KMI

MKT CAP $75.6BP/E 21.8DIV YIELD 3.47%FCF YIELD 4.17%REV TTM $18B +12.5%NET INCOME $3.5B +27.3%NET DEBT $37.2B52W 25.84 – 34.31SEC XBRL · TTM TO Invalid Date

How KMI rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025

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New in FY2025

Also, sustained lower demand for hydrocarbons, or changes in the regulatory environment or applicable government policies and priorities, including in relation to climate change or other environmental concerns, may have a negative impact on the supply of crude oil and other products.
In recent years, public concern about the potential risks posed by climate change has resulted in increased demand for energy efficiency and a transition to energy provided from renewable energy sources rather than fossil fuels, fuel-efficient alternatives such as hybrid and electric vehicles, and pursuit of other technologies to reduce GHG emissions, such as carbon capture and sequestration.
These projects generally will be subject to, among other things, the receipt of regulatory approvals, feasibility and cost analyses, funding availability, industry, market and demand conditions, and environmental considerations.
Federal regulators may also expand existing regulatory requirements, such as PHMSA’s 2021 expansion of gas gathering pipeline regulation and the Congressional mandate under the Pipeline Safety Act that PHMSA regulate the transportation of gaseous CO 2 .
See “— We are subject to reputational risks and risks relating to public opinion. ” Inclement weather, natural disasters, and delays in performance by third-party contractors have also resulted in, and may in the future result in, increased costs or delays in construction.
In addition, we have experienced increasing costs for construction materials, including cost increases associated with increased tariffs (such as those discussed under “— Changes in U.S. trade policy and the impact of tariffs may have a material adverse effect on our business and results of operations. ”) and may continue to experience such cost impacts.
Sharp declines in the prices of crude oil, NGL, or natural gas, or a prolonged unfavorable price environment, may result in a commensurate reduction in our revenues, income, and cash flows from our businesses that produce, process, or purchase and sell crude oil, NGL, or natural gas, and could have a material adverse effect on the carrying value (which includes assigned goodwill) of our CO 2 business segment’s proved reserves, and to a lesser extent, certain assets in certain midstream businesses within our Natural Gas Pipelines business segment and certain assets within our Products Pipelines business segment.
Additional risks to our vessels include capsizing, collision, allision, grounding, and navigation errors.
More recently, we may see increasing market uncertainty and volatility due to shifts in U.S. and foreign trade, economic, and other policies.
See “— Changes in U.S. trade policy and the impact of tariffs may have a material adverse effect on our business and results of operations .” In addition, uncertain or changing economic conditions within one or more geographic regions may affect our operating results within the affected regions.
As of December 31, 2025, we had approximately $31.8 billion of consolidated debt (excluding debt fair value adjustments).
As of December 31, 2025, we had approximately $31.8 billion of consolidated debt (excluding debt fair value adjustments), including $1.1 billion of senior notes maturing within the next 12 months, and approximately $3.5 billion of debt subject to variable interest rates, either as short-term or long-term variable-rate debt obligations, or as long-term fixed-rate debt effectively converted to variable rates through the use of interest rate swaps.
Federal Reserve raised interest rates over the period from March 2022 to July 2023 in response to increasing inflation, then reduced rates beginning in September 2024 as inflation slowed and the labor market weakened.
Although rate reductions continued through December 2025, there can be no assurance that the U.S.
Federal Reserve will continue rate reductions, or will not resume rate increases, or regarding the pace at which any such reductions or increases could occur.
New or amended laws, policies, regulations and oversight requirements, and compliance complexity resulting from disparities in requirements imposed by federal, state, and local authorities, could adversely impact our earnings, cash flows, and operations.
Our assets and operations are subject to extensive and in some cases overlapping regulation and oversight by federal, state, and local authorities.
Changes in the policy priorities of federal, state, and local authorities create a dynamic regulatory landscape—where, for example, federal priorities may ease while state and local requirements become more stringent—resulting in compliance complexity and potential cost increases.
