2023
Energy commodity derivative contracts(b)	$	110	$	72	$	—	$	182	$	(87)	$	—	$	95
Interest rate contracts	—		56		—		56		—		—		56
As of December 31, 2022
Energy commodity derivative contracts(b)	$	115	$	144	$	—	$	259	$	(186)	$	—	$	73
Interest rate contracts	—		40		—		40		—		—		40

	Balance sheet liability fair value measurements by level								Contracts available for netting		Cash collateral posted(a)
	Level 1		Level 2		Level 3		Gross amount						Net amount
	(In millions)
As of March 31, 2023
Energy commodity derivative contracts(b)	$	(25)	$	(231)	$	—	$	(256)	$	87	$	(43)	$	(212)
Interest rate contracts	—		(298)		—		(298)		—		—		(298)
Foreign currency contracts	—		(31)		—		(31)		—		—		(31)
As of December 31, 2022
Energy commodity derivative contracts(b)	$	(23)	$	(405)	$	—	$	(428)	$	186	$	(30)	$	(272)
Interest rate contracts	—		(405)		—		(405)		—		—		(405)
Foreign currency contracts	—		(35)		—		(35)		—		—		(35)

(a)Any cash collateral paid or received is reflected in this table, but only to the extent that it represents variation margins. Any amount associated with derivative prepayments or initial margins that are not influenced by the derivative asset or liability amounts or those that are determined solely on their volumetric notional amounts are excluded from this table.

(b)Level 1 consists primarily of NYMEX natural gas futures. Level 2 consists primarily of OTC WTI swaps, NGL swaps and crude oil basis swaps.

Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance

The following tables summarize the pre-tax impact of our derivative contracts on our accompanying consolidated statements of income and comprehensive income:

Derivatives in fair value hedging relationships	Location	Gain/(loss) recognized in income  on derivative and related hedged item
		Three Months Ended March 31,
		2023		2022
		(In millions)
Interest rate contracts	Interest, net	$	118	$	(317)
Hedged fixed rate debt(a)	Interest, net	$	(118)	$	320

(a)As of March 31, 2023, the cumulative amount of fair value hedging adjustments to our hedged fixed rate debt was a decrease of $249 million included in “Debt fair value adjustments” on our accompanying consolidated balance sheet.

Derivatives in cash flow hedging relationships	Gain/(loss) recognized in OCI on derivative(a)				Location	Gain/(loss) reclassified from Accumulated OCI into income
	Three Months Ended March 31,					Three Months Ended March 31,
	2023		2022			2023		2022
	(In millions)					(In millions)
Energy commodity derivative contracts	$	135	$	(499)	Revenues—Commodity sales	$	64	$	(132)
					Costs of sales	(7)		9
Interest rate contracts	—		3		Interest, net	—		—
Foreign currency contracts	3		(40)		Other, net	7		(53)
Total	$	138	$	(536)	Total	$	64	$	(176)

(a)We expect to reclassify approximately $66 million of loss associated with cash flow hedge price risk management activities included in our accumulated other comprehensive loss balance as of March 31, 2023 into earnings during the next twelve months (when the associated forecasted transactions are also expected to impact earnings); however, actual amounts reclassified into earnings could vary materially as a result of changes in market prices.

Derivatives not designated as accounting hedges	Location	Gain/(loss) recognized in income on derivatives
			Three Months Ended March 31,
			2023		2022
		(In millions)
Energy commodity derivative contracts	Revenues—Commodity sales		$	22	$	(9)
	Costs of sales		69		(91)
	Earnings from equity investments		1		(5)
Interest rate contracts	Interest, net		5		36
Total(a)			$	97	$	(69)

(a)The three months ended March 31, 2023 and 2022 amounts include approximate gains of $28 million and $18 million, respectively, associated with natural gas, crude and NGL derivative contract settlements.

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Revenue Recognition (Tables)

3 Months Ended

Mar. 31, 2023

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The following tables present our revenues disaggregated by revenue source and type of revenue for each revenue source:

	Three Months Ended March 31, 2023
	Natural Gas Pipelines		Products Pipelines		Terminals		CO2		Corporate and Eliminations		Total
	(In millions)
Revenues from contracts with customers(a)
Services
Firm services(b)	$	917	$	40	$	207	$	—	$	(1)	$	1,163
Fee-based services	236		240		98		10		—		584
Total services	1,153		280		305		10		(1)		1,747
Commodity sales
Natural gas sales	799		—		—		20		(2)		817
Product sales	274		336		4		268		(1)		881
Total commodity sales	1,073		336		4		288		(3)		1,698
Total revenues from contracts with customers	2,226		616		309		298		(4)		3,445
Other revenues(c)
Leasing services(d)	117		47		152		14		—		330
Derivatives adjustments on commodity sales	107		(1)		—		(20)		—		86
Other	16		6		—		5		—		27
Total other revenues	240		52		152		(1)		—		443
Total revenues	$	2,466	$	668	$	461	$	297	$	(4)	$	3,888

	Three Months Ended March 31, 2022
	Natural Gas Pipelines		Products Pipelines		Terminals		CO2		Corporate and Eliminations		Total
	(In millions)
Revenues from contracts with customers(a)
Services
Firm services(b)	$	939	$	59	$	188	$	—	$	(1)	$	1,185
Fee-based services	213		234		98		13		—		558
Total services	1,152		293		286		13		(1)		1,743
Commodity sales
Natural gas sales	1,226		—		—		20		(4)		1,242
Product sales	342		426		4		348		(16)		1,104
Total commodity sales	1,568		426		4		368		(20)		2,346
Total revenues from contracts with customers	2,720		719		290		381		(21)		4,089
Other revenues(c)
Leasing services(d)	117		44		140		13		—		314
Derivatives adjustments on commodity sales	(39)		(3)		—		(99)		—		(141)
Other	15		6		—		10		—		31
Total other revenues	93		47		140		(76)		—		204
Total revenues	$	2,813	$	766	$	430	$	305	$	(21)	$	4,293

(a)Differences between the revenue classifications presented on the consolidated statements of income and the categories for the disaggregated revenues by type of revenue above are primarily attributable to revenues reflected in the “Other revenues” category above (see note (c)).

