Sec Form 4 Filing - KINDER RICHARD D @ KINDER MORGAN, INC. - 2015-10-27

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
KINDER RICHARD D
2. Issuer Name and Ticker or Trading Symbol
KINDER MORGAN, INC. [ KMI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive Chairman
(Last) (First) (Middle)
1001 LOUISIANA, SUITE 1000
3. Date of Earliest Transaction (MM/DD/YY)
10/27/2015
(Street)
HOUSTON, TX77002
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class P Common Stock 234,112,353 D
Class P Common Stock 61,479 I By Spouse ( 1 )
Class P Common Stock 11,072,258 I By Limited Partnership ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Depositary Shares ( 3 ) 10/27/2015 P 408,163 ( 3 ) ( 3 ) ( 3 ) Class P Common Stock 630,203 ( 3 ) $ 49 408,163 I By Limited Partnership ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KINDER RICHARD D
1001 LOUISIANA
SUITE 1000
HOUSTON, TX77002
X X Executive Chairman
Signatures
/s/ Richard D. Kinder 10/27/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Reporting Person disclaims any and all beneficial or pecuniary interest in the shares owned by his spouse.
( 2 )The Reporting Person disclaims 99% of any beneficial ownership of the shares owned by such limited partnership.
( 3 )Each Depositary Share represents 1/20th of s share of Kinder Morgan, Inc.'s 9.75% Series A Mandatory Convertible Preferred Stock, par value $0.01 per share (the "Series A Preferred Stock"). At any time prior to October 26, 2018, a holder of 20 Depositary Shares may cause the conversion of one share of the Series A Preferred Stock into a number of shares of Kinder Morgan, Inc.'s Class P Common Stock ("Common Stock") equal to the minimum conversion rate of 30.8800 (equivalent to a Depositary Share to Common Stock conversion rate of 1.5440), subject to adjustment. On October 26, 2018, any Depositary Shares remaining outstanding will mandatorily convert to Common Stock at a conversion rate ranging from 30.8800 to 36.2840 shares of Common Stock per Depositary Share (or a Series A Preferred Stock to Common Stock conversion rate ranging from 1.5440 to 1.8142), subject to adjustment.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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