Future administrations, court decisions, or state-level initiatives could reverse or tighten standards or result in enhanced requirements, creating uncertainty and volatility in compliance obligations and costs.
For example, with respect to our products pipelines, the FERC resets the ceiling level calculation formula every five years, and the five-year review is typically the subject of litigation between liquids pipelines, their customers, and industry groups.
Changes in the index formula used to calculate ceiling levels would impact the revenues we receive from FERC-jurisdictional service.
While policy shifts under the current U.S. presidential administration have generally emphasized support for domestic energy production and have reduced certain environmental regulatory burdens at the federal level, these changes introduce their own uncertainties.
Deregulatory actions at the federal level, such as the EPA’s rescission of its previous endangerment finding relating to GHGs announced on February 12, 2026, are likely to be subject to legal challenges.
Also, as the U.S. federal government has taken some steps to relax regulatory requirements, some states have adopted new laws and regulations.
Many states have adopted policies related to GHG emission reduction targets.
These and other expansion of U.S. state laws and regulations with potentially divergent obligations could require us to incur additional expenditures to comply with disparate obligations related to GHG emission requirements, or other reporting or safety regulations.
For example, the EPA finalized methane and volatile organic compound emissions standards in late 2023 and, although EPA priorities have shifted under the current U.S. presidential administration, several states continue to pursue aggressive climate and emissions-reduction programs, which could require us to comply with obligations that are more stringent than those imposed by the EPA.
The State of California has enacted legislation requiring climate-related disclosures, and the California Air Resources Board (CARB) has begun implementation of such legislation, which requires that certain companies doing business in California submit reporting of GHG emissions.
In addition, some customers and other third parties request disclosures from us related to their own reporting obligations.
Moreover, political and legal challenges to existing rules, combined with evolving public expectations around environmental stewardship, add to the risk that new or reinstated regulations could materially impact our operations.
In addition to environmental and pipeline safety matters, we are subject to regulations extending to such matters as (i) federal, state, local and foreign taxation; (ii) rates, operating terms, and conditions of service we may offer to our customers; (iii) the types of services and contracts we may offer to our customers; (iv) permitting, certification, and construction of new facilities; (v) the costs of raw materials, such as steel, which may be affected by tariffs (such as those discussed under “— Changes in U.S. trade policy and the impact of tariffs may have a material adverse effect on our business and results of operations .”) or otherwise; (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.
If we fail to comply with any applicable laws or regulations, and orders of such regulatory authorities, we could be subject to substantial penalties and fines and potential loss of government contracts.
New or amended laws or regulations, or different interpretations of existing laws or regulations, including policy changes, applicable to our business could have a material adverse impact on our earnings, cash flow, financial condition, and results of operations.
It is possible that costs associated with complying with the aforementioned laws will change depending on the emphasis regulatory authorities are placing on protection of the environment.
The majority of compliance costs relate to enhanced assessment and repair requirements in HCAs (pursuant to PHMSA’s integrity management regulations) and MCAs.
PHMSA is also working on a final rule regarding requirements for pipelines located in coastal ecological unusually sensitive areas and a rulemaking that seeks to update the repair criteria applicable to hazardous liquid and gas pipelines.
Additionally, Congress is working on the reauthorization of the Pipeline Safety Act, which could further expand PHMSA’s current rulemaking agenda and/or statutory authority in certain areas.
Changes in U.S. trade policy and the impact of tariffs may have a material adverse effect on our business and results of operations.
Our business and results of operations may be adversely affected by uncertainty and changes in U.S. trade policies, including tariffs, trade agreements, or other trade restrictions imposed by the U.S. or other governments.
For example, in 2025, the U.S. government announced multiple tariffs on several foreign jurisdictions and imports into the U.S.