(b)Includes non-cancellable firm service customer contracts with take-or-pay or minimum volume commitment elements, including those contracts where both the price and quantity amount are fixed. Excludes service contracts with index-based pricing, which along with revenues from other customer service contracts are reported as “Fee-based services.”

(c)Amounts recognized as revenue under guidance prescribed in Topics of the ASC other than in Topic 606 were primarily from leases and derivative contracts. See Note 5 for additional information related to our derivative contracts.

(d)Our revenues from leasing services are predominantly comprised of specific assets that we lease to customers under operating leases where one customer obtains substantially all of the economic benefit from the asset and has the right to direct the use of that asset. These leases primarily consist of specific tanks, treating facilities, marine vessels and gas equipment and pipelines with separate control locations. We do not lease assets that qualify as sales-type or finance leases.

Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction

The following table presents our estimated revenue allocated to remaining performance obligations for contracted revenue that has not yet been recognized, representing our “contractually committed” revenue as of March 31, 2023 that we will invoice or transfer from contract liabilities and recognize in future periods:

Year	Estimated Revenue
	(In millions)
Nine months ended December 31, 2023	$	3,260
2024	3,633
2025	2,967
2026	2,581
2027	2,215
Thereafter	13,095
Total	$	27,751

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Reportable Segments (Tables)

3 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

Financial information by segment follows:

	Three Months Ended March 31,
	2023		2022
	(In millions)
Revenues
Natural Gas Pipelines
Revenues from external customers	$	2,463	$	2,793
Intersegment revenues	3		20
Products Pipelines	668		766
Terminals
Revenues from external customers	460		429
Intersegment revenues	1		1
CO2	297		305
Corporate and intersegment eliminations	(4)		(21)
Total consolidated revenues	$	3,888	$	4,293

	Three Months Ended March 31,
	2023		2022
	(In millions)
Segment EBDA(a)
Natural Gas Pipelines	$	1,495	$	1,184
Products Pipelines	184		299
Terminals	254		238
CO2	172		192
Total Segment EBDA	2,105		1,913
DD&A	(565)		(538)
Amortization of excess cost of equity investments	(17)		(19)
General and administrative and corporate charges	(179)		(145)
Interest, net	(445)		(333)
Income tax expense	(196)		(194)
Total consolidated net income	$	703	$	684

	March 31, 2023		December 31, 2022
	(In millions)
Assets
Natural Gas Pipelines	$	47,351	$	47,978
Products Pipelines	8,836		8,985
Terminals	8,328		8,357
CO2	3,465		3,449
Corporate assets(b)	951		1,309
Total consolidated assets	$	68,931	$	70,078

(a)Includes revenues, earnings from equity investments, operating expenses, gain on divestitures and impairments, net, other income, net, and other, net. Operating expenses include costs of sales, operations and maintenance expenses, and taxes, other than income taxes.

(b)Includes cash and cash equivalents, restricted deposits, certain prepaid assets and deferred charges, risk management assets related to derivative contracts, corporate headquarters in Houston, Texas and miscellaneous corporate assets (such as information technology, telecommunications equipment and legacy activity) not allocated to our reportable segments.

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Income Taxes (Tables)

3 Months Ended

Mar. 31, 2023

Income Tax Disclosure [Abstract]

Schedule of Income Taxes

Income tax expense included on our accompanying consolidated statements of income is as follows:

		Three Months Ended March 31,
		2023			2022
	(In millions, except percentages)
Income tax expense		$	196		$	194
Effective tax rate		21.8		%	22.1		%

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General - Organization and Basis of Presentation (Details) mi in Thousands	Mar. 31, 2023 Bcf Terminals mi
General [Line Items]
Miles of pipeline | mi	82
Number of pipeline terminals owned interest in and/or operated | Terminals	140
Working capacity	700
Renewable Natural Gas
General [Line Items]
Gross production	2.3

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General - Schedule of Net Income Available to Shareholders (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
Net Income Available to Stockholders	$ 679	$ 667
Less: Net Income Allocated to Restricted Stock Awards(a)	$ (4)	$ (4)
Basic Weighted Average Common Shares Outstanding	2,247	2,267
Basic Earnings Per Share	$ 0.30	$ 0.29
Class P Common Stock
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
Net Income Available to Stockholders	$ 675	$ 663
Unvested restricted stock awards | Class P Common Stock
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
Restricted stock awards outstanding	13

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General - Schedule of Antidilutive Securities (Details) - shares shares in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Unvested restricted stock awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	13	13
Convertible trust preferred securities
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	3	3

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Losses on Impairments - Impairments (Details) $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Double Eagle Pipeline LLC | Products Pipelines
Schedule of Equity Method Investments [Line Items]
Impairment on equity investment	$ 67

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Losses on Impairments - Investment in Ruby (Details) $ in Millions	Dec. 31, 2022 USD ($)
Ruby Pipeline Holding Company LLC | Ruby Chapter 11 Bankruptcy Filing
Schedule of Equity Method Investments [Line Items]
Estimated litigation payment, current	$ 28.5

