KKR REFT Holdings L.P. - Nov 1, 2021 Form 4 Insider Report for KKR Real Estate Finance Trust Inc. (KREF)

Role: 10%+ Owner
Signature: KKR MANAGEMENT LLP By: /s/ Terence P. Gallagher Name: Terence P. Gallagher Title: Attorney-in-fact for Robert H. Lewin, Chief Financial Officer
Stock symbol: KREF
Transactions as of: Nov 1, 2021
Transactions value $: $0
Form type: 4
Date filed: 11/3/2021, 07:12 PM
Previous filing: May 28, 2021
Next filing: Jun 9, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KREF	Common Stock	Conversion of derivative security		+1			1	Nov 1, 2021	See Footnotes	F1, F2, F4, F5
holding	KREF	Common Stock						14.3M	Nov 1, 2021	See Footnotes	F3, F4, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	KREF	Special Voting Preferred Stock	Conversion of derivative security	$0	-1	-100%	$0.00^*	0	Nov 1, 2021	Common Stock	1		See Footnotes	F1, F2, F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On November 1, 2021, KKR Real Estate Finance Trust Inc. (the "Company") completed an underwritten offering of 5 million shares of the Company's common stock, par value $0.01 per share ("Common Stock"). As a result of the consummation of the offering, KKR & Co. Inc. and its affiliates no longer own at least 25% of the outstanding shares of the Company's Common Stock and, as a result, the share of the Company's Special Voting Preferred Stock held by KKR REFT Asset Holdings LLC automatically converted into one share of Common Stock.
F2	Represents securities held by KKR REFT Asset Holdings LLC.
F3	Represents securities held by KKR REFT Holdings L.P. The general partner of KKR REFT Holdings L.P. is KKR REFT Holdings GP LLC, which is wholly owned by KKR REFT Asset Holdings LLC.
F4	KKR REFT Asset Holdings LLC is owned by KKR Group Partnership L.P. and KKR Financial Holdings LLC, whose common shares are wholly owned by KKR Group Partnership L.P. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR & Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.
F5	Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.