and 28 more.

Gone since FY2024

Also, sustained lower demand for hydrocarbons, or changes in the regulatory environment or applicable governmental policies, including in relation to climate change or other environmental concerns, may have a negative impact on the supply of crude oil and other products.
Public concern about the potential risks posed by climate change has resulted in increased demand for energy efficiency and a transition to energy provided from renewable energy sources rather than fossil fuels, fuel-efficient alternatives such as hybrid and electric vehicles, and pursuit of other technologies to reduce GHG emissions, such as carbon capture and sequestration.
We have seen and may see further intensification of these trends.
New growth projects generally will be subject to, among other things, the receipt of regulatory approvals, feasibility and cost analyses, funding availability, industry, market and demand conditions, and environmental justice considerations.
Federal regulators may also expand existing regulatory requirements, such as PHMSA’s recent expansion of gas gathering pipeline regulation and the Congressional mandate under the Pipeline Safety Act that PHMSA regulate the transportation of gaseous CO 2 .
See “— We are subject to reputational risks and risks relating to public opinion. ” Inclement weather, natural disasters and delays in performance by third-party contractors have also resulted in, and may continue to result in, increased costs or delays in construction.
In addition, we may experience increasing costs for construction materials, including cost increases associated with increased tariffs (such as those proposed by the new U.S. presidential administration).
Sharp declines in the prices of crude oil, NGL or natural gas, or a prolonged unfavorable price environment, may result in a commensurate reduction in our revenues, income and cash flows from our businesses that produce, process, or purchase and sell crude oil, NGL, or natural gas, and could have a material adverse effect on the carrying value (which includes assigned goodwill) of our CO 2 business segment’s proved reserves, certain assets in certain midstream businesses within our Natural Gas Pipelines business segment, and certain assets within our Products Pipelines business segment.
Additional risks to our vessels include capsizing, grounding and navigation errors.
More recently, we may see increasing market uncertainty and volatility due to possible shifts in U.S. and foreign trade, economic and other policies following the recent change in U.S. presidential administration.
In addition, uncertain or changing economic conditions within one or more geographic regions may affect our operating results within the affected regions.
In the past, governmental agencies have responded to environmental justice concerns by imposing greater scrutiny in the permit approval process and enforcement actions that could exacerbate the negative reputational impacts, and they may do so in the future.
As of December 31, 2024, we had approximately $31.8 billion of consolidated debt (excluding debt fair value adjustments).
Our and our customers’ access to capital could be affected by evolving financial institutions’ policies concerning businesses linked to fossil fuels.
Our and our customers’ access to capital could be affected by financial institutions’ evolving policies concerning businesses linked to fossil fuels.
Concerns about the potential effects of climate change have caused some to direct their attention towards sources of funding for fossil-fuel energy companies, which has resulted in certain financial institutions, funds and other sources of capital restricting or eliminating their investment in such companies.
Ultimately, this could make it more difficult for our customers to secure funding for exploration and production activities or for us to secure funding for growth projects, and consequently could both indirectly affect demand for our services and directly affect our ability to fund construction or other capital projects.
As of December 31, 2024, we had approximately $31.8 billion of consolidated debt (excluding debt fair value adjustments), including $1.5 billion of senior notes maturing within the next 12 months, and approximately $3.6 billion of debt subject to variable interest rates, either as short-term or long-term variable-rate debt obligations, or as long-term fixed-rate debt effectively converted to variable rates through the use of interest rate swaps.
In response to increasing inflation, the U.S.
Federal Reserve raised interest rates over the period from March 2022 to July 2023 before beginning rate reductions in September 2024 due to slowing inflation.
Federal reserve will continue rate reductions, will not resume rate increases or regarding the pace at which any such reductions or increases could occur.
Please read Note 17 “Litigation and Environmental” to our consolidated financial statements for a description of material pending challenges to the rates we charge on our pipelines.
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.
In recent years, we saw an increase in the efforts of regulatory authorities to issue new regulations and guidance and to interpret existing laws and regulations in ways that promoted the use of renewable energy sources and further protection of the environment, called upon companies to increase monitoring and emissions reduction efforts, and increased investigations and enforcement actions for potential violations of environmental laws.
For example, in December 2023, the EPA finalized a rule containing standards of performance for methane and volatile organic compound emissions from crude oil and natural gas sources, including the production, processing, and transmission and storage segments.
In addition, a certain degree of regulatory uncertainty is created by the recent change in U.S. presidential administrations.
It remains unclear specifically what the new administration may do with respect to future policies and regulations that may affect us.
These types of rules and others that are currently proposed, 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 or subjecting us to the potential for regulatory penalties associated with the inability to comply with the rules in the timeframe allotted.
The EPA’s final rule known as the “Good Neighbor Plan” (the Plan) was predicated on the EPA’s disapproval of numerous state implementation plans, or SIPs, submitted under the interstate transport (Good Neighbor) provisions of the Clean Air Act for the 2015 Ozone NAAQS and became effective on August 4, 2023.
The Plan imposes prescriptive emission standards for several sectors, including new and existing reciprocating internal combustion engines of a certain size used in pipeline transportation of natural gas.
The Plan’s emission standards would require installation of more stringent air pollution controls on hundreds of existing internal combustion engines used by our Natural Gas Pipelines business segment by May 1, 2026, except for any compliance schedule extensions granted by the EPA, which would need to be supported by us and approved by the EPA on an engine-by-engine basis.
Multiple legal challenges have been filed, including by states seeking review of SIP disapprovals (12 of which have received stays pending review) and by us.
On June 27, 2024, the Supreme Court granted a temporary stay of the Plan until a disposition of a review of the Plan by the U.S.
Circuit and any appeal of that decision to the Supreme Court.
See Note 17, “Litigation and Environmental— Environmental Matters—Challenge to Federal “Good Neighbor Plan ,” to our consolidated financial statements.
On February 6, 2025, the EPA filed a motion asking the U.S.
Circuit to hold the cases in abeyance for 60 days to allow the Trump Administration time to familiarize themselves with the Plan, receive briefing from the EPA about the cases and the Plan, and decide what action on the Plan, if any, is necessary.

and 16 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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