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Debt - Schedule of Debt Outstanding (Details) - USD ($) $ in Millions		3 Months Ended
	Jan. 31, 2023	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Debt Instrument [Line Items]
Current portion of debt		$ 2,160		$ 3,385
Long-term debt		29,139		28,288
Total debt(b)		31,299		31,673
Debt fair value adjustments		207		115
Proceeds from issuances of debt		2,794	$ 1,588
Commercial paper notes
Debt Instrument [Line Items]
Current portion of debt		0		0
Current portion of other debt
Debt Instrument [Line Items]
Current portion of debt		49		49
Trust I preferred securities, 4.75%, due March 2028(a) | Capital Trust I
Debt Instrument [Line Items]
Current portion of debt		111		111
Long-term debt		$ 109		109
Interest rate		4.75%
EPC Building, LLC, promissory note, 3.967%, due 2023 through 2035 | EPC Building LLC
Debt Instrument [Line Items]
Long-term debt		$ 326		330
Interest rate		3.967%
Other
Debt Instrument [Line Items]
Long-term debt		$ 209		211
$3.5 billion credit facility due August 20, 2027
Debt Instrument [Line Items]
Current portion of debt		0		0
Line of Credit Facility, Maximum Borrowing Capacity		3,500
$500 million credit facility due November 16, 2023
Debt Instrument [Line Items]
Current portion of debt		0		0
Line of Credit Facility, Maximum Borrowing Capacity		500
Senior notes
Debt Instrument [Line Items]
Long-term debt		28,495		27,638
Senior notes | 3.15% due January 2023
Debt Instrument [Line Items]
Current portion of debt		0		$ 1,000
Interest rate				3.15%
Senior notes | Floating rate, due January 2023
Debt Instrument [Line Items]
Current portion of debt		0		$ 250
Senior notes | 3.45% due February 2023
Debt Instrument [Line Items]
Current portion of debt		0		$ 625
Interest rate				3.45%
Senior notes | 3.50% due September 2023
Debt Instrument [Line Items]
Current portion of debt		$ 600		$ 600
Interest rate		3.50%
Senior notes | 5.625% due November 2023
Debt Instrument [Line Items]
Current portion of debt		$ 750		750
Interest rate		5.625%
Senior notes | 4.15% due February 2024
Debt Instrument [Line Items]
Current portion of debt		$ 650		$ 0
Interest rate		4.15%
Senior notes | 5.20% due June 2033
Debt Instrument [Line Items]
Long-term debt	$ 1,500
Interest rate	5.20%
Proceeds from issuances of debt	$ 1,485

XML

Debt - Credit Facilities (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Line of Credit Facility [Line Items]
Current portion of debt	$ 2,160	$ 3,385
Commercial paper program
Line of Credit Facility [Line Items]
Current portion of debt	0	$ 0
Credit Facilities
Line of Credit Facility [Line Items]
Current portion of debt	0
Letters of Credit Outstanding, Amount	81
Line of Credit Facility, Remaining Borrowing Capacity	$ 3,900

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Debt - Fair Value of Financial Instruments (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Carrying value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total debt	$ 31,506	$ 31,788
Estimated fair value(a)
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total debt	30,483	30,070
Estimated fair value(a) | Capital Trust I | Trust I preferred securities, 4.75%, due March 2028(a)
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible debt	$ 198	$ 195

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Stockholders' Equity - Common Equity (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions		3 Months Ended
	Apr. 19, 2023	Mar. 31, 2023	Mar. 31, 2022	Jan. 18, 2023	Jul. 19, 2017
Class of Stock [Line Items]
Common share buy-back program, amount				$ 3,000	$ 2,000
Common share buy-back program, average price per share		$ 16.62
Value of shares repurchased		$ 113	$ 1
Per share cash dividend declared for the period		$ 0.2825	$ 0.2775
Per share cash dividend paid in the period		$ 0.2775	$ 0.27
Subsequent Event
Class of Stock [Line Items]
Per share cash dividend declared for the period	$ 0.2825
Common stock
Class of Stock [Line Items]
Shares repurchased		7

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Stockholders' Equity - Adoption of Accounting Pronouncement (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022	Dec. 31, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Stockholders' equity	$ 32,114	$ 32,114	$ 31,707	$ 31,921
Additional paid-in capital
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Stockholders' equity	$ 41,575	$ 41,673	$ 41,813	41,806
Impact of Adoption of ASU
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Stockholders' equity				(11)
Impact of Adoption of ASU | Accounting Standards Update 2020-06
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Unamortized debt discount				14
Impact of Adoption of ASU | Additional paid-in capital
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Stockholders' equity				(11)
Impact of Adoption of ASU | Additional paid-in capital | Accounting Standards Update 2020-06
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Stockholders' equity				$ (11)

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Stockholders' Equity - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Accumulated Other Comprehensive Loss [Line Items]
Balance	$ 32,114	$ 31,921
Balance	32,114	31,707
Net unrealized gains/(losses) on cash flow hedge derivatives
Accumulated Other Comprehensive Loss [Line Items]
Balance	(164)	(172)
Other comprehensive (loss) gain before reclassifications	106	(411)
(Gain) loss reclassified from accumulated other comprehensive loss	(49)	135
Net current-period change in accumulated other comprehensive loss	57	(276)
Balance	(107)	(448)
Pension and other postretirement liability adjustments
Accumulated Other Comprehensive Loss [Line Items]
Balance	(238)	(239)
Other comprehensive (loss) gain before reclassifications	4	13
(Gain) loss reclassified from accumulated other comprehensive loss	0	0
Net current-period change in accumulated other comprehensive loss	4	13
Balance	(234)	(226)
Total accumulated other comprehensive loss
Accumulated Other Comprehensive Loss [Line Items]
Balance	(402)	(411)
Other comprehensive (loss) gain before reclassifications	110	(398)
(Gain) loss reclassified from accumulated other comprehensive loss	(49)	135
Net current-period change in accumulated other comprehensive loss	61	(263)
Balance	$ (341)	$ (674)

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Risk Management - Energy Commodity Price Risk Management (Details) - Short - Energy commodity derivative contracts	3 Months Ended
	Mar. 31, 2023 Bcf MMBbls
Derivatives designated as hedging instruments | Crude oil fixed price
Derivative [Line Items]
Net open position	(17.9)
Derivatives designated as hedging instruments | Crude oil basis
Derivative [Line Items]
Net open position	(3.2)
Derivatives designated as hedging instruments | Natural gas fixed price
Derivative [Line Items]
Net open position | Bcf	(76.7)
Derivatives designated as hedging instruments | Natural gas basis
Derivative [Line Items]
Net open position | Bcf	(64.0)
Derivatives designated as hedging instruments | NGL fixed price
Derivative [Line Items]
Net open position	(0.7)
Derivatives not designated as hedging instruments | Crude oil fixed price
Derivative [Line Items]
Net open position	(1.2)
Derivatives not designated as hedging instruments | Crude oil basis
Derivative [Line Items]
Net open position	(10.8)
Derivatives not designated as hedging instruments | Natural gas fixed price
Derivative [Line Items]
Net open position | Bcf	(7.1)
Derivatives not designated as hedging instruments | Natural gas basis
Derivative [Line Items]
Net open position | Bcf	(49.8)
Derivatives not designated as hedging instruments | NGL fixed price
Derivative [Line Items]
Net open position	(0.9)

XML

Risk Management - Interest Rate Risk Management (Details) $ in Millions	Mar. 31, 2023 USD ($)
Fixed-to-Variable Interest Rate Contracts | Designated as Hedging Instrument | Fair value hedge
Derivative [Line Items]
Notional amount	$ 7,400
Variable-to-Fixed Interest Rate Contracts | Derivatives not designated as hedging instruments | Fair value hedge
Derivative [Line Items]
Notional amount	3,445
Current Portion Of Debt | Fixed-to-Variable Interest Rate Contracts | Designated as Hedging Instrument
Derivative [Line Items]
Derivative, Amount of Hedged Item	1,450
Long-term Debt | Fixed-to-Variable Interest Rate Contracts | Designated as Hedging Instrument
Derivative [Line Items]
Derivative, Amount of Hedged Item	$ 5,950

XML

Risk Management - Foreign Currency Risk Management (Details) $ in Millions	Mar. 31, 2023 USD ($)
Cash flow hedge | Cross-currency contracts | Designated as Hedging Instrument
Derivative [Line Items]
Notional amount	$ 543

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Risk Management - Fair Value of Derivative Contracts (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Derivatives, Fair Value [Line Items]
Derivatives Asset	$ 238	$ 299
Derivatives Liability	(585)	(868)
Energy commodity derivative contracts
Derivatives, Fair Value [Line Items]
Derivatives Asset	182	259
Derivatives Liability	(256)	(428)
Interest rate contracts
Derivatives, Fair Value [Line Items]
Derivatives Asset	56	40
Derivatives Liability	(298)	(405)
Foreign currency contracts
Derivatives, Fair Value [Line Items]
Derivatives Liability	(31)	(35)
Derivatives designated as hedging instruments
Derivatives, Fair Value [Line Items]
Derivatives Asset	181	195
Derivatives Liability	(519)	(687)
Derivatives designated as hedging instruments | Energy commodity derivative contracts
Derivatives, Fair Value [Line Items]
Derivatives Asset	132	156
Derivatives Liability	(190)	(247)
Derivatives designated as hedging instruments | Energy commodity derivative contracts | Fair value of derivative contracts - current assets
Derivatives, Fair Value [Line Items]
Derivatives Asset	119	150
Derivatives designated as hedging instruments | Energy commodity derivative contracts | Fair value of derivative contracts - current liabilities
Derivatives, Fair Value [Line Items]
Derivatives Liability	(132)	(156)
Derivatives designated as hedging instruments | Energy commodity derivative contracts | Deferred charges and other assets
Derivatives, Fair Value [Line Items]
Derivatives Asset	13	6
Derivatives designated as hedging instruments | Energy commodity derivative contracts | Other long-term liabilities and deferred credits
Derivatives, Fair Value [Line Items]
Derivatives Liability	(58)	(91)
Derivatives designated as hedging instruments | Interest rate contracts
Derivatives, Fair Value [Line Items]
Derivatives Asset	49	39
Derivatives Liability	(298)	(405)
Derivatives designated as hedging instruments | Interest rate contracts | Fair value of derivative contracts - current assets
Derivatives, Fair Value [Line Items]
Derivatives Asset	1	0
Derivatives designated as hedging instruments | Interest rate contracts | Fair value of derivative contracts - current liabilities
Derivatives, Fair Value [Line Items]
Derivatives Liability	(138)	(144)
Derivatives designated as hedging instruments | Interest rate contracts | Deferred charges and other assets
Derivatives, Fair Value [Line Items]
Derivatives Asset	48	39
Derivatives designated as hedging instruments | Interest rate contracts | Other long-term liabilities and deferred credits
Derivatives, Fair Value [Line Items]
Derivatives Liability	(160)	(261)
Derivatives designated as hedging instruments | Foreign currency contracts
Derivatives, Fair Value [Line Items]
Derivatives Asset	0	0
Derivatives Liability	(31)	(35)
Derivatives designated as hedging instruments | Foreign currency contracts | Fair value of derivative contracts - current assets
Derivatives, Fair Value [Line Items]
Derivatives Asset	0	0
Derivatives designated as hedging instruments | Foreign currency contracts | Fair value of derivative contracts - current liabilities
Derivatives, Fair Value [Line Items]
Derivatives Liability	(12)	(3)
Derivatives designated as hedging instruments | Foreign currency contracts | Deferred charges and other assets
Derivatives, Fair Value [Line Items]
Derivatives Asset	0	0
Derivatives designated as hedging instruments | Foreign currency contracts | Other long-term liabilities and deferred credits
Derivatives, Fair Value [Line Items]
Derivatives Liability	(19)	(32)
Derivatives not designated as hedging instruments
Derivatives, Fair Value [Line Items]
Derivatives Asset	57	104
Derivatives Liability	(66)	(181)
Derivatives not designated as hedging instruments | Energy commodity derivative contracts
Derivatives, Fair Value [Line Items]
Derivatives Asset	50	103
Derivatives Liability	(66)	(181)
Derivatives not designated as hedging instruments | Energy commodity derivative contracts | Fair value of derivative contracts - current assets
Derivatives, Fair Value [Line Items]
Derivatives Asset	37	80
Derivatives not designated as hedging instruments | Energy commodity derivative contracts | Fair value of derivative contracts - current liabilities
Derivatives, Fair Value [Line Items]
Derivatives Liability	(62)	(162)
Derivatives not designated as hedging instruments | Energy commodity derivative contracts | Deferred charges and other assets
Derivatives, Fair Value [Line Items]
Derivatives Asset	13	23
Derivatives not designated as hedging instruments | Energy commodity derivative contracts | Other long-term liabilities and deferred credits
Derivatives, Fair Value [Line Items]
Derivatives Liability	(4)	(19)
Derivatives not designated as hedging instruments | Interest rate contracts | Fair value of derivative contracts - current assets
Derivatives, Fair Value [Line Items]
Derivatives Asset	7	1
Derivatives not designated as hedging instruments | Interest rate contracts | Fair value of derivative contracts - current liabilities
Derivatives, Fair Value [Line Items]
Derivatives Liability	$ 0	$ 0

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Risk Management - Derivative Assets Input Level (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	$ 238	$ 299
Energy commodity derivative contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	182	259
Contracts available for netting	(87)	(186)
Cash collateral held	0	0
Net amount	95	73
Energy commodity derivative contracts | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	110	115
Energy commodity derivative contracts | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	72	144
Energy commodity derivative contracts | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	0	0
Interest rate contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	56	40
Contracts available for netting	0	0
Cash collateral held	0	0
Net amount	56	40
Interest rate contracts | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	0	0
Interest rate contracts | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	56	40
Interest rate contracts | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	$ 0	$ 0

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Risk Management - Derivative Liabilities Input Level (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	$ (585)	$ (868)
Energy commodity derivative contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	(256)	(428)
Contracts available for netting	87	186
Cash collateral posted	(43)	(30)
Net amount	(212)	(272)
Energy commodity derivative contracts | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	(25)	(23)
Energy commodity derivative contracts | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	(231)	(405)
Energy commodity derivative contracts | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	0	0
Interest rate contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	(298)	(405)
Contracts available for netting	0	0
Cash collateral posted	0	0
Net amount	(298)	(405)
Interest rate contracts | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	0	0
Interest rate contracts | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	(298)	(405)
Interest rate contracts | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	0	0
Foreign currency contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	(31)	(35)
Contracts available for netting	0	0
Cash collateral posted	0	0
Net amount	(31)	(35)
Foreign currency contracts | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	0	0
Foreign currency contracts | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	(31)	(35)
Foreign currency contracts | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gross amount	$ 0	$ 0

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Risk Management - Effect of Derivative Contracts on the Income Statement (Details) - Derivatives designated as hedging instruments - Derivatives in fair value hedging relationships - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Interest rate contracts
Derivative Instruments, Gain (Loss) [Line Items]
Location	Interest, net	Interest, net
Gain/(loss) recognized in income on derivatives	$ 118	$ (317)
Hedged fixed rate debt
Derivative Instruments, Gain (Loss) [Line Items]
Location	Interest, net	Interest, net
Gain/(loss) recognized in income on derivatives	$ (118)	$ 320
Cumulative amount of fair value hedging adjustments to hedged fixed rate debt	$ 249

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Risk Management - CF Hedging Effect on the Income Statements (Details) - Cash flow hedge - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Derivative Instruments, Gain (Loss) [Line Items]
Loss to be reclassified within twelve months	$ (66)
Designated as Hedging Instrument
Derivative Instruments, Gain (Loss) [Line Items]
Gain/(loss) recognized in OCI on derivative	138	$ (536)
Gain/(Loss) reclassified from Accumulated OCI into income	64	(176)
Designated as Hedging Instrument | Energy commodity derivative contracts
Derivative Instruments, Gain (Loss) [Line Items]
Gain/(loss) recognized in OCI on derivative	135	(499)
Designated as Hedging Instrument | Energy commodity derivative contracts | Revenues—Commodity sales
Derivative Instruments, Gain (Loss) [Line Items]
Gain/(Loss) reclassified from Accumulated OCI into income	64	(132)
Designated as Hedging Instrument | Energy commodity derivative contracts | Costs of sales
Derivative Instruments, Gain (Loss) [Line Items]
Gain/(Loss) reclassified from Accumulated OCI into income	(7)	9
Designated as Hedging Instrument | Interest rate contracts
Derivative Instruments, Gain (Loss) [Line Items]
Gain/(loss) recognized in OCI on derivative	0	3
Designated as Hedging Instrument | Interest rate contracts | Interest, net
Derivative Instruments, Gain (Loss) [Line Items]
Gain/(Loss) reclassified from Accumulated OCI into income	0	0
Designated as Hedging Instrument | Foreign currency contracts
Derivative Instruments, Gain (Loss) [Line Items]
Gain/(loss) recognized in OCI on derivative	3	(40)
Designated as Hedging Instrument | Foreign currency contracts | Other, net
Derivative Instruments, Gain (Loss) [Line Items]
Gain/(Loss) reclassified from Accumulated OCI into income	$ 7	$ (53)

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Risk Management - Effect on Income Statement Not Designated (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Derivative [Line Items]
Gain/(loss) on settlement of derivative contracts	$ 97	$ (69)
Energy commodity derivative contracts
Derivative [Line Items]
Gain/(loss) on derivative Instruments	28	18
Revenues—Commodity sales | Energy commodity derivative contracts
Derivative [Line Items]
Gain/(loss) on settlement of derivative contracts	22	(9)
Costs of sales | Energy commodity derivative contracts
Derivative [Line Items]
Gain/(loss) on settlement of derivative contracts	69	(91)
Earnings from equity investments | Energy commodity derivative contracts
Derivative [Line Items]
Gain/(loss) on settlement of derivative contracts	1	(5)
Interest, net | Interest rate contracts
Derivative [Line Items]
Gain/(loss) on settlement of derivative contracts	$ 5	$ 36

XML

Risk Management - Credit Risks (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Credit Derivatives [Line Items]
Additional collateral, aggregate fair value if downgrade two notches	$ 88
Energy commodity derivative contracts
Credit Derivatives [Line Items]
Letter of credits outstanding, amount	0	$ 0
Initial Margin Requirements	48
Cash collateral posted	43	30
Other current liabilities | Cash collateral held | Energy commodity derivative contracts
Credit Derivatives [Line Items]
Collateral posted		$ 1
Restricted Cash | Cash collateral held | Energy commodity derivative contracts
Credit Derivatives [Line Items]
Cash collateral posted	$ 5

XML

Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation of Revenue [Line Items]
Revenues from customers	$ 3,445	$ 4,089
Leasing services	330	314
Derivatives adjustments on commodity sales	86	(141)
Other	27	31
Total other revenues	443	204
Total revenues	3,888	4,293
Natural Gas Pipelines
Disaggregation of Revenue [Line Items]
Total revenues	2,463	2,793
Products Pipelines
Disaggregation of Revenue [Line Items]
Total revenues	668	766
Terminals
Disaggregation of Revenue [Line Items]
Total revenues	460	429
CO2
Disaggregation of Revenue [Line Items]
Total revenues	297	305
Operating Segments | Natural Gas Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	2,226	2,720
Leasing services	117	117
Derivatives adjustments on commodity sales	107	(39)
Other	16	15
Total other revenues	240	93
Total revenues	2,466	2,813
Operating Segments | Products Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	616	719
Leasing services	47	44
Derivatives adjustments on commodity sales	(1)	(3)
Other	6	6
Total other revenues	52	47
Total revenues	668	766
Operating Segments | Terminals
Disaggregation of Revenue [Line Items]
Revenues from customers	309	290
Leasing services	152	140
Derivatives adjustments on commodity sales	0	0
Other	0	0
Total other revenues	152	140
Total revenues	461	430
Operating Segments | CO2
Disaggregation of Revenue [Line Items]
Revenues from customers	298	381
Leasing services	14	13
Derivatives adjustments on commodity sales	(20)	(99)
Other	5	10
Total other revenues	(1)	(76)
Total revenues	297	305
Corporate and intersegment eliminations
Disaggregation of Revenue [Line Items]
Revenues from customers	(4)	(21)
Leasing services	0	0
Derivatives adjustments on commodity sales	0	0
Other	0	0
Total other revenues	0	0
Total revenues	(4)	(21)
Firm services
Disaggregation of Revenue [Line Items]
Revenues from customers	1,163	1,185
Firm services | Operating Segments | Natural Gas Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	917	939
Firm services | Operating Segments | Products Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	40	59
Firm services | Operating Segments | Terminals
Disaggregation of Revenue [Line Items]
Revenues from customers	207	188
Firm services | Operating Segments | CO2
Disaggregation of Revenue [Line Items]
Revenues from customers	0	0
Firm services | Corporate and intersegment eliminations
Disaggregation of Revenue [Line Items]
Revenues from customers	(1)	(1)
Fee-based services
Disaggregation of Revenue [Line Items]
Revenues from customers	584	558
Fee-based services | Operating Segments | Natural Gas Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	236	213
Fee-based services | Operating Segments | Products Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	240	234
Fee-based services | Operating Segments | Terminals
Disaggregation of Revenue [Line Items]
Revenues from customers	98	98
Fee-based services | Operating Segments | CO2
Disaggregation of Revenue [Line Items]
Revenues from customers	10	13
Fee-based services | Corporate and intersegment eliminations
Disaggregation of Revenue [Line Items]
Revenues from customers	0	0
Total services
Disaggregation of Revenue [Line Items]
Revenues from customers	1,747	1,743
Total services | Operating Segments | Natural Gas Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	1,153	1,152
Total services | Operating Segments | Products Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	280	293
Total services | Operating Segments | Terminals
Disaggregation of Revenue [Line Items]
Revenues from customers	305	286
Total services | Operating Segments | CO2
Disaggregation of Revenue [Line Items]
Revenues from customers	10	13
Total services | Corporate and intersegment eliminations
Disaggregation of Revenue [Line Items]
Revenues from customers	(1)	(1)
Natural gas sales
Disaggregation of Revenue [Line Items]
Revenues from customers	817	1,242
Natural gas sales | Operating Segments | Natural Gas Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	799	1,226
Natural gas sales | Operating Segments | Products Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	0	0
Natural gas sales | Operating Segments | Terminals
Disaggregation of Revenue [Line Items]
Revenues from customers	0	0
Natural gas sales | Operating Segments | CO2
Disaggregation of Revenue [Line Items]
Revenues from customers	20	20
Natural gas sales | Corporate and intersegment eliminations
Disaggregation of Revenue [Line Items]
Revenues from customers	(2)	(4)
Product sales
Disaggregation of Revenue [Line Items]
Revenues from customers	881	1,104
Product sales | Operating Segments | Natural Gas Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	274	342
Product sales | Operating Segments | Products Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	336	426
Product sales | Operating Segments | Terminals
Disaggregation of Revenue [Line Items]
Revenues from customers	4	4
Product sales | Operating Segments | CO2
Disaggregation of Revenue [Line Items]
Revenues from customers	268	348
Product sales | Corporate and intersegment eliminations
Disaggregation of Revenue [Line Items]
Revenues from customers	(1)	(16)
Total commodity sales
Disaggregation of Revenue [Line Items]
Revenues from customers	1,698	2,346
Total revenues	1,785	2,208
Total commodity sales | Operating Segments | Natural Gas Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	1,073	1,568
Total commodity sales | Operating Segments | Products Pipelines
Disaggregation of Revenue [Line Items]
Revenues from customers	336	426
Total commodity sales | Operating Segments | Terminals
Disaggregation of Revenue [Line Items]
Revenues from customers	4	4
Total commodity sales | Operating Segments | CO2
Disaggregation of Revenue [Line Items]
Revenues from customers	288	368
Total commodity sales | Corporate and intersegment eliminations
Disaggregation of Revenue [Line Items]
Revenues from customers	$ (3)	$ (20)

XML

Revenue Recognition - Contract Balances (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Contract Assets
Contract assets balances	$ 26	$ 33
Transfer to Accounts receivable	14
Contract Liabilities
Contract liabilities balances	228	$ 204
Transfer to Revenues	$ 35

XML

Revenue Recognition - Revenue Allocated to Remaining Performance Obligations (Details) $ in Millions	Mar. 31, 2023 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue allocated to remaining performance obligations for contracted revenue	$ 27,751
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year [Axis]: 2023-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue allocated to remaining performance obligations for contracted revenue	$ 3,260
Performance obligation, period of recognition	9 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year [Axis]: 2024-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue allocated to remaining performance obligations for contracted revenue	$ 3,633
Performance obligation, period of recognition	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year [Axis]: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue allocated to remaining performance obligations for contracted revenue	$ 2,967
Performance obligation, period of recognition	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year [Axis]: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue allocated to remaining performance obligations for contracted revenue	$ 2,581
Performance obligation, period of recognition	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year [Axis]: 2027-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue allocated to remaining performance obligations for contracted revenue	$ 2,215
Performance obligation, period of recognition	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year [Axis]: 2028-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue allocated to remaining performance obligations for contracted revenue	$ 13,095
Performance obligation, period of recognition

XML

Reportable Segments - Revenues (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information [Line Items]
Revenues	$ 3,888	$ 4,293
Intersegment Eliminations
Segment Reporting Information [Line Items]
Revenues	(4)	(21)
Natural Gas Pipelines
Segment Reporting Information [Line Items]
Revenues	2,463	2,793
Natural Gas Pipelines | Intersegment Eliminations
Segment Reporting Information [Line Items]
Revenues	(3)	(20)
Products Pipelines
Segment Reporting Information [Line Items]
Revenues	668	766
Terminals
Segment Reporting Information [Line Items]
Revenues	460	429
Terminals | Intersegment Eliminations
Segment Reporting Information [Line Items]
Revenues	(1)	(1)
CO2
Segment Reporting Information [Line Items]
Revenues	$ 297	$ 305

XML

Reportable Segments - EBDA (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information [Line Items]
DD&A	$ (565)	$ (538)
Amortization of excess cost of equity investments	(17)	(19)
General and administrative and corporate charges	(166)	(156)
Income Tax Expense	(196)	(194)
Net Income	703	684
Operating Segments
Segment Reporting Information [Line Items]
Total Segment EBDA	2,105	1,913
Corporate, Non-segment
Segment Reporting Information [Line Items]
DD&A	(565)	(538)
Amortization of excess cost of equity investments	(17)	(19)
General and administrative and corporate charges	(179)	(145)
Interest, net	(445)	(333)
Income Tax Expense	(196)	(194)
Natural Gas Pipelines | Operating Segments
Segment Reporting Information [Line Items]
Total Segment EBDA	1,495	1,184
Products Pipelines | Operating Segments
Segment Reporting Information [Line Items]
Total Segment EBDA	184	299
Terminals | Operating Segments
Segment Reporting Information [Line Items]
Total Segment EBDA	254	238
CO2 | Operating Segments
Segment Reporting Information [Line Items]
Total Segment EBDA	$ 172	$ 192

XML

Reportable Segments - Assets (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Assets	$ 68,931	$ 70,078
Corporate, Non-segment
Segment Reporting Information [Line Items]
Assets	951	1,309
Natural Gas Pipelines
Segment Reporting Information [Line Items]
Assets	47,351	47,978
Products Pipelines
Segment Reporting Information [Line Items]
Assets	8,836	8,985
Terminals
Segment Reporting Information [Line Items]
Assets	8,328	8,357
CO2
Segment Reporting Information [Line Items]
Assets	$ 3,465	$ 3,449

XML

Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Income tax expense	$ 196	$ 194
Effective tax rate	21.80%	22.10%
Statutory federal rate	21.00%	21.00%

XML

Litigation and Environmental - Other Commercial Matters (Details) - Pending Litigation $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($) Claims individual
Freeport LNG Marketing, LLC Case
Loss Contingencies [Line Items]
Loss Contingency, Damages Sought, Value | $	$ 104
Pension Plan Litigation
Loss Contingencies [Line Items]
Loss Contingency, Pending Claims, Number | Claims	6
Purported Class | individual	10,000

XML

Litigation and Environmental - General (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Estimated Litigation Liability	$ 43	$ 70

XML

Litigation and Environmental - PHMSA Enforcement Matter (Details)	Mar. 31, 2023 USD ($)
Pipeline and Hazardous Materials Safety Administration | KMLT
Loss Contingencies [Line Items]
Loss Contingency, Estimate of Possible Loss	$ 455,000

XML

Litigation and Environmental - Portland Harbor (Details) - Portland Harbor Superfund Site, Willamette River, Portland, Oregon $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($) Terminals Parties
Environmental Protection Agency | KMLT
Site Contingency [Line Items]
Number of Parties Involved In Site Cleanup Allocation Negotiations | Parties	90
Number of Liquid Terminals | Terminals	2
Environmental Protection Agency | KMLT | Pro Forma
Site Contingency [Line Items]
Estimated Remedy Implementation Period	10 years
Environmental Remediation Expense | $	$ 2,800
Environmental Protection Agency | KMBT
Site Contingency [Line Items]
Number of Liquid Terminals | Terminals	2
State and Federal Trustees | KMLT
Site Contingency [Line Items]
Loss Contingency, Damages Sought, Value | $	$ 5

XML

Litigation and Environmental - Lower Passaic River (Details) - Environmental Protection Agency $ in Millions				3 Months Ended
	Dec. 16, 2022 USD ($) Parties	Oct. 04, 2021 USD ($)	Mar. 04, 2016 USD ($)	Mar. 31, 2023
Lower Passaic River Study Area | EPA Proposed Consent Decree
Site Contingency [Line Items]
Loss Contingency, Number of Defendants | Parties	85
Proposed Environmental Remediation Settlement	$ 150
Lower Passaic River Study Area | Pending Litigation | EPA preferred alternative estimate
Site Contingency [Line Items]
Environmental Remediation Expense			$ 1,700
Lower Passaic River Study Area | Pending Litigation | Clean Up Implementation
Site Contingency [Line Items]
Estimated Remedy Implementation Period				6 years
Upper Passaic River Study Area, Upper Portion | Pending Litigation | Pro Forma
Site Contingency [Line Items]
Environmental Remediation Expense		$ 440

XML

Litigation and Environmental - Louisiana Governmental Coastal Zone Erosion Litigation (Details) - Coastal Zone	Mar. 29, 2019 Parties	Nov. 08, 2013 Parties	Mar. 31, 2023 cases
Judicial District of Louisiana
Loss Contingencies [Line Items]
Loss Contingency, Pending Claims, Number			40
Judicial District of Louisiana | TGP
Loss Contingencies [Line Items]
Loss Contingency, Pending Claims, Number			1
Judicial District of Louisiana | SNG
Loss Contingencies [Line Items]
Loss Contingency, Pending Claims, Number			1
Parish of Plaquemines, Louisiana | TGP
Loss Contingencies [Line Items]
Loss Contingency, Number of Defendants | Parties		17
Parish Orleans, Louisiana | SNG
Loss Contingencies [Line Items]
Loss Contingency, Number of Defendants | Parties	10

XML

Litigation and Environmental - Walnut Creek (Details) - State of California - SFPP $ in Millions	Dec. 16, 2021 USD ($) misdemeanors	Dec. 08, 2020 bbl	Nov. 20, 2020 bbl
Environmental Remediation Estimated Spill Volume | bbl		1,000	8.1
Environmental Remediation Expense | $	$ 2.5
Unsupervised Probation Period	18 months
Number Of Misdemeanors, Plead No Contest | misdemeanors	2

XML

Litigation and Environmental - Environmental Matters General (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Accrual for Environmental Loss Contingencies	$ 218	$ 221
Recorded Third-Party Environmental Recoveries Receivable	$ 11	$ 12

XML

Recent Accounting Pronouncements (Details) - Fixed-to-Variable Interest Rate Contracts - Derivatives in fair value hedging relationships - Designated as Hedging Instrument $ in Millions	Mar. 31, 2023 USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Notional amount	$ 7,400
SOFR
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Notional amount	$ 1,225

XML

Label	Element	Value
Accounting Standards Update [Extensible Enumeration]	us-gaap_AccountingStandardsUpdateExtensibleList	Accounting Standards Update 2020-06 [Member]